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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 9, 2024
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ENGlobal Corporation |
(Exact name of registrant as specified in its charter) |
Nevada |
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001-14217 |
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88-0322261 |
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(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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11740 Katy Fwy – Energy Tower III, 11th floor Houston, TX |
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77079 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: 281-878-1000
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(Former name or former address, if changed since last report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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(s) |
Name of each exchange on which registered |
Common Stock, $0.001 par value |
ENG |
The Nasdaq Stock Market LLC |
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 May 9, 2024, ENGlobal Corporation issued a press release reporting first quarter 2024 results, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 2.02 (including the press release attached as Exhibit 99.1 and incorporated by reference in this Item 2.02) is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be been incorporated by reference under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is included with this Current Report on Form 8-K:
Exhibit No. |
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Description |
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Exhibit 104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
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ENGlobal Corporation |
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(Registrant) |
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May 9, 2024 |
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/s/ Darren W. Spriggs |
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(Date) |
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Darren W. Spriggs, Chief Financial Officer, Treasurer and Corporate Secretary |
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Exhibit Index
Exhibit No. |
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Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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EXHIBIT 99.1
ENGlobal Announces First Quarter 2024 Financial and Operating Results
HOUSTON, TX / ACCESSWIRE / May 9, 2024 / ENGlobal Corporation (NASDAQ:ENG), a provider of innovative engineering project solutions focused on the energy industry, today announced it has filed its first quarter 2024 report on Form 10-Q with the U.S. Securities and Exchange Commission for the three-months ended March 30, 2024. The report details ENGlobal’s financial and operational results.
“ENGlobal continued to make progress in repositioning its business in the first three months of 2024 as we focus on returning to our roots as a firm providing best-in-class project engineering and automation services to both private sector and government clients,” said William A. Coskey, P.E. Chairman and Chief Executive Officer of ENGlobal. “While we posted a modest loss in the first quarter, we believe we are on a path to profitability through improved operating efficiencies and a commitment to enhanced project execution.”
Revenues for the three months ended March 30, 2024 were $6.5 million compared to $13.2 million for the same period in 2023. Net loss in the quarter was $1.4 million, compared to a net loss of $6.3 million in the same quarter a year ago. ENGlobal lost $0.27 per fully diluted share in the first quarter of 2024 compared to a loss of $1.33 per fully diluted share in the first quarter of 2023.
Financial and operational highlights for the quarter include:
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| · | Gross profit was $464,000, or 7.1% of revenue, an increase of $2.3 million, when compared to a gross loss of $1.8 million for the first quarter of 2023. |
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| · | Selling, general and administrative expense was $2.0 million in the quarter, a decrease of $2.4 million from $4.4 million in the first quarter of 2023. |
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| · | Improved utilization of our billable resources from approximately 70% a year ago to over 80%. This occurred through improved optimization of our labor force. |
“While we will not be pleased until ENGlobal is once again profitable, the ENGlobal team continues to pursue opportunities that demonstrate our expertise in executing complex engineering projects,” continued Coskey. “We are actively pursuing new opportunities that, if successful, create a path for significant revenue and earnings growth. Moreover, while there are no guarantees, we are encouraged by our ongoing discussions with potential strategic partners that could be transformational for ENGlobal and its shareholders.”
ENGlobal’s comprehensive financial statements can be found in the Company’s quarterly report filed on Form 10-Q with the U.S. Securities and Exchange Commission.
ENGlobal’s total backlog as of March 30, 2024 was approximately $10.8 million. The Company booked approximately $5.7 million in new business in the first quarter.
“While we still have significant work to do to reach our goals and the full potential of ENGlobal, the impact of our restructuring efforts is apparent in the first quarter,” concluded Coskey. “We continue to make progress each and every day and continue to work toward our goal of being a leading, profitable engineering and automation firm. I want to thank the entire ENGlobal family for their continued efforts, loyalty and unwavering dedication, and I am grateful for the talent and contributions of each member of our team. I look forward to continuing to work with this exceptional group toward a profitable future.”
About ENGlobal
ENGlobal Corporation (NASDAQ:ENG) is a provider of innovative, delivered project solutions primarily to the energy industry. ENGlobal operates through two reportable segments: Commercial and Government Services. The Commercial segment provides engineering, design, fabrication, construction management and integration of automated control systems. The Government Services segment provides engineering, design, installation, operations, and maintenance of various government, public sector, and international facilities, specializing in turnkey automation and instrumentation systems for the U.S. Defense industry. Further information about the Company and its businesses is available at www.englobal.com.
For further information, please email ir@englobal.com.
Cautionary Note Regarding Forward-Looking Statements
The statements above regarding the Company's expectations, including those relating to its future results, its future operations and certain other matters discussed in this press release may constitute forward-looking statements within the meaning of the federal securities laws and are subject to risks and uncertainties. For a discussion of risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see ENGlobal's filings with the Securities and Exchange Commission, including the Company's most recent reports on Form 10-K and 10-Q, and other SEC filings.