Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jan. 31, 2023 | Apr. 11, 2023 | Jul. 29, 2022 | |
Document And Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Jan. 31, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-31756 | ||
Entity Registrant Name | ARGAN INC | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 13-1947195 | ||
Entity Address, Address Line One | One Church Street, Suite 201 | ||
Entity Address, City or Town | Rockville | ||
Entity Address, State or Province | MD | ||
Entity Address, Postal Zip Code | 20850 | ||
City Area Code | 301 | ||
Local Phone Number | 315-0027 | ||
Title of 12(b) Security | Common Stock, $0.15 par value | ||
Trading Symbol | AGX | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Icfr Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 303,182,532 | ||
Entity Common Stock, Shares Outstanding | 13,395,835 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Firm ID | 248 | ||
Auditor Location | Arlington, Virginia | ||
Entity Central Index Key | 0000100591 | ||
Document Fiscal Year Focus | 2023 | ||
Current Fiscal Year End Date | --01-31 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF EARN
CONSOLIDATED STATEMENTS OF EARNINGS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
CONSOLIDATED STATEMENTS OF EARNINGS | |||
REVENUES | $ 455,040 | $ 509,370 | $ 392,206 |
Cost of revenues | 368,679 | 409,638 | 330,139 |
GROSS PROFIT | 86,361 | 99,732 | 62,067 |
Selling, general and administrative expenses | 44,692 | 47,321 | 39,041 |
Impairment loss | 7,901 | ||
INCOME FROM OPERATIONS | 41,669 | 44,510 | 23,026 |
Other income, net | 4,331 | 2,552 | 1,859 |
INCOME BEFORE INCOME TAXES | 46,000 | 47,062 | 24,885 |
Income tax expense | 11,296 | 11,356 | 1,074 |
NET INCOME | 34,704 | 35,706 | 23,811 |
Net income (loss) attributable to non-controlling interest | 1,606 | (2,538) | (40) |
NET INCOME ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN, INC. | 33,098 | 38,244 | 23,851 |
Foreign currency translation adjustments | (425) | (1,370) | 35 |
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN, INC. | $ 32,673 | $ 36,874 | $ 23,886 |
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN, INC. | |||
Basic (in Dollars per share) | $ 2.35 | $ 2.43 | $ 1.52 |
Diluted (in dollars per share) | $ 2.33 | $ 2.40 | $ 1.51 |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING | |||
Basic | 14,083 | 15,715 | 15,668 |
Diluted | 14,176 | 15,913 | 15,825 |
CASH DIVIDENDS PER SHARE | $ 1 | $ 1 | $ 3 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jan. 31, 2023 | Jan. 31, 2022 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 173,947 | $ 350,472 |
Short-term investments | 151,511 | 90,026 |
Accounts receivable, net | 50,132 | 26,978 |
Contract assets | 24,778 | 4,904 |
Other current assets | 38,334 | 34,904 |
TOTAL CURRENT ASSETS | 438,702 | 507,284 |
Property, plant and equipment, net | 10,430 | 10,460 |
Goodwill | 28,033 | 28,033 |
Other purchased intangible assets, net | 2,609 | 3,322 |
Deferred taxes, net | 3,689 | 457 |
Right-of-use and other assets | 6,024 | 4,029 |
TOTAL ASSETS | 489,487 | 553,585 |
CURRENT LIABILITIES | ||
Accounts payable | 56,375 | 41,822 |
Accrued expenses | 49,867 | 53,315 |
Contract liabilities | 96,261 | 127,890 |
TOTAL CURRENT LIABILITIES | 202,503 | 223,027 |
Noncurrent liabilities | 6,087 | 4,963 |
TOTAL LIABILITIES | 208,590 | 227,990 |
COMMITMENTS AND CONTINGENCIES (see Notes 10 and 11) | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, par value $0.10 per share - 500,000 shares authorized; no shares issued and outstanding | ||
Common stock, par value $0.15 per share - 30,000,000 shares authorized; 15,828,289 and 15,788,673 shares issued at January 31, 2023 and 2022, respectively; 13,441,590 and 15,257,688 shares outstanding at January 31, 2023 and 2022, respectively | 2,374 | 2,368 |
Additional paid-in capital | 162,208 | 158,190 |
Retained earnings | 207,832 | 188,690 |
Less treasury stock, at cost - 2,386,699 and 530,985 shares at January 31, 2023 and 2022, respectively | (88,641) | (20,405) |
Accumulated other comprehensive loss | (2,876) | (2,451) |
TOTAL STOCKHOLDERS' EQUITY | 280,897 | 326,392 |
Non-controlling interest | (797) | |
TOTAL EQUITY | 280,897 | 325,595 |
TOTAL LIABILITIES AND EQUITY | $ 489,487 | $ 553,585 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jan. 31, 2023 | Jan. 31, 2022 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.15 | $ 0.15 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 15,828,289 | 15,788,673 |
Common stock, shares outstanding | 13,441,590 | 15,257,688 |
Treasury stock, shares | 2,386,699 | 530,985 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Loss | Non-controlling Interests | Total |
Balances at Jan. 31, 2020 | $ 2,346 | $ 148,746 | $ 189,306 | $ (33) | $ (1,116) | $ 1,781 | $ 341,030 |
Balances (in shares) at Jan. 31, 2020 | 15,634,969 | ||||||
Net income | 23,851 | (40) | 23,811 | ||||
Foreign currency translation loss | 35 | 35 | |||||
Stock compensation expense | 2,938 | 2,938 | |||||
Stock option exercises and other share-based award settlements | $ 10 | 1,631 | $ 1,641 | ||||
Stock option exercises and other share-based award settlements (in shares) | 68,000 | 68,000 | |||||
Cash dividends | (47,047) | $ (47,047) | |||||
Balances at Jan. 31, 2021 | $ 2,356 | 153,315 | 166,110 | (33) | (1,081) | 1,741 | 322,408 |
Balances (in shares) at Jan. 31, 2021 | 15,702,969 | ||||||
Net income | 38,244 | (2,538) | 35,706 | ||||
Foreign currency translation loss | (1,370) | (1,370) | |||||
Stock compensation expense | 3,459 | 3,459 | |||||
Stock option exercises and other share-based award settlements | $ 12 | 1,416 | $ 1,428 | ||||
Stock option exercises and other share-based award settlements (in shares) | 82,471 | 42,000 | |||||
Common stock repurchases | (20,372) | $ (20,372) | |||||
Common stock repurchases (in shares) | (527,752) | (527,752) | |||||
Cash dividends | (15,664) | $ (15,664) | |||||
Balances at Jan. 31, 2022 | $ 2,368 | 158,190 | 188,690 | (20,405) | (2,451) | (797) | 325,595 |
Balances (in shares) at Jan. 31, 2022 | 15,257,688 | ||||||
Net income | 33,098 | 1,606 | 34,704 | ||||
Foreign currency translation loss | (425) | (425) | |||||
Stock compensation expense | 3,958 | 3,958 | |||||
Stock option exercises and other share-based award settlements | $ 6 | 60 | $ 66 | ||||
Stock option exercises and other share-based award settlements (in shares) | 39,616 | 2,000 | |||||
Common stock repurchases | (68,236) | $ (68,236) | |||||
Common stock repurchases (in shares) | (1,855,714) | (1,855,714) | |||||
Cash dividends | (13,956) | $ (13,956) | |||||
Distribution to non-controlling interest | (677) | (677) | |||||
Deconsolidation of VIEs | $ (132) | (132) | |||||
Balances at Jan. 31, 2023 | $ 2,374 | $ 162,208 | $ 207,832 | $ (88,641) | $ (2,876) | $ 280,897 | |
Balances (in shares) at Jan. 31, 2023 | 13,441,590 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | $ 34,704 | $ 35,706 | $ 23,811 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities | |||
Stock compensation expense | 3,958 | 3,459 | 2,938 |
Depreciation | 2,983 | 3,367 | 3,715 |
Deferred income tax (benefit) expense | (3,232) | (208) | 7,645 |
Lease expense | 2,554 | 3,391 | 1,820 |
Changes in accrued interest on short-term investments | (1,735) | 29 | 444 |
Equity in (income) loss of solar energy investments | (1,113) | 466 | |
Amortization of purchased intangible assets | 732 | 870 | 904 |
Provisions for credit losses | 92 | 2,381 | 16 |
Impairment loss | 7,901 | ||
Other | 7 | (71) | 181 |
Changes in operating assets and liabilities | |||
Accounts receivable | (23,246) | (480) | 8,463 |
Contract assets | (19,874) | 21,741 | 6,744 |
Other assets | (3,346) | (241) | (11,467) |
Accounts payable and accrued expenses | 9,084 | (5,742) | 31,442 |
Contract liabilities | (31,629) | (44,154) | 99,357 |
Net cash (used in) provided by operating activities | (30,061) | 28,415 | 176,013 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of short-term investments | (249,750) | (90,000) | (100,000) |
Maturities of short-term investments | 190,000 | 90,000 | 170,000 |
Purchases of property, plant and equipment | (3,372) | (1,422) | (1,697) |
Investments in solar energy projects | (5,016) | (1,333) | |
Acquisition of Lee Telecom, Inc. | (600) | ||
Net cash (used in) provided by investing activities | (63,122) | (7,038) | 66,970 |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Common stock repurchases | (68,236) | (20,372) | |
Payments of cash dividends | (13,956) | (15,664) | (47,047) |
Distribution to non-controlling interest | (677) | ||
Proceeds from the exercise of stock options | 66 | 1,428 | 1,641 |
Net cash used in financing activities | (82,803) | (34,608) | (45,406) |
EFFECTS OF EXCHANGE RATE CHANGES ON CASH | (539) | (2,968) | 1,731 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (176,525) | (16,199) | 199,308 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 350,472 | 366,671 | 167,363 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | $ 173,947 | $ 350,472 | $ 366,671 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 12 Months Ended |
Jan. 31, 2023 | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | NOTE 1 – DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION Description of the Business Argan, Inc. (“Argan”) conducts operations through its wholly owned subsidiaries, Gemma Power Systems, LLC and affiliates (“GPS”); The Roberts Company, Inc. (“TRC”); Atlantic Projects Company Limited and affiliates (“APC”) and Southern Maryland Cable, Inc. (“SMC”). Argan and these consolidated subsidiaries are hereinafter collectively referred to as the “Company.” Through GPS and APC, the Company provides a full range of engineering, procurement, construction, commissioning, maintenance, project development and technical consulting services to the power generation market, including the renewable energy sector. The wide range of customers includes primarily independent power producers, public utilities, power plant equipment suppliers and other commercial firms with significant power requirements with projects located in the United States (the “U.S.”), the Republic of Ireland (“Ireland”) and the United Kingdom (the “U.K.”). GPS and APC represent the Company’s power industry services reportable segment. Through TRC, the industrial fabrication and field services reportable segment provides primarily on-site services that support new plant construction and additions, maintenance turnarounds, shutdowns and emergency mobilizations for industrial operations primarily located in the Southeast region of the U.S. and that may include the fabrication, delivery and installation of steel components such as piping systems and pressure vessels. Through SMC, which conducts business as SMC Infrastructure Solutions, the telecommunications infrastructure services segment provides project management, construction, installation and maintenance services to commercial, local government and federal government customers primarily in the Mid-Atlantic region of the U.S. Basis of Presentation and Significant