Primoris Services Corporation Reports Second Quarter 2024 Results

Primoris Services Corporation (NYSE: PRIM) (“Primoris” or the “Company”) today announced financial results for its second quarter ended June 30, 2024 and provided comments on the Company’s operational performance and outlook for 2024.

For the second quarter of 2024, Primoris reported the following highlights (1):

Revenue of $1,563.7 million, up $150.3 million, or 10.6 percent, compared to the second quarter of 2023 driven by strong growth in the Energy segment;
Net income of $49.5 million, or $0.91 per diluted share, an increase of $10.5 million, or $0.19 per diluted share, from the second quarter of 2023;
Adjusted net income of $57.1 million, or $1.04 per diluted share, an increase of $13.7 million, or $0.24 per diluted share, from the second quarter of 2023;
Adjusted earnings before interest, income taxes, depreciation, and amortization (“Adjusted EBITDA”) of $117.1 million, up $14.7 million, or 14.4 percent, from the second quarter of 2023.
Raising EPS and Adjusted EPS guidance ranges to $2.70 to $2.90 and $3.25 to $3.45 per diluted share, respectively.

(1)

Please refer to “Non-GAAP Measures” and Schedules 1, 2, 3 and 4 for the definitions and reconciliations of our Non-GAAP financial measures, including “Adjusted Net Income,” “Adjusted EPS” and “Adjusted EBITDA.”

“Primoris delivered another excellent quarter achieving solid revenue growth and improved profitability,” said Tom McCormick, President and Chief Executive Officer of Primoris. “The demand for our services remains strong across many of our end markets and we continue to win work with our customers, who value our partnership to provide safe and quality performance on their projects.”

“We are growing profitability and cash flow through focused capital allocation, and our second quarter results demonstrate early success toward achieving our objectives. We are capitalizing on the growing trend for additional solar and natural gas power generation sources while helping build and maintain our power delivery, gas, and communications infrastructure,” he added. “Primoris is well-positioned to grow and serve our customers in the years ahead as they invest to meet the infrastructure needs of North America that will support emerging technologies and drive economic growth.”

“As we progress through the second half of the year, I am confident we will stay focused on safely and efficiently serving our customers to exceed our goals for 2024 and move us further down the path toward our strategic goals.”

Second Quarter 2024 Results Overview Revenue was $1,563.7 million for the three months ended June 30, 2024, an increase of $150.3 million, or 10.6 percent, compared to the same period in 2023. The increase was primarily due to strong growth across our renewables and industrial construction businesses, partially offset by lower activity in pipeline and gas utilities. Gross profit was $186.7 million for the three months ended June 30, 2024, an increase of $29.4 million, or 18.7 percent, compared to the same period in 2023. The increase was primarily due to an increase in Energy segment revenue and improved margins in both segments. Gross profit as a percentage of revenue increased to 11.9 percent for the three months ended June 30, 2024, compared to 11.1 percent for the same period in 2023. The increase was primarily as a result of a favorable mix of higher margin renewable work, a strong performance in the industrial businesses, and improved execution in the Utilities segment.

During the second quarter of 2024, net income was $49.5 million compared to net income of $39.0 million in the prior year. Diluted earnings per share (“EPS”) was $0.91 for the second quarter of 2024 compared to $0.72 for the same period in 2023. The increase in net income and diluted earnings can be largely attributed to higher operating income from higher revenue and improved margins in both segments. Adjusted Net Income was $57.1 million for the second quarter, compared to $43.4 million for the same period in 2023. Adjusted diluted EPS was $1.04 for the second quarter of 2024, compared to $0.80 for the second quarter of 2023. The increase in adjusted net income and adjusted diluted EPS was due to higher net income and an unrealized gain on interest rate swap recognized in the second quarter of 2023. Adjusted EBITDA was $117.1 million for the second quarter of 2024, compared to $102.4 million for the same period in 2023.

