nvee-20220402

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________

FORM 10-Q

_______________________________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 2, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-35849

_______________________________________________________

NV5 Global, Inc.

(Exact name of registrant as specified in its charter)

_______________________________________________________

Delaware

45-3458017

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

200 South Park Road,

Suite 350

Hollywood,

Florida

33021

(Address of principal executive offices)

(Zip Code)

(954) 495-2112

(Registrant’s telephone number, including area code)

_______________________________________________________

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, $0.01 par value

NVEE

The NASDAQ Stock Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated Filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 29, 2022, there were 15,495,451 shares outstanding of the registrant’s common stock, $0.01 par value.

NV5 GLOBAL, INC.

INDEX


		Page

PART I – FINANCIAL INFORMATION

ITEM 1	FINANCIAL STATEMENTS	1

	Consolidated Balance Sheets (unaudited)	2

	Consolidated Statements of Net Income and Comprehensive Income (unaudited)	3

	Consolidated Statement of Changes in Stockholders’ Equity (unaudited)	4

	Consolidated Statements of Cash Flows (unaudited)	5

	Notes to Consolidated Financial Statements (unaudited)	7

ITEM 2	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	21
ITEM 3	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	27
ITEM 4	CONTROLS AND PROCEDURES	27

PART II – OTHER INFORMATION

ITEM 1	LEGAL PROCEEDINGS	29
ITEM 1A	RISK FACTORS	29
ITEM 2	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	29
ITEM 3	DEFAULTS UPON SENIOR SECURITIES	29
ITEM 4	MINE SAFETY DISCLOSURES	29
ITEM 5	OTHER INFORMATION	29
ITEM 6	EXHIBITS	30

SIGNATURES		31

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

NV5 Global, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands, except share data)


	April 2, 2022		January 1, 2022
Assets
Current assets:
Cash and cash equivalents	$	81,948	$	47,980
Billed receivables, net	129,990		153,814
Unbilled receivables, net	87,627		89,734
Prepaid expenses and other current assets	8,758		12,442
Total current assets	308,323		303,970
Property and equipment, net	36,297		32,729
Right-of-use lease assets, net	41,899		44,260
Intangible assets, net	180,081		188,224
Goodwill	389,954		389,916
Other assets	3,299		2,844
Total assets	$	959,853	$	961,943

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	48,126	$	55,954
Accrued liabilities	58,043		50,461

Billings in excess of costs and estimated earnings on uncompleted contracts	24,345		29,444
Other current liabilities	1,266		1,551
Current portion of contingent consideration	2,747		5,807
Current portion of notes payable and other obligations	18,335		20,734
Total current liabilities	152,862		163,951
Contingent consideration, less current portion	3,984		2,521
Other long-term liabilities	32,097		34,304
Notes payable and other obligations, less current portion	107,931		111,062
Deferred income tax liabilities, net	23,476		25,385
Total liabilities	320,350		337,223

Commitments and contingencies

Stockholders’ equity:
Preferred stock, $0.01 par value; 5,000,000 shares authorized, no shares issued and outstanding	—		—
Common stock, $0.01 par value; 45,000,000 shares authorized, 15,495,451 and 15,414,005 shares issued and outstanding as of April 2, 2022 and January 1, 2022, respectively	155		154
Additional paid-in capital	457,894		451,754
Retained earnings	181,454		172,812
Total stockholders’ equity	639,503		624,720
Total liabilities and stockholders’ equity	$	959,853	$	961,943

See accompanying notes to consolidated financial statements (unaudited).

NV5 Global, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF NET INCOME AND COMPREHENSIVE INCOME

(UNAUDITED)

(in thousands, except share data)


	Three Months Ended
	April 2, 2022		April 3, 2021
Gross revenues	$	190,154	$	153,095

Direct costs:
Salaries and wages	45,977		41,459
Sub-consultant services	34,825		23,246
Other direct costs	15,525		9,798
Total direct costs	96,327		74,503

Gross profit	93,827		78,592

Operating expenses:
Salaries and wages, payroll taxes and benefits	49,767		42,951
General and administrative	16,387		11,549
Facilities and facilities related	5,185		5,097
Depreciation and amortization	9,934		9,440
Total operating expenses	81,273		69,037

Income from operations	12,554		9,555

Interest expense	(914)		(2,318)

Income before income tax expense	11,640		7,237
Income tax expense	(2,998)		(1,757)
Net income and comprehensive income	$	8,642	$	5,480

Earnings per share:
Basic	$	0.59	$	0.43
Diluted	$	0.57	$	0.41

Weighted average common shares outstanding:
Basic	14,693,323		12,876,822
Diluted	15,216,105		13,429,102

See accompanying notes to consolidated financial statements (unaudited).

NV5 Global, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

(in thousands, except share data)


	Three Months Ended
	Common Stock			Additional Paid-In Capital		Retained Earnings
	Shares	Amount						Total
Balance, January 2, 2021	13,270,131	$	133	$	268,271	$	125,665	$	394,069
Stock-based compensation	—	—		3,696		—		3,696
Restricted stock issuance, net	13,536	—		—		—		—
Purchases of common stock tendered by employees to satisfy the required withholding taxes related to stock-based compensation	(580)	—		(52)		—		(52)
Stock issuance for acquisitions	35,737	—		3,150		—		3,150
Proceeds from secondary offering, net of costs	1,612,903	16		140,621		—		140,637
Payment of contingent consideration with common stock	2,200	—		209		—		209
Net income	—	—		—		5,480		5,480
Balance, April 3, 2021	14,933,927	$	149	$	415,895	$	131,145	$	547,189

Balance, January 1, 2022	15,414,005	$	154	$	451,754	$	172,812	$	624,720
Stock-based compensation	—	—		4,789		—		4,789
Restricted stock issuance, net	68,927	1		(1)		—		—
Stock issuance for acquisitions	12,519	—		1,352		—		1,352
Net income	—	—		—		8,642		8,642
Balance, April 2, 2022	15,495,451	$	155	$	457,894	$	181,454	$	639,503

See accompanying notes to consolidated financial statements (unaudited).

NV5 Global, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)


	Three Months Ended
	April 2, 2022		April 3, 2021
Cash flows from operating activities:
Net income	$	8,642	$	5,480
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	11,167		10,542
Non-cash lease expense	3,092		2,161
Provision for doubtful accounts	678		(536)
Stock-based compensation	4,789		3,696
Change in fair value of contingent consideration	—		209
Gain on disposals of property and equipment	(54)		(530)
Deferred income taxes	(1,903)		(2,282)
Amortization of debt issuance costs	185		227
Changes in operating assets and liabilities, net of impact of acquisitions:
Billed receivables	23,211		36,037
Unbilled receivables	2,042		2,032
Prepaid expenses and other assets	3,230		(1,114)
Accounts payable	(7,854)		(6,332)
Accrued liabilities	4,684		2,629
Income taxes payable	—		3,085

SEC Form 10-Q filed by NV5 Global Inc.