Accounting Policies The Company’s fiscal year ends on January 31 of each year. The consolidated financial statements include the accounts of Argan, its wholly owned subsidiaries, and its controlled variable interest entity (“VIE”) prior to its deconsolidation in the fourth quarter of the year ended January 31, 2023 (see Note 3). All significant inter-company balances and transactions have been eliminated in consolidation. In Note 17, the Company has provided certain financial information relating to the operating results and assets of its reportable segments based on the manner in which management disaggregates the Company’s financial reporting for purposes of making internal operating decisions. Use of Estimates Property, Plant and Equipment five Goodwill The Company identifies a potential impairment loss by comparing the fair value of a reporting unit with the reporting unit’s carrying amount, including goodwill. In the quantitative approach, the fair value of the reporting unit is estimated using various market-based and income-based valuation techniques as applicable in the particular circumstances. If the fair value of the reporting unit exceeds the related carrying amount, goodwill of the reporting unit is not deemed to be impaired. If the carrying amount of the reporting unit exceeds its fair value, a goodwill impairment loss is recorded in an amount equal to the excess of the unit’s carrying value over its fair value, not to exceed the amount of goodwill allocated to the reporting unit. An alternative method allows the Company to first assess qualitative factors to decide whether it is necessary to perform the quantitative goodwill impairment test. It is not required to calculate the fair value of a reporting unit unless management concludes, based on a qualitative assessment, that it is more likely than not that its fair value may be less than the corresponding carrying amount. The professional guidance for this evaluation identifies the types of factors which the Company should consider in conducting the qualitative assessment including macroeconomic, industry, market and entity-specific factors. Long-Lived Assets Revenue Recognition 1. Identify the contract, 2. Identify the performance obligations of the contract, 3. Determine the transaction price of the contract, 4. Allocate the transaction price to the performance obligations, and 5. Recognize revenue. The Company focuses on the transfer of the contractor’s control of the goods and/or services to the customer, as opposed to the transfer of risk and rewards. Major provisions of the current guidance cover the determination of which goods and services are distinct and represent separate performance obligations, the appropriate treatments for variable consideration, and the evaluation of whether revenues should be recognized at a point in time or over time. When a performance obligation is satisfied over time, the related revenues are recognized over time. The Company’s revenues are recognized primarily under various types of long-term construction contracts, including those for which revenues are based on either a fixed-price or a time-and-materials basis, and primarily over time as performance obligations are satisfied due to the continuous transfer of control to the project owner or other customer. Revenues from fixed-price contracts, including portions of estimated gross profit, are recognized as services are provided, based on costs incurred and estimated total contract costs using the cost-to-cost approach. If, at any time, the estimate of contract profitability indicates an anticipated loss on a contract, the Company will recognize the total loss in the reporting period in which it is identified and the loss amount becomes estimable. Revenues from time-and-materials contracts are recognized when the related services are provided to the customer. Predominantly all of the Company’s fixed-price contracts are considered to have a single performance obligation. Although multiple promises to transfer individual goods or services may exist, they are not typically distinct within the context of such contracts because contract promises included therein are interrelated or the contracts require the Company to perform critical integration so that the customer receives a completed project. Warranties provided under the Company’s contracts with customers are assurance-type primarily and are recorded as the corresponding contract work is performed. The transaction price for a customer contract represents the value of the contract awarded to the Company that is used to determine the amount of revenues recognized as of the balance sheet date. It may reflect amounts of variable consideration which could be either increases or decreases to the transaction price. These adjustments can be made from time-to-time during the period of contract performance as circumstances evolve related to such items as changes in the scope and price of contracts, claims, incentives and liquidated damages. The Company’s timing of revenues recognition may not be consistent with its rights to bill and collect cash from project owners and other customers. Most contracts require payments as the corresponding work progresses that are determined in the manner described therein. Those rights are generally dependent upon advance billing terms, milestone billings based on the completion of certain phases of work or when services are performed. On most of our large contracts, milestone billings that occur early in the corresponding contract terms typically are made in advance of certain significant and related costs being incurred. This results in typically larger contract liability balances early in contract lives that decline over the terms of the corresponding contracts. During the fiscal year ended January 31, 2023, there were no unusual or one-time adjustments to contract liabilities. The balances of the Company’s accounts receivable represent amounts billed to customers that have yet to be collected and represent an unconditional right to cash from its customers. Contract assets include amounts that represent the rights to receive payment for goods or services that have been transferred to the customer, with the rights conditional upon something other than the passage of time. Contract liabilities include amounts that reflect obligations to provide goods or services for which payment has been received. The amounts of revenues recognized during the years ended January 31, 2023 (“Fiscal 2023”) and 2022 (“Fiscal 2022”) that were included in the balances of contract liabilities as of January 31, 2022 and 2021, were approximately $131.0 million and $67.4 million, respectively. Contract retentions are billed amounts which, pursuant to the terms of the applicable contract, are not paid by customers until a defined phase of a contract or project has been completed and accepted. These retained amounts are reflected in contract assets or contract liabilities depending on the net contract position of the particular contract. Retention amounts and the length of retention periods may vary. Retainage amounts related to active contracts are considered current regardless of the term of the applicable contract; such amounts are generally collected by the completion of the applicable contract. The amounts retained by project owners and other customers under construction contracts at January 31, 2023, and 2022 were $49.1 million and $40.4 million, respectively. Income Taxes The Company accounts for uncertain tax positions in accordance with current accounting guidance which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on the income tax returns of the Company. Management evaluates and the Company records the effect of any uncertain tax position based on the amount that management deems is more likely than not (i.e., greater than a 50% probability) to be sustained upon examination and ultimate settlement with the tax authorities in the applicable tax jurisdiction. Interest incurred related to overdue income taxes is included in income tax expense; franchise taxes and income tax penalties are included in selling, general and administrative expenses. Share-Based Payments corresponding restrictions. Forfeitures are recognized when they occur. Share-based compensation expense is included in selling, general and administrative expenses. For each exercise of a stock option or each vesting of a restricted stock unit, the Company determines whether the difference between the deduction for income tax reporting purposes created at that time and the related compensation expense previously recorded for financial reporting purposes results in either an excess income tax benefit or an income tax deficiency which is recognized, accordingly, as income tax benefit or expense in the corresponding consolidated statement of earnings. Fair Values The fair value amounts of reporting units (as needed for purposes of identifying goodwill impairment losses) are determined by averaging valuations that are calculated using market-based and income-based approaches deemed appropriate in the circumstances. Foreign Currency Translation |
RECENTLY ISSUED ACCOUNTING PRON
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Jan. 31, 2023 | |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | NOTE 2 – RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS There are no recently issued accounting pronouncements that have not yet been adopted that the Company considers material to its consolidated financial statements. |
VARIABLE INTEREST ENTITY
VARIABLE INTEREST ENTITY | 12 Months Ended |
Jan. 31, 2023 | |
VARIABLE INTEREST ENTITY | |
VARIABLE INTEREST ENTITY | NOTE 3 – VARIABLE INTEREST ENTITY In January 2018, the Company was deemed to be the primary beneficiary of the VIE that was performing the project development activities related to the planned construction of a new natural gas-fired power plant. Consideration for the Company’s engineering and financial support provided to the project included the right to build the power plant pursuant to a turnkey engineering, procurement and construction (“EPC”) services contract that was negotiated and announced. In the fourth quarter of Fiscal 2023, the Company was deemed to no longer be the primary beneficiary of the VIE, and accordingly the VIE was deconsolidated. Prior to deconsolidation, the account balances of the VIE had been included in the Company’s consolidated financial statements, including capitalized development costs that were included in property, plant and equipment. GPS had provided financing for development efforts pursuant to loans made to the VIE. The project owner was unable to obtain the necessary equity financing for the project, and GPS ceased providing project development funding. During the fourth quarter of Fiscal 2022, the Company recorded an impairment loss related to the capitalized development costs of this project in the amount of $7.9 million, of which $2.5 million was attributed to the non-controlling interest. In March 2022, the project owner publicly announced the cancellation of this power plant project. |