The current reportable segments include the Utilities segment and the Energy segment. Revenue and gross profit for the segments for the three and six months ended June 30, 2024, and 2023 were as follows:

Segment Revenue (in thousands, except %) (unaudited)

For the three months ended June 30,

2024

2023

Segment

Revenue

Utilities

620,798

649,238

Energy

973,492

778,715

Intersegment Eliminations

(30,575

)

(14,576

)

Total

1,563,715

1,413,377

For the six months ended June 30,

2024

2023

Segment

Revenue

Utilities

1,108,722

1,183,001

Energy

1,921,070

1,506,371

Intersegment Eliminations

(53,370

)

(19,099

)

Total

2,976,422

2,670,273

Segment Gross Profit (in thousands, except %) (unaudited)

For the three months ended June 30,

2024

2023

% of

Segment

Gross Profit

Revenue

Gross Profit

Revenue

Utilities

64,066

10.3

66,510

10.2

Energy

122,644

12.6

90,754

11.7

Total

186,710

11.9

157,264

11.1

For the six months ended June 30,

2024

2023

% of

Segment

Gross Profit

Revenue

Gross Profit

Revenue

Utilities

93,545

8.4

100,081

8.5

Energy

226,541

11.8

156,916

10.4

Total

320,086

10.8

256,997

9.6

Utilities Segment (“Utilities”): Revenue decreased by $28.4 million, or 4.4 percent, for the three months ended June 30, 2024, compared to the same period in 2023, primarily due to the substantial completion of a major substation in our power delivery business in 2023 and lower activity in gas operations. These impacts were partially offset by increased renewable energy transmission and substation projects and increased activity in communications. Gross profit for the three months ended June 30, 2024, was lower by $2.4 million, or 3.7 percent compared to the same period in 2023 on lower revenue. Gross profit as a percentage of revenue was 10.3 percent for the three months ended June 30, 2024, up slightly from 10.2 percent for the same period in 2023.

Energy Segment (“Energy”): Revenue increased by $194.8 million, or 25.0 percent, for the three months ended June 30, 2024, compared to the same period in 2023. The increase was primarily due to increased renewables and industrial construction activity, partially offset by lower pipeline activity. Gross profit for the three months ended June 30, 2024, increased by $31.9 million, or 35.1 percent, compared to the same period in 2023, primarily due to higher revenue and margins. Gross profit as a percentage of revenue increased to 12.6 percent during the three months ended June 30, 2024, compared to 11.7 percent in the same period in 2023. The increase in gross margin is primarily due to strong execution on natural gas generation projects in the western U.S. and the increase in renewables revenue.

Other Income Statement Information

Selling, general and administrative (“SG&A”) expenses were $100.1 million during the quarter ended June 30, 2024, an increase of $14.5 million, or 17.0 percent, compared to 2023. The increase was primarily due to an increase in personnel costs to support revenue growth and higher technology costs associated with ongoing initiatives. SG&A expense as a percentage of revenue increased to 6.4 percent in the second quarter of 2024, compared to 6.1 percent in the second quarter 2023.

Interest expense, net for the quarter ended June 30, 2024, was $17.1 million compared to $16.9 million for the quarter ended June 30, 2023. The increase of $0.2 million was primarily due to a $0.4 million unrealized loss on our interest rate swap in 2024 compared to a $3.2 million unrealized gain in 2023, mostly offset by lower average debt balances. Interest expense for the full year 2024 is expected to be $71 to $74 million due to lower average debt balances.

The effective tax rate on income for the six months ended June 30, 2024, of 29.0% differs from the U.S. federal statutory rate of 21.0% primarily due to state income taxes and nondeductible components of per diem expenses. We recorded income tax expense for the six months ended June 30, 2024, of $28.0 million compared to $16.5 million for the six months ended June 30, 2023. The $11.5 million increase in income tax expense is driven by higher pre-tax income.

Outlook The Company is raising its estimates for the year ending December 31, 2024. Net income is expected to be between $148.5 million and $159.5 million, or $2.70 and $2.90 per fully diluted share. Adjusted EPS is estimated in the range of $3.25 to $3.45 per fully diluted share. Adjusted EBITDA for full year 2024 is expected to range from $400 million to $420 million.