REVENUES FROM CONTRACTS WITH CU
REVENUES FROM CONTRACTS WITH CUSTOMERS | 12 Months Ended |
Jan. 31, 2023 | |
REVENUES FROM CONTRACTS WITH CUSTOMERS | |
REVENUES FROM CONTRACTS WITH CUSTOMERS | NOTE 4 – REVENUES FROM CONTRACTS WITH CUSTOMERS Variable Consideration Amounts for contract variations for which the Company has project-owner directive for additional work or other scope change, but not for the price associated with the corresponding additional effort, are included in the transaction price when it is considered probable that the applicable costs will be recovered through a modification to the contract price. The effects of any revision to a transaction price can be determined at any time and they could be material. The Company includes in the corresponding transaction price an estimate of the amount that it expects to receive from a claim based on management’s judgement regarding all reasonably available information. Once a final amount has been determined, the transaction price may be revised again to reflect the final resolution. At January 31, 2023 and 2022, the aggregate amounts of such contract variations included in the transaction prices that were still pending customer acceptance were $11.6 million and $7.5 million, respectively. Variations related to the Company’s contracts typically represent modifications to the existing contracts and performance obligations and do not represent new performance obligations. Actual costs related to any changes in the scope of the corresponding contract are expensed as they are incurred. Changes to total estimated contract costs and losses, if any, are reflected in operating results for the period in which they are determined. The Company’s long-term contracts typically have schedule dates and other performance objectives that if not achieved could subject the Company to liquidated damages. These contract requirements generally relate to specified activities that must be completed by an established date or by the achievement of a specified level of output or efficiency. Each applicable contract defines the conditions under which a project owner may be entitled to any liquidated damages. At the outset of each of the Company’s contracts, the potential amounts of liquidated damages typically are not subtracted from the transaction price as the Company believes that it has included activities in its contract plan, and the associated forecasted contract costs, that will be effective in preventing such damages. Of course, circumstances may change as the Company executes the corresponding contract. The transaction price is reduced by an applicable amount when the Company no longer considers it probable that a future reversal of revenues will not occur when the matter is resolved. The Company considers potential liquidated damages, the costs of other related items and potential mitigating factors in determining the adequacy of its regularly updated estimates of the amounts of gross profit expected to be earned on active projects. In other cases, the Company may have the grounds to assert liquidated damages against subcontractors, suppliers, project owners or other parties related to a project. Such circumstances may arise when the Company’s activities and progress are adversely affected by delayed or damaged materials, challenges with equipment performance or other events out of the Company’s control where the Company has rights to recourse, typically in the form of liquidated damages. In general, the Company does not adjust the corresponding contract accounting until it is probable that the favorable cost relief will be realized. Such adjustments have been and could be material. The Company records adjustments to revenues and profits on contracts, including those associated with contract variations and estimated cost changes, using a cumulative catch-up method. Under this method, the impact of an adjustment to the amount of revenues recognized to date is recorded in the period that the adjustment is identified. Estimated variable consideration amounts are determined by the Company based primarily on the single most likely amount in the range of possible consideration amounts. Revenues and profits in future periods of contract performance are recognized using the adjusted amounts of transaction price and estimated contract costs. Remaining Unsatisfied Performance Obligations (“RUPO”) Substantially all of the Company’s customer contracts include the right for customers to terminate contracts for convenience. Current accounting guidance indicates that the value of future work that companies are contractually obligated to perform pursuant to active customer contracts should not be included in the disclosure of RUPO when the corresponding contracts include termination for convenience clauses without substantial penalties accruing to the customers upon such terminations. In the application of this guidance, management assesses whether the nature of the work being performed under contract is largely service-based and repetitive and should be considered a succession of one-month contracts for the duration of the identified term of the contract. Predominantly, the Company’s customers contract with the Company to construct assets, to fabricate materials or to perform emergency maintenance or outage services where management believes a substantial penalty or cost would be incurred upon a termination for convenience. Management believes that in substantially all cases, there would be substantial costs incurred by a customer if it terminated a contract with the Company for convenience including the costs of terminating subcontracts, canceling purchase orders and returning or otherwise disposing of delivered materials and equipment. The value of RUPO on customer contracts represents an amount based on contracts or orders received from customers that the Company believes are firm and where the parties are acting in accordance with their respective obligations. RUPO may differ from disclosed amounts of project backlog. As project backlog includes amounts of revenues that the Company expects to recognize in the future under its EPC and other construction services contracts, RUPO represents the unrecognized revenue value of these types of active contracts with customers as determined under the revenue recognition rules of U.S. GAAP. The Company believes that its reported RUPO amount as of January 31, 2023 related to current contracts is firm. The cancellation or termination of contracts for the convenience of customers has not had a material adverse effect on our consolidated financial statements. At January 31, 2023, the Company had RUPO of $0.8 billion. The largest portion of RUPO at any date usually relates to EPC services and other construction contracts with typical performance durations of one to three years. However, the length of certain significant construction projects may exceed three years. The Company estimates that approximately 54% of the RUPO amount at January 31, 2023 will be included in the amount of consolidated revenues that will be recognized during the year ending January 31, 2024 (“Fiscal 2024”). Most of the remaining amount of the RUPO amount at January 31, 2023 is expected to be recognized in revenues during the fiscal years ending January 31, 2025 (“Fiscal 2025”) and 2026 (“Fiscal 2026”). It is important to note that estimates may be changed in the future and that cancellations, deferrals or scope adjustments may occur related to work included in the amount of RUPO at January 31, 2023. Accordingly, RUPO may be adjusted to reflect project delays and cancellations, revisions to project scope and cost and foreign currency exchange fluctuations, or to revise estimates, as effects become known. Such adjustments to RUPO may materially reduce future revenues below Company estimates. Disaggregation of Revenues The following table presents consolidated revenues for Fiscal 2023, Fiscal 2022 and Fiscal 2021, disaggregated by the geographic area where the corresponding projects were located: 2023 2022 2021 United States $ 328,850 $ 456,211 $ 340,615 Republic of Ireland 68,242 35,044 13,638 United Kingdom 57,948 17,521 37,836 Other — 594 117 Consolidated Revenues $ 455,040 $ 509,370 $ 392,206 Revenues for projects located in Ireland and the U.K. are attributed to the power industry services segment. The major portions of the Company’s consolidated revenues are recognized pursuant to fixed-price contracts with most of the remaining portions earned pursuant to time-and-material contracts. Consolidated revenues are disaggregated by reportable segment in Note 17 to the consolidated financial statements. |
CASH, CASH EQUIVALENTS AND SHOR
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | 12 Months Ended |
Jan. 31, 2023 | |
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | |
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | NOTE 5 – CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS At January 31, 2023 and 2022, certain amounts of cash equivalents were invested in money market funds with net assets invested in high-quality money market instruments. Such investments include U.S. Treasury obligations; obligations of U.S. government agencies, authorities, instrumentalities or sponsored enterprises; and repurchase agreements secured by U.S. government obligations. The Company considers all liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. Short-term investments as of January 31, 2023 and 2022 consisted solely of certificates of deposit purchased from Bank of America (the “Bank”) with weighted average initial maturities of less than one year (the “CDs”). The Company has the intent and ability to hold the CDs until they mature, and they are carried at cost plus accrued interest. At January 31, 2023 and 2022, the weighted average annual interest rates of the outstanding CDs were 2.5% and 0.1%, respectively. Dividend income related to our money market investments and interest income on CDs is recorded when earned. Together, the amounts represent the major portions of the net amount of other income except in Fiscal 2022 where other income recorded by APC related to COVID-19 and research and development cost reimbursement payments received from the Irish and U.K. governments totaled approximately $2.8 million. The Company has a substantial portion of its cash on deposit in the U.S. with the Bank. The Company also maintains certain Euro-based bank accounts in Ireland and certain pound sterling-based bank accounts in the U.K. in support of the operations of APC. Management does not believe that the combined amount of the CDs and the cash deposited with the Bank and cash balances maintained at financial institutions in Ireland and the U.K., in excess of government-insured levels, represent material risks. |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended |
Jan. 31, 2023 | |
ACCOUNTS RECEIVABLE | |