The Company is targeting SG&A expense as a percentage of revenue in the low six percent range for full year 2024. The Company’s targeted gross margins by segment are as follows: Utilities in the range of 9 to 11 percent and Energy in the range of 10 to 12 percent. The Company expects its effective tax rate for 2024 to be approximately 29 percent, but it may vary depending on the mix of states in which the Company operates.

Adjusted EPS and Adjusted EBITDA are non-GAAP financial measures. Please refer to “Non-GAAP Measures” and Schedules 1 - 4 below for the definitions and reconciliations. The guidance provided above constitutes forward-looking statements, which are based on current economic conditions and estimates, and the Company does not include other potential impacts, such as changes in accounting or unusual items. Supplemental information relating to the Company’s financial outlook is posted in the Investor Relations section of the Company’s website at www.prim.com.

Backlog (in millions)

June 30, 2024

December 31, 2023

Next 12 Months

Total

Next 12 Months

Total

Utilities

Fixed Backlog

68.7

96.3

MSA Backlog

1,821.4

5,171.9

1,776.5

5,093.6

Backlog

1,890.1

5,240.6

1,872.8

5,189.9

Energy

Fixed Backlog

2,207.6

4,798.4

2,599.0

5,102.6

MSA Backlog

159.1

414.8

308.2

602.4

Backlog

2,366.7

5,213.2

2,907.2

5,705.0

Total

Fixed Backlog

2,276.3

4,867.1

2,695.3

5,198.9

MSA Backlog

1,980.5

5,586.7

2,084.7

5,696.0

Backlog

4,256.8

10,453.8

4,780.0

10,894.9

At June 30, 2024, total Fixed Backlog was $4.9 billion, flat compared to March 31, 2024, and a decrease of $0.3 billion, or 6.4 percent compared to December 31, 2023. Total MSA Backlog was $5.6 billion, a decrease of $0.2 billion, or 3.4 percent, compared to March 31, 2024, and $0.1 billion, or 1.9 percent, compared to December 31, 2023. Total Backlog as of June 30, 2024, was $10.5 billion, including Utilities backlog of approximately $5.3 billion and Energy backlog of $5.2 billion. The decrease in backlog sequentially and from year end 2023 is primarily due to the timing of fixed backlog awards in the Energy segment.

Backlog, including estimated MSA revenue, should not be considered a comprehensive indicator of future revenue. Revenue from certain projects where scope, and therefore contract value, is not adequately defined, is not included in Fixed Backlog. At any time, any project may be cancelled at the convenience of the Company’s customers.

Balance Sheet and Capital Allocation At June 30, 2024, the Company had $207.4 million of unrestricted cash and cash equivalents. In the second quarter of 2024, capital expenditures were $24.2 million, including $9.6 million in construction equipment purchases. Capital expenditures for the six months ended June 30, 2024, were $34.6 million, including $14.5 million in construction equipment purchases. For the remaining six months of 2024, capital expenditures are expected to total between $45.0 million and $65.0 million, which includes $5.0 million to $25.0 million for equipment.

The Company also announced that on July 31, 2024, its Board of Directors declared a $0.06 per share cash dividend to stockholders of record on September 27, 2024, payable on approximately October 11, 2024. During the six months ended June 30, 2024 the Company did not purchase any shares of common stock under its share purchase program. As of June 30, 2024, the Company had $25.0 million remaining for purchase under the share purchase program. The share purchase plan currently expires on December 31, 2024.

Conference Call and Webcast As previously announced, management will host a conference call and webcast on Tuesday, August 6, 2024, at 9:00 a.m. U.S. Central Time (10:00 a.m. U.S. Eastern Time). Tom McCormick, President and Chief Executive Officer, and Ken Dodgen, Executive Vice President and Chief Financial Officer, will discuss the Company’s results and business outlook.

Investors and analysts are invited to participate in the call by phone at 1-800-715-9871, or internationally at 1-646-307-1963 (access code: 1324356) or via the Internet at www.prim.com. A replay of the call will be available on the Company’s website or by phone at 1-800-770-2030, or internationally at 1-609-800-9909 (access code: 1324356), for a seven-day period following the call.

Presentation slides to accompany the conference call are available for download under “Events & Presentations” in the “Investors” section of the Company’s website at www.prim.com.

Non-GAAP Measures This press release contains certain financial measures that are not recognized under generally accepted accounting principles in the United States (“GAAP”). Primoris uses earnings before interest, income taxes, depreciation, and amortization (“EBITDA”), Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS as important supplemental measures of the Company’s operating performance. The Company believes these measures enable investors, analysts, and management to evaluate Primoris’ performance excluding the effects of certain items that management believes impact the comparability of operating results between reporting periods. In addition, management believes these measures are useful in comparing the Company’s operating results with those of its competitors. The non-GAAP measures presented in this press release are not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. In addition, Primoris’ method of calculating these measures may be different from methods used by other companies, and, accordingly, may not be comparable to similarly titled measures as calculated by other companies that do not use the same methodology as Primoris. Please see the accompanying tables to this press release for reconciliations of the following non‐GAAP financial measures for Primoris’ current and historical results: EBITDA, Adjusted EBITDA, Adjusted Net Income and Adjusted EPS.

About Primoris Primoris Services Corporation is a leading provider of critical infrastructure services to the utility, energy, and renewables markets throughout the United States and Canada. Built on a foundation of trust, we deliver a range of engineering, construction, and maintenance services that power, connect, and enhance society. On projects spanning utility-scale solar, renewables, power delivery, communications, and transportation infrastructure, we offer unmatched value to our clients, a safe and entrepreneurial culture to our employees, and innovation and excellence to our communities. To learn more, visit www.prim.com and follow us on social media at @PrimorisServicesCorporation.

Forward Looking Statements This press release contains certain forward-looking statements, including the Company’s outlook, that reflect, when made, the Company’s expectations or beliefs concerning future events that involve risks and uncertainties, including with regard to the Company’s future performance. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “anticipates”, “believes”, “could”, “estimates”, “expects”, “intends”, “may”, “plans”, “potential”, “predicts”, “projects”, “should”, “targets”, “will”, “would” or similar expressions. Forward-looking statements include information concerning the possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities, the effects of regulation and the economy, generally. Forward-looking statements involve known and unknown risks, uncertainties, and other factors, which may cause actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Actual results may differ materially as a result of a number of factors, including, among other things, customer timing, project duration, weather, and general economic conditions; changes in the mix of customers, projects, contracts and business; regional or national and/or general economic conditions and demand for the Company’s services; price, volatility, and expectations of future prices of oil, natural gas, and natural gas liquids; variations and changes in the margins of projects performed during any particular quarter; increases in the costs to perform services caused by changing conditions; the termination, or expiration of existing agreements or contracts; the budgetary spending patterns of customers; inflation and other increases in construction costs that the Company may be unable to pass through to customers; cost or schedule overruns on fixed-price contracts; availability of qualified labor for specific projects; changes in bonding requirements and bonding availability for existing and new agreements; the need and availability of letters of credit; increases in interest rates and slowing economic growth or recession; the instability in the banking system; costs incurred to support growth, whether organic or through acquisitions; the timing and volume of work under contract; losses experienced in the Company’s operations; the results of the review of prior period accounting on certain projects and the impact of adjustments to accounting estimates; developments in governmental investigations and/or inquiries; intense competition in the industries in which the Company operates; failure to obtain favorable results in existing or future litigation or regulatory proceedings, dispute resolution proceedings or claims, including claims for additional costs; failure of partners, suppliers or subcontractors to perform their obligations; cyber-security breaches; failure to maintain safe worksites; risks or uncertainties associated with events outside of the Company’s control, including conflicts in the Middle East and between Russia and Ukraine, severe weather conditions, public health crises and pandemics, political crises or other catastrophic events; client delays or defaults in making payments; the cost and availability of credit and restrictions imposed by credit facilities; failure to implement strategic and operational initiatives; risks or uncertainties associated with acquisitions, dispositions and investments; possible information technology interruptions, cybersecurity threats or inability to protect intellectual property; the Company’s failure, or the failure of the Company’s agents or partners, to comply with laws; the Company's ability to secure appropriate insurance; new or changing political conditions and legal requirements, including those relating to environmental, health and safety matters; the loss of one or a few clients that account for a significant portion of the Company's revenues; asset impairments; and risks arising from the inability to successfully integrate acquired businesses. In addition to information included in this press release, additional information about these and other risks can be found in Part I, Item 1A “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, and the Company’s other filings with the U.S. Securities and Exchange Commission (“SEC”). Such filings are available on the SEC’s website at www.sec.gov. Given these risks and uncertainties, you should not place undue reliance on forward-looking statements. Primoris does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