ACCOUNTS RECEIVABLE | NOTE 6 – ACCOUNTS RECEIVABLE The Company generally extends credit to a customer based on an evaluation of the customer’s financial condition without requiring tangible collateral. Typically, invoices presented to domestic owners of EPC projects are paid within the same month as the billing. Customer payments on other construction, fabrication and field service contracts are generally due within 30 to 60 days of billing, depending on the negotiated terms of the corresponding contract. Exposure to losses on accounts and notes receivable is expected to differ due to the varying financial condition of each customer. The Company monitors its exposure to credit losses and may establish an allowance for credit losses based on management’s estimate of the loss that is expected to occur over the remaining life of the particular financial asset. For Fiscal 2022, the amount of the provision for credit losses expected by management was $2.4 million. The amounts of the provision for credit losses for Fiscal 2023 and Fiscal 2021 were insignificant. The amounts of the allowance for credit losses as of January 31, 2023 and 2022, were $1.9 million and $2.4 million, respectively. |
PURCHASED INTANGIBLE ASSETS
PURCHASED INTANGIBLE ASSETS | 12 Months Ended |
Jan. 31, 2023 | |
PURCHASED INTANGIBLE ASSETS | |
PURCHASED INTANGIBLE ASSETS | NOTE 7 – PURCHASED INTANGIBLE ASSETS The Company used a qualitative approach to assess the goodwill of the GPS reporting unit, which is included in the power industry services segment, as of November 1, 2022 and 2021. At each date, the Company concluded that it was more likely than not that the fair value of the reporting unit exceeded the corresponding carrying value by a substantial margin. Therefore, completion of the quantitative impairment assessment was considered to be unnecessary in each case. Similarly, the Company used a qualitative approach to assess the goodwill of the TRC reporting unit, which represents the industrial fabrication and field services segment, as of November 1, 2022 and concluded that it was more likely than not that the fair value of the reporting unit exceeded the corresponding carrying value by a substantial margin. Therefore, the completion of the quantitative impairment assessment was considered to be unnecessary. The Company performed a goodwill impairment assessment for the reporting unit as of November 1, 2021 with the assistance of a professional business valuation firm. It was determined that the fair value exceeded the corresponding carrying value at the assessment date; accordingly, there was no impairment loss recorded as of that date. During Fiscal 2022, the Company completed the acquisition of Lee Telecom, Inc. (“LTI”), which is located in Hampton, Virginia. The results of operations of LTI are included in the Company’s telecommunications infrastructure services segment. The acquisition represented a purchase of the assets of LTI, for which the Company paid $0.6 million cash, including customer contracts and goodwill. The changes in the balances of the Company’s goodwill by reportable segment for Fiscal 2023 and Fiscal 2022 were as follows: Power Industrial Telecom Services Services Services Totals Goodwill as of February 1, 2021 $ 18,476 $ 9,467 $ — $ 27,943 Impairment losses — — — — Acquisition of LTI — — 90 90 Goodwill as of January 31, 2022 18,476 9,467 90 28,033 Impairment losses — — — — Goodwill as of January 31, 2023 $ 18,476 $ 9,467 $ 90 $ 28,033 Balances, January 31, 2023: Goodwill $ 22,525 $ 14,365 $ 90 $ 36,980 Accumulated impairment losses (4,049) (4,898) — (8,947) Goodwill as of January 31, 2023 $ 18,476 $ 9,467 $ 90 $ 28,033 As of January 31, 2023, the accumulated impairment losses for the power industry services segment relate solely to the APC reporting unit. For income tax reporting purposes, goodwill related to acquisitions in the approximate amount of $16.5 million is being amortized on a straight-line basis over periods of 15 years. The other amounts of the Company’s goodwill are not amortizable for income tax reporting purposes. Purchased intangible assets, other than goodwill, consisted of the following elements as of January 31, 2023 and 2022: January 31, 2023 January 31, 2022 Estimated Gross Accumulated Net Gross Accumulated Net Useful Life Amounts Amortization Amounts Amounts Amortization Amounts Trade names 15 years $ 4,499 $ 2,150 $ 2,349 $ 8,142 $ 5,492 $ 2,650 Process certifications 7 years 1,897 1,897 — 1,897 1,671 226 Customer relationships 10 years 916 656 260 916 565 351 Customer contracts < 1 year 114 114 — 95 — 95 Totals $ 7,426 $ 4,817 $ 2,609 $ 11,050 $ 7,728 $ 3,322 The Company determined the fair values of the trade names using a relief-from-royalty methodology. The amounts related to the trade name that become fully amortized during Fiscal 2023 was removed from the table. The Company believes that the useful life of the remaining trade name represents the remaining number of years that such intangible asset is expected to contribute to future cash flows. In order to value the process certifications, the Company applied a reproduction cost method that required the estimation of the costs to replace the assets with certifications that would have the same functionality or utility as the acquired assets. The fair value of the customer relationships was determined at the time of the acquisition by discounting cash flows expected from existing significant customer relationships. Other than the addition to customer contracts related to the acquisition of LTI, there were no additions to other purchased intangible assets during Fiscal 2023 or Fiscal 2022. In addition, there were no impairment losses related to the assets for Fiscal 2023, Fiscal 2022 or Fiscal 2021. Amortization expense related to purchased intangible assets for Fiscal 2023, Fiscal 2022 and Fiscal 2021 were $0.7 million, $0.9 million and $0.9 million, respectively. The future amounts of amortization related to purchased intangibles are presented below for the years ending January 31, 2024 $ 391 2025 392 2026 376 2027 300 2028 300 Thereafter 850 Total $ 2,609 |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Jan. 31, 2023 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |
PROPERTY, PLANT AND EQUIPMENT, NET | NOTE 8 – PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment consisted of the following at January 31, 2023 and 2022: 2023 2022 Land and improvements $ 863 $ 863 Building and improvements 7,558 5,763 Furniture, machinery and equipment 17,219 18,924 Trucks, trailers and other vehicles 6,042 5,895 31,682 31,445 Less - accumulated depreciation 21,252 20,985 Property, plant and equipment, net $ 10,430 $ 10,460 The following table presents property, plant and equipment, net, disaggregated by geographic area as of January 31, 2023 and 2022: 2023 2022 United States $ 8,522 $ 9,495 Republic of Ireland 1,614 647 United Kingdom 294 318 Property, plant and equipment, net $ 10,430 $ 10,460 Depreciation for property, plant and equipment was $3.0 million, $3.4 million and $3.7 million for Fiscal 2023, Fiscal 2022 and Fiscal 2021, respectively, which amounts were charged substantially to selling, general and administrative expenses in each year. The costs of maintenance and repairs were $2.4 million, $2.1 million and $1.9 million for Fiscal 2023, Fiscal 2022 and Fiscal 2021, respectively, which amounts were charged substantially to selling, general and administrative expenses each year as well. |
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS | 12 Months Ended |
Jan. 31, 2023 | |
FINANCING ARRANGEMENTS | |
FINANCING ARRANGEMENTS | NOTE 9 – FINANCING ARRANGEMENTS During April 2021, the Company amended its Amended and Restated Replacement Credit Agreement with the Bank (the “Credit Agreement”). The amendment extended the expiration date of the Credit Agreement to May 31, 2024 and reduced the borrowing rate. The Credit Agreement includes the following features, among others: a lending commitment of $50.0 million including a revolving loan with interest at the 30-day LIBOR plus 1.6% (reduced from 2.0%), and an accordion feature which allows for an additional commitment amount of $10.0 million, subject to certain conditions. Subsequent to January 31, 2023, the Company entered into the Second Amendment to the Credit Agreement with the Bank (see Note 19). The Company may also use the borrowing ability to cover other credit instruments issued by the Bank for the Company’s use in the ordinary course of business as defined in the Credit Agreement. At January 31, 2023, the Company did not have any borrowings outstanding under the Credit Agreement. However, the Bank has issued letters of credit in the total outstanding amount of $8.8 million at January 31, 2023, in support of the activities of APC under existing customer contracts. The Company has pledged the majority of its assets to secure its financing arrangements. The Bank’s consent is not required for acquisitions, divestitures, cash dividends or significant investments as long as certain conditions are met. The Bank requires that the Company comply with certain financial covenants at its fiscal year-end and at each of its fiscal quarter-ends. The Credit Agreement includes other terms, covenants and events of default that are customary for a credit facility of its size and nature, including a requirement to achieve positive adjusted earnings before interest, taxes, depreciation and amortization, as defined, over each rolling twelve-month measurement period. As of January 31, 2023, the Company was in compliance with the covenants of the Credit Agreement. |
COMMITMENTS
COMMITMENTS | 12 Months Ended |
Jan. 31, 2023 | |
COMMITMENTS | |