PRIMORIS SERVICES CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In Thousands, Except Per Share Amounts) (Unaudited)

Three Months Ended

Six Months Ended

June 30,

2024

2023

2024

2023

Revenue

1,563,715

1,413,377

2,976,422

2,670,273

Cost of revenue

1,377,005

1,256,113

2,656,336

2,413,276

Gross profit

186,710

157,264

320,086

256,997

Selling, general and administrative expenses

100,118

85,571

188,706

163,581

Transaction and related costs

522

898

1,072

3,593

Operating income

86,070

70,795

130,308

89,823

Other income (expense):

Foreign exchange gain, net

761

376

1,321

1,302

Other income (expense), net

713

(45

)

1,044

Interest expense, net

(17,133

)

(16,884

)

(35,125

)

(35,349

)

Income before provision for income taxes

69,779

55,000

96,459

56,820

Provision for income taxes

(20,236

)

(15,968

)

(27,973

)

(16,478

)

Net income

49,543

39,032

68,486

40,342

Dividends per common share

0.06

0.12

Earnings per share:

Basic

0.92

0.73

1.28

0.76

Diluted

0.91

0.72

1.26

0.75

Weighted average common shares outstanding:

Basic

53,640

53,301

53,565

53,243

Diluted

54,653

54,324

54,522

54,083

PRIMORIS SERVICES CORPORATION CONSOLIDATED BALANCE SHEETS (In Thousands) (Unaudited)

June 30,

December 31,

2024

2023

ASSETS

Current assets:

Cash and cash equivalents

207,363

217,778

Accounts receivable, net

888,267

685,439

Contract assets

873,008

846,176

Prepaid expenses and other current assets

122,583

135,840

Total current assets

2,091,221

1,885,233

Property and equipment, net

446,314

475,929

Operating lease assets

421,024

360,507

Intangible assets, net

217,283

227,561

Goodwill

857,650

Other long-term assets

16,396

20,547

Total assets

4,049,888

3,827,427

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

583,664

628,962

Contract liabilities

483,878

366,476

Accrued liabilities

324,732

263,492

Dividends payable

3,217

3,202

Current portion of long-term debt

89,270

72,903

Total current liabilities

1,484,761

1,335,035

Long-term debt, net of current portion

843,758

885,369

Noncurrent operating lease liabilities, net of current portion

308,114

263,454

Deferred tax liabilities

59,444

59,565

Other long-term liabilities

54,580

47,912

Total liabilities

2,750,657

2,591,335

Commitments and contingencies

Stockholders’ equity

Common stock

Additional paid-in capital

278,830

275,846

Retained earnings

1,023,075

961,028

Accumulated other comprehensive income

(2,680

)

(788

)

Total stockholders’ equity

1,299,231

1,236,092

Total liabilities and stockholders’ equity

4,049,888

3,827,427

PRIMORIS SERVICES CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands) (Unaudited)

Six Months Ended

June 30,

2024

2023

Cash flows from operating activities:

Net income

68,486

40,342

Adjustments to reconcile net income to net cash used in operating activities (net of effect of acquisitions):

Depreciation and amortization

50,274

54,754

Stock-based compensation expense

6,360

5,388

Gain on sale of property and equipment

(26,237

)

(14,735

)

Unrealized gain on interest rate swap

(231

)

(2,745

)

Other non-cash items

2,749

982

Changes in assets and liabilities:

Accounts receivable

(208,407

)

(154,016

)

Contract assets

(27,953

)

(170,479

)

Other current assets

(5,183

)

27,291

Other long-term assets

(2,240

)

(1,230

)

Accounts payable

(44,520

)

(21,959

)

Contract liabilities

117,410

136,202

Operating lease assets and liabilities, net

(4,788

)

2,354

Accrued liabilities

52,521

16,037

Other long-term liabilities

9,362

982

Net cash used in operating activities

(12,397

)

(80,832

)

Cash flows from investing activities:

Purchase of property and equipment

(34,637

)

(42,392

)

Proceeds from sale of assets

73,930

23,465

Cash paid for acquisitions, net of cash and restricted cash acquired

—

9,300

Net cash provided by (used in) investing activities

39,293

(9,627

)

Cash flows from financing activities:

Borrowings under revolving lines of credit

—

390,000

Payments on revolving lines of credit

—

(370,000

)

Payments on long-term debt

(26,148

)

(51,234

)

Payments related to tax withholding for stock-based compensation

(4,772

)

(1,391

)

Dividends paid

(6,424

)

(6,383

)

Other

(1,760

)

(2,106

)

Net cash used in financing activities

(39,104

)

(41,114

)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

1,654

946

Net change in cash, cash equivalents and restricted cash

(10,554

)

(130,627

)

Cash, cash equivalents and restricted cash at beginning of the period

223,542

258,991

Cash, cash equivalents and restricted cash at end of the period

212,988

128,364

Non-GAAP Measures

Schedule 1 Primoris Services Corporation Reconciliation of Non-GAAP Financial Measures Adjusted Net Income and Adjusted EPS (In Thousands, Except Per Share Amounts) (Unaudited)

Adjusted Net Income and Adjusted EPS

Primoris defines Adjusted Net Income as net income (loss) adjusted for certain items including, (i) non‐cash stock‐based compensation expense; (ii) transaction/integration and related costs; (iii) asset impairment charges; (iv) changes in fair value of the Company’s interest rate swap; (v) change in fair value of contingent consideration liabilities; (vi) amortization of intangible assets; (vii) amortization of debt discounts and debt issuance costs; (viii) losses on extinguishment of debt; (ix) severance and restructuring changes; (x) selected (gains) charges that are unusual or non-recurring; and (xi) impact of changes in statutory tax rates. The Company defines Adjusted EPS as Adjusted Net Income divided by the diluted weighted average shares outstanding. Management believes these adjustments are helpful for comparing the Company’s operating performance with prior periods. Because Adjusted Net Income and Adjusted EPS, as defined, exclude some, but not all, items that affect net income and diluted earnings per share, they may not be comparable to similarly titled measures of other companies. The most comparable GAAP financial measures, net income and diluted earnings per share, and information reconciling the GAAP and non‐GAAP financial measures, are included in the table below.

Three Months Ended June 30,

Six Months Ended June 30,

2024

2023

2024

2023

Net income as reported (GAAP)

49,543

39,032

68,486

40,342

Non-cash stock-based compensation

3,954

3,009

6,360

5,388

Transaction/integration and related costs

522

898

1,072

3,593

Amortization of intangible assets

5,086

5,363

10,278

11,437

Amortization of debt issuance costs

600

491

1,200

982

Unrealized loss (gain) on interest rate swap

431

(3,213

)

(231

)

(2,745

)

Change in fair value of contingent consideration

—

(449

)

—

(694

)

Impairment of fixed assets

—

1,549

—

Income tax impact of adjustments

(3,072

)

(1,769

)

(5,866

)

(5,209

)

Adjusted net income

57,064

43,362

82,848

53,094

Weighted average shares (diluted)