COMMITMENTS | NOTE 10 – COMMITMENTS Leases The Company’s leases are primarily operating leases that cover office space, expiring on various dates through December 2031, and certain equipment used by the Company in the performance of its construction services contracts. Some of these equipment leases may be embedded in broader agreements with subcontractors or construction equipment suppliers. The Company has no material finance leases. None of the operating leases includes significant amounts for incentives, rent holidays or price escalations. Under certain leases, the Company is obligated to pay property taxes, insurance, and maintenance costs. For leases that contain both lease and non-lease components, fixed and variable payments are allocated to each component relative to observable or estimated standalone prices. Operating lease right-of-use assets and associated lease liabilities are recorded in the balance sheet at the lease commencement date based on the present value of future minimum lease payments to be made over the expected lease term. As the implicit rate is not determinable in most of the Company’s leases, management uses the Company’s incremental borrowing rate at the commencement date in determining the present value of future payments. The expected lease term includes any option to extend or to terminate the lease when it is reasonably certain the Company will exercise such option. Right-of-use assets at January 31, 2023 and 2022, were $4.8 million and $3.6 million, respectively. Operating lease expense amounts are recorded on a straight-line basis over the expected lease terms. Operating lease expenses for Fiscal 2023, Fiscal 2022 and Fiscal 2021 were $2.6 million, $3.4 million and $1.8 million, respectively. Operating lease payments for Fiscal 2023, Fiscal 2022 and Fiscal 2021 were $2.6 million, $3.3 million and $2.0 million, respectively. The following is a schedule of future minimum lease payments for the operating leases that were recognized in the consolidated balance sheet as of January 31, 2023: Years Ending January 31, 2024 $ 1,653 2025 1,205 2026 999 2027 231 2028 213 Thereafter 816 Total lease payments 5,117 Less: imputed interest 335 Present value of lease payments 4,782 Less current portion (included in accrued expenses) 1,567 Non-current portion (included in noncurrent liabilities) $ 3,215 For operating leases as of January 31, 2023, the weighted average lease term and weighted average discount rate was 58 months and 3.7%, respectively. For operating leases as of January 31, 2022, the weighted average lease term and weighted average discount rate was 46 months and 2.5%, respectively. The aggregate amounts of operating lease right-of-use assets added in exchange for lease obligations during Fiscal 2023, Fiscal 2022 and Fiscal 2021 were $3.7 million, $3.5 million and $3.0 million, respectively. The Company also uses equipment and occupies other facilities under short-term rental agreements. The Company classifies as short-term leases any lease with an initial noncancellable term of twelve months or less that does not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. Rent expense amounts incurred under short-term rentals were $11.3 million, $9.6 million and $6.1 million for Fiscal 2023, Fiscal 2022 and Fiscal 2021, respectively. Right-of-use assets and lease liabilities related to short-term leases are excluded from the consolidated balance sheets. Performance Bonds and Guarantees In the normal course of business and for certain major projects, the Company may be required to obtain surety or performance bonding, to cause the issuance of letters of credit, or to provide parent company guarantees (or some combination thereof) in order to provide performance assurances to clients on behalf of its contractor subsidiaries. As these subsidiaries are wholly-owned, any actual liability is ordinarily reflected in the financial statement account balances determined pursuant to the Company’s accounting for contracts with customers. When sufficient information about claims on guaranteed or bonded projects would be available and monetary damages or other costs or losses would be determined to be probable, the Company would record such losses. Any such amounts that may be required to be paid in excess of the estimated costs to complete contracts in progress as of January 31, 2023 are not estimable. Surety bonds are considered to be prepaid costs and such costs are amortized to cost of revenues using the straight-line method over the term of the project. As of January 31, 2023, the estimated amount of the Company’s unsatisfied bonded performance obligations, covering all of its subsidiaries, was approximately $0.6 billion. As of January 31, 2023, the outstanding amount of bonds covering other risks, including warranty obligations related to completed activities, was not material. Not all of our projects require bonding. As of January 31, 2023, the Company had also provided a financial guarantee, subject to certain terms and conditions, in the amount of $3.6 million in support of certain business development efforts. A liability was established for the estimated loss related to this guarantee during Fiscal 2022. Warranties The Company generally provides assurance-type warranties for work performed under its construction contracts. The warranties cover defects in equipment, materials, design or workmanship, and most warranty periods typically run from nine Employee Benefit Plans The Company maintains 401(k) savings plans pursuant to which the Company makes discretionary contributions for the eligible and participating employees. The Company’s expense amounts related to these defined contribution plans were approximately $2.7 million, $2.3 million and $1.9 million for Fiscal 2023, Fiscal 2022 and Fiscal 2021, respectively. The Company also maintains nonqualified plans whereunder the payments of certain amounts of incentive compensation earned by key employees are deferred for periods of four |
LEGAL CONTINGENCIES
LEGAL CONTINGENCIES | 12 Months Ended |
Jan. 31, 2023 | |
LEGAL CONTINGENCIES | |
LEGAL CONTINGENCIES | NOTE 11 – LEGAL CONTINGENCIES In the normal course of business, the Company may have pending claims and legal proceedings. In the opinion of management, based on information available at this time, there are no current claims and proceedings that could have a material adverse effect on the consolidated financial statements as of January 31, 2023. During Fiscal 2022, GPS settled major litigation as described below. In January 2019, GPS filed a lawsuit against Exelon West Medway II, LLC and Exelon Generation Company, LLC (together referred to as “Exelon”) in the U.S. District Court for the Southern District of New York for Exelon’s breach of contract and failure to remedy various conditions which negatively impacted the schedule and the costs associated with the construction by GPS of a gas-fired power plant for Exelon in Massachusetts. In March 2019, Exelon provided GPS with a notice intending to terminate the EPC contract under which GPS had been providing services to Exelon. At that time, the construction project was nearly complete and both of the power generation units included in the plant had successfully reached first fire. Nevertheless, and among other actions, Exelon provided contractual notice requiring GPS to vacate the construction site. Exelon asserted that GPS failed to fulfill certain obligations under the contract and was in default, withholding payments from GPS on invoices rendered to Exelon in accordance with the terms of the contract between the parties. In September 2021, GPS reached a final settlement of all outstanding claims between the parties resulting in Exelon making a payment to GPS in the amount of $27.5 million, which was in excess of the previously reported total amount of receivables and contract assets. The excess amount was included in revenues for Fiscal 2022. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Jan. 31, 2023 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | NOTE 12 – STOCK-BASED COMPENSATION On June 23, 2020, the Company’s stockholders approved the adoption of the 2020 Stock Plan (the “2020 Plan”), and the allocation of 500,000 shares of the Company’s common stock for issuance thereunder. The Company’s board of directors may make share-based awards under the 2020 Plan to officers, directors and key employees. The 2020 Plan replaced the 2011 Stock Plan (the “2011 Plan”); the Company’s authority to make awards pursuant to the 2011 Plan expired on July 19, 2021. Together, the 2020 Plan and the 2011 Plan are hereinafter referred to as the “Stock Plans.” The features of the 2020 Plan are similar to those included in the 2011 Plan. Awards may include nonqualified stock options, incentive stock options, and restricted or unrestricted stock. The specific provisions for each award are documented in a written agreement between the Company and the awardee. All stock options awarded under Stock Plans have exercise prices per share at least equal to the market value per share of the Company’s common stock on the date of grant. Stock options have terms no longer than ten years. Typically, stock options are awarded with one three As of January 31, 2023, there were 1,938,219 shares of common stock reserved for issuance under the Stock Plans; this number includes 188,879 shares of common stock available for future awards under the 2020 Plan. Stock Options A summary of stock option activity under the Company’s approved Stock Plans for Fiscal 2023, Fiscal 2022 and Fiscal 2021, along with corresponding weighted average per share amounts, are presented below (shares in thousands): Weighted Average Weighted Weighted Remaining Average Average Exercise Contractual Grant Date Shares Price Term (years) Fair Value Outstanding, February 1, 2020 1,271 $ 44.83 7.18 $ 11.06 Granted 242 $ 37.26 Exercised (68) $ 24.17 Forfeited (40) $ 57.44 Outstanding, January 31, 2021 1,405 $ 44.17 6.90 $ 10.39 Granted 67 $ 45.47 Exercised (42) $ 34.01 Forfeited (25) $ 54.28 Outstanding, January 31, 2022 1,405 $ 44.35 6.17 $ 10.31 Granted 73 $ 36.27 Exercised (2) $ 32.68 Forfeited (36) $ 48.70 Outstanding, January 31, 2023 1,440 $ 43.84 5.46 $ 10.11 Exercisable, January 31, 2022 1,110 $ 45.19 5.56 $ 10.98 Exercisable, January 31, 2023 1,246 $ 44.62 4.99 $ 10.56 The changes in the number of non-vested options to purchase shares of common stock for Fiscal 2023, Fiscal 2022 and Fiscal 2021, and the weighted average fair value per share for each number, are presented below (shares in thousands): Weighted Average Grant Date Shares Fair Value Non-vested, February 1, 2020 448 $ 9.74 Granted 242 $ 6.53 Vested (207) $ 9.98 Forfeitures (16) $ 8.52 Non-vested, January 31, 2021 467 $ 8.01 Granted 67 $ 8.54 Vested (231) $ 8.46 Forfeitures (8) $ 7.05 Non-vested, January 31, 2022 295 $ 7.80 Granted 73 $ 7.19 Vested (174) $ 8.15 Forfeitures — $ 5.68 Non-vested, January 31, 2023 194 $ 7.27 The total intrinsic value amounts of the stock options exercised during Fiscal 2022 and Fiscal 2021 were $0.6 million and $1.5 million, respectively; the corresponding amount during Fiscal 2023 was insignificant. At January 31, 2023, the aggregate market value amounts of the shares of common stock subject to outstanding and exercisable stock options that were “in-the-money” exceeded the aggregate exercise prices of such options by $3.3 million and $2.7 million, respectively. Restricted Stock Units The Company awards restricted stock units to senior executives, members of the Company’s board of directors and certain other employees. Awardees earn the right to receive shares of common stock as certain performance goals are achieved and/or service periods are satisfied. Each restricted stock unit expires on the three-year anniversary of the award. During Fiscal 2023, the Company awarded performance-based restricted stock units covering 52,000 shares of common stock, renewable energy performance-based restricted stock units covering 7,500 shares of common stock, time-based restricted stock units covering 84,750 shares of common stock, and 2,621 shares based on the amount of cash dividends deemed paid on shares earned pursuant to the awards. During Fiscal 2022, the Company awarded 49,000 performance-based restricted stock units, 10,000 renewable energy performance-based restricted stock units, 82,250 time-based restricted stock units and 4,471 shares based on the amount of cash dividends deemed paid on shares earned pursuant to the awards. During Fiscal 2021, the Company awarded 45,000 performance-based restricted stock units to senior executives. The changes in the maximum number of shares of common stock issuable pursuant to outstanding restricted stock units for Fiscal 2023, Fiscal 2022 and Fiscal 2021 and the weighted average fair value per share for each restricted stock unit, are presented below (shares in thousands): Weighted Average Grant Date Shares Fair Value Outstanding, February 1, 2020 72 $ 19.44 Awarded 45 $ 14.95 Outstanding, January 31, 2021 117 $ 17.71 Awarded 145 $ 39.52 Issued (40) $ 20.64 Outstanding, January 31, 2022 222 $ 31.48 Awarded 147 $ 29.26 Issued (37) $ 23.44 Forfeited (22) $ 22.88 Outstanding, January 31, 2023 310 $ 30.80 Fair Value The fair value amounts of stock options and restricted stock units are recorded as stock compensation expense on a straight-line basis over the terms of the corresponding awards. Expense amounts related to stock awards were $4.0 million, $3.5 million and $2.9 million for Fiscal 2023, Fiscal 2022 and Fiscal 2021, respectively. At January 31, 2023, there was $6.7 million in unrecognized compensation cost related to outstanding stock awards that the Company expects to expense over the next three years. The Company estimates the weighted average fair value of stock options on the date of award using a Black-Scholes option pricing model. The Company believes that its past stock option exercise activity is sufficient to provide it with a reasonable basis upon which to estimate the expected life of newly awarded stock options. Risk-free interest rates are determined by blending the rates for three The fair value amounts for the performance-based restricted stock units have been determined by using the per share market price of the common stock on the dates of award and by assigning equal probabilities to the thirteen possible payout outcomes at the end of each three-year term, and by computing the weighted average of the outcome amounts. For each award, the estimated fair value amount was calculated to be 88.5% of the aggregate market value of the target number (which is 50% of the maximum number) of shares on the award date. For the renewable performance-based restricted stock units, the fair value of each award was determined as the aggregate market price for the number of shares deemed to be probable of vesting based on the performance criteria. For the time-based restricted stock units, the fair value of each award equals the aggregate market price for the number of shares covered by each award on the date of award. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jan. 31, 2023 | |
INCOME TAXES | |
INCOME TAXES | NOTE 13 – INCOME TAXES Reconciliations of Income Tax Expense The components of the amounts of income tax expense for Fiscal 2023, Fiscal 2022 and Fiscal 2021 are presented below: 2023 2022 2021 Current: Federal $ 12,776 $ 10,921 $ (6,805) State 1,012 643 83 Foreign 740 — 151 14,528 11,564 (6,571) Deferred: Federal (803) (341) 7,732 State 23 133 (75) Foreign (2,452) — (12) (3,232) (208) 7,645 Income tax expense $ 11,296 $ 11,356 $ 1,074 The amounts of interest and penalties related to income taxes that were incurred by the Company during Fiscal 2023, Fiscal 2022 and Fiscal 2021 were not material. The Company’s income tax expense amounts differed from corresponding amounts computed by applying the federal corporate income tax rate of 21% to the income before income taxes for Fiscal 2023, Fiscal 2022 and Fiscal 2021 as presented below: 2023 2022 2021 Computed expected income tax expense $ 9,660 $ 9,883 $ 5,226 Difference resulting from: State income taxes, net of federal tax effect 860 614 7 Research and development credits adjustment (see discussion below) 6,181 — — Recognition of research and development credit benefits (see discussion below) (3,430) — — Recognition of foreign net operating loss benefits (see discussion below) (2,574) — — Excess executive compensation 1,397 1,296 420 Bad debt loss (167) 425 (160) Foreign tax rate differential (441) (352) (173) Net operating loss carryback benefit (see discussion below) — — (4,392) Other permanent differences and adjustments, net (190) (510) 146 Income tax expense $ 11,296 $ 11,356 $ 1,074 Net Operating Loss (“NOL”) Carryback In an effort to combat the adverse economic impacts of the COVID-19 crisis, the U.S. Congress passed the Coronavirus, Aid, Relief, and Economic Security Act (the “CARES Act”) that was signed into law on March 27, 2020. This wide-ranging legislation was an emergency economic stimulus package that included spending and tax breaks aimed at strengthening the U.S. economy and funding a nationwide effort to curtail the effects of the outbreak of COVID-19. The tax changes of the CARES Act included a temporary suspension of the limitations on the future utilization of certain NOLs and re-established a carryback period for certain losses to five years. The NOLs eligible for carryback under the CARES Act include the Company’s domestic NOL for Fiscal 2020, which was approximately $39.5 million. The Company made an initial filing with the Internal Revenue Service (“IRS”) requesting carryback refunds of income taxes paid for the years ended January 31, 2016 and 2015 in the total amount of approximately $12.7 million during Fiscal 2021 and an updated filing was made subsequent to the end of Fiscal 2023; the IRS has not completed the processing of the Company’s refund request. The carryback provided a favorable rate benefit for the Company as the loss, which was incurred in a year where the statutory federal tax rate was 21%, has been carried back to tax years where the tax rate was higher. The net amount of this additional income tax benefit, approximately $4.4 million, was recorded in Fiscal 2021. Research and Development Tax Credit Adjustments During Fiscal 2019, the Company completed a detailed review of the activities of its engineering staff on major EPC services projects in order to identify and quantify the amounts of research and development tax credits that may have been available to reduce prior year income taxes. This study focused on project costs incurred during the three-year period ended January 31, 2018. Based on the results of the study, management identified and estimated significant amounts of income tax benefits that were not previously recognized in the Company’s operating results for any prior year reporting period. The net amount of federal and state research and development tax credit benefit recognized in Fiscal 2019 was $16.6 million. During Fiscal 2020, deferred tax assets related to the research and development tax credits were reduced by $0.4 million. The Company recorded a corresponding liability for uncertain income tax return positions related to identified but unrecognized research and development tax credit benefits in the amount of $5.0 million. During Fiscal 2021, the IRS concluded examinations of the Company’s consolidated federal income tax returns for the year ending January 31, 2016, as amended; the year ending January 31, 2017, as amended; and the year ended January 31, 2018 with its focus on the research and development tax credits included therein. In January 2021, the IRS issued its final revenue agents reports that documented its understanding of the facts, attempted to summarize the Company’s arguments in support of the research and development claims and stated its position which disagreed with the Company’s treatment of a substantial amount of the costs that supported the Company’s claims. In March 2021, the Company submitted a formal protest of the findings of the Internal Revenue Service (“IRS”) examiner and requested an appeal hearing. At the conclusion of the hearing that occurred in May 2022, the Company agreed to accept a settlement offer from the IRS in the amount of approximately $7.9 million, before interest. As a result, during the three-month period ended July 31, 2022, the Company made an unfavorable adjustment to income tax expense in the approximate amount of $6.2 million; the accounting for this adjustment reduced the contra-asset balance by approximately $4.4 million. The Company has also formally protested the conclusions reached by two states, where the Company filed tax returns reflecting the benefits of certain research and development credits, that the credits are not allowable. The Company expects that any unfavorable adjustments related to the ultimate settlement of the income tax disputes with the states will not be significant. Research and Development Credits In a manner similar to the process described above, the Company completed a detailed review of the activities of its engineering staff on major EPC services projects in order to identify and quantify the amounts of research and development tax credits that may have been available to reduce federal income taxes for Fiscal 2022 and Fiscal 2021. As a result, the Company has filed amended federal income tax returns for those years, including research and development tax credits in the total amount of $5.8 million. Net of a corresponding reduction to reflect uncertain income tax return positions in the amount of $2.4 million, the tax benefit recorded in Fiscal 2023 for these tax credits was approximately $3.4 million. Recognition of Foreign NOL Income Tax Benefits The Company has deferred tax assets in a total amount of approximately $7.9 million related to prior year NOLs of its foreign subsidiaries, primarily the operation of APC located in the U.K (“APC UK). The Company has established a valuation allowance against a substantial portion of these NOLs. For Fiscal 2023, APC UK continued a turnaround of its operating results such that the Company believes that it has a stable earnings history upon which APC UK can reliably forecast future profitable operations. Based on the forecast that rests on the belief that meaningful investments will be made in the power infrastructure of the U.K. for the foreseeable future, the Company now believes that it is more likely than not that a certain portion of the deferred tax assets will be realized. Accordingly, the Company reversed a portion of the corresponding allowance during Fiscal 2023 in the amount of $2.6 million. Unrecognized Income Tax Benefits As a result of the activity described above primarily, the balances of the contra-asset established for uncertain income tax return positions were $2.9 million, $4.9 million and $4.9 million as of January 31, 2023, 2022 and 2021, respectively. No other material adjustment or transaction has affected the balance of this account since January 31, 2020. Income Tax Refunds As of January 31, 2023 and 2022, the balances of other current assets in the consolidated balance sheet included total income tax refunds receivable and prepaid income taxes in the amounts of approximately $15.3 million and $29.5 million, respectively. The balance as of January 31, 2023 includes primarily the amount expected to be received from the IRS upon its processing of the Company’s NOL carryback refund request discussed above. Deferred Taxes The tax effects of temporary differences that are reflected in deferred taxes as of January 31, 2023 and 2022 included the following: 2023 