54,653

54,324

54,522

54,083

Diluted earnings per share

0.91

0.72

1.26

0.75

Adjusted diluted earnings per share

1.04

0.80

1.52

0.98

Schedule 2 Primoris Services Corporation Reconciliation of Non-GAAP Financial Measures EBITDA and Adjusted EBITDA (In Thousands) (Unaudited)

EBITDA and Adjusted EBITDA

Primoris defines EBITDA as net income (loss) before interest, income taxes, depreciation, and amortization. Adjusted EBITDA is defined as EBITDA adjusted for certain items including, (i) non‐cash stock‐based compensation expense; (ii) transaction/integration and related costs; (iii) asset impairment charges; (iv) severance and restructuring changes; (v) change in fair value of contingent consideration liabilities; and (vi) selected (gains) charges that are unusual or non-recurring. The Company believes the EBITDA and Adjusted EBITDA financial measures assist in providing a more complete understanding of the Company’s underlying operational measures to manage its business, to evaluate its performance compared to prior periods and the marketplace, and to establish operational goals. EBITDA and Adjusted EBITDA are non‐GAAP financial measures and should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. These non‐GAAP financial measures may not be computed in the same manner as similarly titled measures used by other companies. The most comparable GAAP financial measure, net income, and information reconciling the GAAP and non‐GAAP financial measures are included in the table below.

Three Months Ended June 30,

Six Months Ended June 30,

2024

2023

2024

2023

Net income as reported (GAAP)

49,543

39,032

68,486

40,342

Interest expense, net

17,133

16,884

35,125

35,349

Provision for income taxes

20,236

15,968

27,973

16,478

Depreciation and amortization

25,693

27,021

50,274

54,754

EBITDA

112,605

98,905

181,858

146,923

Non-cash stock-based compensation

3,954

3,009

6,360

5,388

Transaction/integration and related costs

522

898

1,072

3,593

Change in fair value of contingent consideration

—

(449

)

—

(694

)

Impairment of fixed assets

—

1,549

—

Adjusted EBITDA

117,081

102,363

190,839

155,210

Schedule 3 Primoris Services Corporation Reconciliation of Non-GAAP Financial Measures Forecasted Adjusted Net Income and Adjusted Diluted Earnings Per Share for Full Year 2024 (In Thousands, Except Per Share Amounts) (Unaudited)

The following table sets forth a reconciliation of the forecasted GAAP net income to Adjusted Net Income and EPS to Adjusted EPS for the year ending December 31, 2024.

Estimated Range

Full Year Ending

December 31, 2024

Net income as defined (GAAP)

148,500

159,500

Non-cash stock-based compensation

15,500

Transaction/integration and related costs

3,000

Amortization of intangible assets

19,500

Amortization of debt issuance costs

2,500

Impairment of fixed assets

1,500

Income tax impact of adjustments (1)

(12,000

)

(12,000

)

Adjusted net income

178,500

189,500

Weighted average shares (diluted)

55,000

Diluted earnings per share

2.70

2.90

Adjusted diluted earnings per share

3.25

3.45

(1)

Adjustments above are reported on a pre-tax basis before the income tax impact of adjustments. The income tax impact for each adjustment is determined by calculating the tax impact of the adjustment on the Company's quarterly and annual effective tax rate, as applicable, unless the nature of the item and/or the tax jurisdiction in which the item has been recorded requires application of a specific tax rate or tax treatment, in which case the tax effect of such item is estimated by applying such specific tax rate or tax treatment.

Schedule 4 Primoris Services Corporation Reconciliation of Non-GAAP Financial Measures Forecasted EBITDA and Adjusted EBITDA for Full Year 2024 (In Thousands, Except Per Share Amounts) (Unaudited)

The following table sets forth a reconciliation of the forecasted GAAP net income to EBITDA and Adjusted EBITDA for the year ending December 31, 2024.

Estimated Range

Full Year Ending

December 31, 2024

Net income as defined (GAAP)

148,500

159,500

Interest expense, net

71,000

74,000

Provision for income taxes

60,500

66,500