2022 Assets: Net operating loss carryforwards $ 13,964 $ 14,360 Stock awards 2,726 2,325 Accrued expenses 1,480 515 Lease liabilities 1,189 772 Research and development costs deferral 1,015 — Research and development credit carryforwards 269 269 Other 337 1,332 20,980 19,573 Liabilities: Purchased intangibles (3,674) (3,533) Property and equipment (1,033) (1,334) Construction contracts (1,229) (1,034) Right-of-use assets (1,184) (768) Other (431) (43) (7,551) (6,712) Valuation allowances (9,740) (12,404) Deferred tax assets, net $ 3,689 $ 457 Taxpayers are now required to capitalize and amortize research and experimental expenses over five or 15 years for tax years beginning in 2022 or later. Accordingly, for the Company’s fiscal year that commenced on February 1, 2022, the Company did determine an estimated amount of such expenses which resulted in the deferred tax asset balance of $1.0 million presented in the table above as of January 31, 2023. Of course, due to the effective date of this tax change, there is no comparable balance as of January 31, 2022. The Company acquired unused NOLs for federal income tax reporting purposes from TRC that are subject to limitations imposed by Section 382 of the Internal Revenue Code of 1986, as amended. These losses are subject to annual limits that reduce the aggregate amount of NOLs available to the Company in the future to approximately $5.5 million. These NOLs are available to offset future taxable income and, if not utilized, begin expiring during 2032. The NOL carryforwards related to APC UK do not expire. The Company also has certain NOLs that will be available to the Company for state income tax reporting purposes that are substantially similar to the federal NOLs. The Company’s ability to realize deferred tax assets, including those related to the NOLs discussed above, depends primarily upon the generation of sufficient future taxable income to allow for the Company’s use of temporarily deferred deductions and tax planning strategies. If such estimates and assumptions change in the future, the Company may be required to record additional valuation allowances against some or all of its deferred tax assets resulting in additional income tax expense in the future. At this time, based substantially on the strong earnings performance of the Company’s power industry services reporting segment, management believes that it is more likely than not that the Company will realize the benefit of significantly all of its deferred tax assets, net of valuation allowances. Income Tax Returns The Company is subject to federal and state income taxes in the U.S., and income taxes in Ireland and the U.K. Tax treatments within each jurisdiction are subject to the interpretation of the related tax laws and regulations which require significant judgment to apply. The Company is no longer subject to income tax examinations by authorities for its fiscal years ended on or before January 31, 2019, except for several notable exceptions including Ireland, the U.K. and several states where the open periods are one year longer. Solar Energy Projects During Fiscal 2022 and Fiscal 2021, the Company invested approximately $5.0 million and $1.3 million, respectively, in limited liability companies that make equity investments in solar energy projects that are eligible to receive energy tax credits. The passive investments have been accounted for under the equity method; the balances are included in other assets in our consolidated balance sheets. Each tax credit, when recognized, is recorded as a reduction of the corresponding investment balance with an offsetting reduction in the balance of accrued taxes payable in accordance with the deferral method. Investment tax credits in the approximate amounts of $4.5 million and $1.1 million were recognized during Fiscal 2022 and Fiscal 2021, respectively. As of January 31, 2023, the Company’s had no remaining cash investment commitments related to these projects. At January 31, 2023 and 2022, the investment account balances were $1.2 million and $0.2 million, respectively. These investments are expected to provide positive overall returns over their six-year expected lives. During Fiscal 2023, the investment balance was adjusted to reflect the Company’s share of the income of the investment entities in the amount of approximately $1.1 million, which amount has been included as other income in the Company’s consolidated statement of earnings for the corresponding period. During Fiscal 2022, the investment balance was adjusted to reflect the Company’s share of the losses of the investment entities in the amount of $0.4 million, which was included as other expense in the Company’s consolidated statement of earnings. Supplemental Cash Flow Information The amounts of cash paid for income taxes during Fiscal 2023, Fiscal 2022 and Fiscal 2021 were $6.7 million, $14.0 million and $5.5 million, respectively, including the solar energy investments identified above. During Fiscal 2023, Fiscal 2022 and Fiscal 2021, the Company received cash refunds of previously paid income taxes from various taxing authorities in the total amounts of $0.3 million, $0.2 million and $1.0 million, respectively. |
NET INCOME PER SHARE ATTRIBUTAB
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN | 12 Months Ended |
Jan. 31, 2023 | |
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN | |
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN | NOTE 14 – NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN Basic and diluted net income per share amounts for Fiscal 2023, Fiscal 2022 and Fiscal 2021 are computed as follows (shares in thousands except in note (1) below the chart): 2023 2022 2021 Net income $ 33,098 $ 38,244 $ 23,851 Weighted average number of shares outstanding – basic 14,083 15,715 15,668 Effect of stock awards (1) 93 198 157 Weighted average number of shares outstanding – diluted 14,176 15,913 15,825 Net income per share attributable to the stockholders of Argan, Inc. Basic $ 2.35 $ 2.43 $ 1.52 Diluted $ 2.33 $ 2.40 $ 1.51 (1) The weighted average numbers of shares determined on a dilutive basis for Fiscal 2023, Fiscal 2022 and Fiscal 2021 exclude the effects of antidilutive stock options covering 978,834 , 570,167 and 638,001 shares of common stock, respectively, as the options had exercise prices per share in excess of the average market price per share for the applicable year. |
CASH DIVIDENDS AND COMMON STOCK
CASH DIVIDENDS AND COMMON STOCK REPURCHASES | 12 Months Ended |
Jan. 31, 2023 | |
CASH DIVIDENDS AND COMMON STOCK REPURCHASES | |
CASH DIVIDENDS AND COMMON STOCK REPURCHASES | NOTE 15 – CASH DIVIDENDS AND COMMON STOCK REPURCHASES During Fiscal 2023, Fiscal 2022 and Fiscal 2021, the Company made regular quarterly cash dividend payments of $0.25 per share of common stock. The Company also made special cash dividend payments in the amount of $1.00 per share of common stock in July 2020 and December 2020. Pursuant to authorizations provided by the Company’s board of directors, the Company began to repurchase shares of its common stock in November 2021. During Fiscal 2023, the Company repurchased 1,855,714 shares of common stock, most on the open market, for an aggregate price of approximately $68.2 million, or $36.77 per share. During Fiscal 2022, the Company repurchased 527,752 shares of common stock, all on the open market, for an aggregate price of approximately $20.4 million, or $38.60 per share. In August 2022, the Inflation Reduction Act was signed into law, which introduced a 1% excise tax on shares repurchased after December 31, 2022. For Fiscal 2023, the excise tax was not material. |
CUSTOMER CONCENTRATIONS
CUSTOMER CONCENTRATIONS | 12 Months Ended |
Jan. 31, 2023 | |
CUSTOMER CONCENTRATIONS | |
CUSTOMER CONCENTRATIONS | NOTE 16 – CUSTOMER CONCENTRATIONS The majority of the Company’s consolidated revenues relate to performance by the power industry services segment which provided 76%, 78% and 81% of consolidated revenues for Fiscal 2023, Fiscal 2022 and Fiscal 2021, respectively. For Fiscal 2023, Fiscal 2022 and Fiscal 2021, the Company’s industrial fabrication and field services segment represented 20%, 19% and 17% of consolidated revenues, respectively. For Fiscal 2023, the Company’s most significant customer relationships included two power industry services customers, which accounted for 38% and 12% of consolidated revenues. For Fiscal 2022, the Company’s most significant customer relationship included one power industry services customer which accounted for 57% of consolidated revenues. For Fiscal 2021, the Company’s most significant customer relationship included one power industry services customer which accounted for 67% of consolidated revenues. The accounts receivable balances from three major customers represented 36%, 12% and 12% of the corresponding consolidated balance as of January 31, 2023 and accounts receivable balances from three major customers represented 22%, 15% and 12% of the corresponding consolidated balance as of January 31, 2022. The contract asset balance related to one major customer represented 70% of the corresponding consolidated balance as of January 31, 2023. Contract asset balances related to two major customers represented 31% and 13% of the corresponding consolidated balance as of January 31, 2022. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Jan. 31, 2023 | |
SEGMENT REPORTING | |
SEGMENT REPORTING | NOTE 17 – SEGMENT REPORTING Segments represent components of an enterprise for which discrete financial information is available that is evaluated regularly by the Company’s chief executive officer, who is the chief operating decision maker, in determining how to allocate resources and in assessing performance. The Company’s reportable segments recognize revenues and incur expenses, are organized in separate business units with different management teams, customers, talents and services, and may include more than one operating segment. Intersegment revenues and the related cost of revenues, are netted against the corresponding amounts of the segment receiving the intersegment services. For Fiscal 2023, 2022 and 2021, intersegment revenues totaled approximately $0.6 Summarized below are certain operating results and financial position data of the Company’s reportable business segments for Fiscal 2023, Fiscal 2022 and Fiscal 2021. The “Other” column in each summary includes the Company’s corporate expenses. Year Ended Power Industrial Telecom January 31, 2023 Services Services Services Other Totals Revenues $ 346,033 $ 92,774 $ 16,233 $ — $ 455,040 Cost of revenues 277,402 78,034 13,243 — 368,679 Gross profit 68,631 14,740 2,990 — 86,361 Selling, general and administrative expenses 22,635 7,900 3,353 10,804 44,692 Income (loss) from operations 45,996 6,840 (363) (10,804) 41,669 Other income, net 3,829 — 3 499 4,331 Income (loss) before income taxes $ 49,825 $ 6,840 $ (360) $ (10,305) 46,000 Income tax expense 11,296 Net income $ 34,704 Amortization of intangibles $ — $ 618 $ 114 $ — $ 732 Depreciation 567 1,978 434 4 2,983 Property, plant and equipment additions 1,450 1,717 189 16 3,372 Current assets $ 307,742 $ 42,488 $ 3,900 $ 84,572 $ 438,702 Current liabilities 170,164 29,550 1,317 1,472 202,503 Goodwill 18,476 9,467 90 — 28,033 Total assets 334,593 60,038 7,153 87,703 489,487 Year Ended Power Industrial Telecom January 31, 2022 Services Services Services Other Totals Revenues $ 398,089 $ 97,890 $ 13,391 $ — $ 509,370 Cost of revenues 317,130 81,391 11,117 — 409,638 Gross profit 80,959 16,499 2,274 — 99,732 Selling, general and administrative expenses 28,323 8,167 2,146 8,685 47,321 Impairment loss 7,901 — — — 7,901 Income (loss) from operations 44,735 8,332 128 (8,685) 44,510 Other income, net 2,545 — — 7 2,552 Income (loss) before income taxes $ 47,280 $ 8,332 $ 128 $ (8,678) 47,062 Income tax expense 11,356 Net income $ 35,706 Amortization of intangibles $ 208 $ 662 $ — $ — $ 870 Depreciation 605 2,325 433 4 3,367 Property, plant and equipment additions 713 107 597 5 1,422 Current assets $ 322,448 $ 25,681 $ 2,957 $ 156,198 $ 507,284 Current liabilities 209,829 9,534 1,916 1,748 223,027 Goodwill 18,476 9,467 90 — 28,033 Total assets 345,956 44,002 6,741 156,886 553,585 Year Ended Power Industrial Telecom January 31, 2021 Services Services Services Other Totals Revenues $ 319,353 $ 65,263 $ 7,590 $ — $ 392,206 Cost of revenues 266,993 57,257 5,889 — 330,139 Gross profit 52,360 8,006 1,701 — 62,067 Selling, general and administrative expenses 21,795 7,358 1,987 7,901 39,041 Income (loss) from operations 30,565 648 (286) (7,901) 23,026 Other income, net 1,777 — — 82 1,859 Income (loss) before income taxes $ 32,342 $ 648 $ (286) $ (7,819) 24,885 Income tax expense 1,074 Net income $ 23,811 Amortization of intangibles $ 242 $ 662 $ — $ — $ 904 Depreciation 704 2,592 414 5 3,715 Property, plant and equipment additions 1,043 338 316 — 1,697 Current assets $ 360,552 $ 22,014 $ 1,959 $ 161,695 $ 546,220 Current liabilities 261,030 13,119 953 985 276,087 Goodwill 18,476 9,467 — — 27,943 Total assets 394,014 42,998 3,406 162,212 602,630 |
SUPPLEMENTAL BALANCE SHEET INFO
SUPPLEMENTAL BALANCE SHEET INFORMATION | 12 Months Ended |
Jan. 31, 2023 | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | NOTE 18 – SUPPLEMENTAL BALANCE SHEET INFORMATION Other current assets consisted of the following at January 31, 2023 and 2022: 2023 2022 Prepaid income taxes and refunds receivable $ 15,327 $ 29,451 Raw materials inventory 11,903 738 Prepaid expenses 4,541 2,954 Other 6,563 1,761 Total other current assets $ 38,334 $ 34,904 Accrued expenses consisted of the following at January 31, 2023 and 2022: 2023 2022 Accrued compensation $ 18,286 $ 18,615 Project costs 17,448 19,921 Lease liabilities 1,567 1,367 Other 12,566 13,412 Total accrued expenses $ 49,867 $ 53,315 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Jan. 31, 2023 | |
SUBSEQUENT EVENT | |
SUBSEQUENT EVENT | NOTE 19 – SUBSEQUENT EVENTS Subsequent to January 31, 2023, the Company continued to repurchase shares of its common stock pursuant to the Share Repurchase Plan. As of April 11, 2023, the date of the last subsequent transaction, the Company had repurchased 75,755 shares since year-end, all on the open market, for an aggregate price of approximately $3.0 million, or $39.60 per share, exclusive of share repurchase excise tax. On March 6, 2023, the Company entered into the Second Amendment (the “Second Amendment”) to the Credit Agreement. The Second Amendment modifies the Credit Amendment to, among other things, replace the interest pricing from the 30-day LIBOR plus 1.6% to the Secured Overnight Financing Rate (“SOFR”) plus 1.6% and adds SOFR successor rate language. The Credit Agreement, as amended, continues to include customary terms, covenants and events of default for a credit facility of its size and nature. On March 7, 2023, the Company determined that it had been a victim of a complex criminal scheme, which resulted in fraudulently-induced outbound wire transfers to a third-party account. As a result of the event, and if no additional recoveries of transferred funds occur, the Company expects to record a one-time pre-tax charge of approximately $3.0 million for the unrecovered fraudulent wire transfer in the first quarter of the fiscal year ending January 31, 2024, of which up to $0.2 million, net of the applicable deductible, may be recovered through an insurance claim. See our Current Report on Form 8-K dated March 7, 2023. On April 10, 2023, the Company announced that its Board of Directors declared a regular quarterly cash dividend in the amount of $0.25 per share of common stock, payable on April 28, 2023 to stockholders of record at the close of business on April 20, 2023. |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 12 Months Ended |
Jan. 31, 2023 | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | |
Description of the Business | Description of the Business Argan, Inc. (“Argan”) conducts operations through its wholly owned subsidiaries, Gemma Power Systems, LLC and affiliates (“GPS”); The Roberts Company, Inc. (“TRC”); Atlantic Projects Company Limited and affiliates (“APC”) and Southern Maryland Cable, Inc. (“SMC”). Argan and these consolidated subsidiaries are hereinafter collectively referred to as the “Company.” Through GPS and APC, the Company provides a full range of engineering, procurement, construction, commissioning, maintenance, project development and technical consulting services to the power generation market, including the renewable energy sector. The wide range of customers includes primarily independent power producers, public utilities, power plant equipment suppliers and other commercial firms with significant power requirements with projects located in the United States (the “U.S.”), the Republic of Ireland (“Ireland”) and the United Kingdom (the “U.K.”). GPS and APC represent the Company’s power industry services reportable segment. Through TRC, the industrial fabrication and field services reportable segment provides primarily on-site services that support new plant construction and additions, maintenance turnarounds, shutdowns and emergency mobilizations for industrial operations primarily located in the Southeast region of the U.S. and that may include the fabrication, delivery and installation of steel components such as piping systems and pressure vessels. Through SMC, which conducts business as SMC Infrastructure Solutions, the telecommunications infrastructure services segment provides project management, construction, installation and maintenance services to commercial, local government and federal government customers primarily in the Mid-Atlantic region of the U.S. |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies The Company’s fiscal year ends on January 31 of each year. The consolidated financial statements include the accounts of Argan, its wholly owned subsidiaries, and its controlled variable interest entity (“VIE”) prior to its deconsolidation in the fourth quarter of the year ended January 31, 2023 (see Note 3). All significant inter-company balances and transactions have been eliminated in consolidation. In Note 17, the Company has provided certain financial information relating to the operating results and assets of its reportable segments based on the manner in which management disaggregates the Company’s financial reporting for purposes of making internal operating decisions. |
Use of Estimates | Use of Estimates |
Property, Plant and Equipment | Property, Plant and Equipment five |
Goodwill | Goodwill The Company identifies a potential impairment loss by comparing the fair value of a reporting unit with the reporting unit’s carrying amount, including goodwill. In the quantitative approach, the fair value of the reporting unit is estimated using various market-based and income-based valuation techniques as applicable in the particular circumstances. If the fair value of the reporting unit exceeds the related carrying amount, goodwill of the reporting unit is not deemed to be impaired. If the carrying amount of the reporting unit exceeds its fair value, a goodwill impairment loss is recorded in an amount equal to the excess of the unit’s carrying value over its fair value, not to exceed the amount of goodwill allocated to the reporting unit. An alternative method allows the Company to first assess qualitative factors to decide whether it is necessary to perform the quantitative goodwill impairment test. It is not required to calculate the fair value of a reporting unit unless management concludes, based on a qualitative assessment, that it is more likely than not that its fair value may be less than the corresponding carrying amount. The professional guidance for this evaluation identifies the types of factors which the Company should consider in conducting the qualitative assessment including macroeconomic, industry, market and entity-specific factors. |
Long-Lived Assets | Long-Lived Assets |
Revenue Recognition | Revenue Recognition 1. Identify the contract, 2. Identify the performance obligations of the contract, 3. Determine the transaction price of the contract, 4. Allocate the transaction price to the performance obligations, and 5. Recognize revenue. The Company focuses on the transfer of the contractor’s control of the goods and/or services to the customer, as opposed to the transfer of risk and rewards. Major provisions of the current guidance cover the determination of which goods and services are distinct and represent separate performance obligations, the appropriate treatments for variable consideration, and the evaluation of whether revenues should be recognized at a point in time or over time. When a performance obligation is satisfied over time, the related revenues are recognized over time. The Company’s revenues are recognized primarily under various types of long-term construction contracts, including those for which revenues are based on either a fixed-price or a time-and-materials basis, and primarily over time as performance obligations are satisfied due to the continuous transfer of control to the project owner or other customer. Revenues from fixed-price contracts, including portions of estimated gross profit, are recognized as services are provided, based on costs incurred and estimated total contract costs using the cost-to-cost approach. If, at any time, the estimate of contract profitability indicates an anticipated loss on a contract, the Company will recognize the total loss in the reporting period in which it is identified and the loss amount becomes estimable. Revenues from time-and-materials contracts are recognized when the related services are provided to the customer. Predominantly all of the Company’s fixed-price contracts are considered to have a single performance obligation. Although multiple promises to transfer individual goods or services may exist, they are not typically distinct within the context of such contracts because contract promises included therein are interrelated or the contracts require the Company to perform critical integration so that the customer receives a completed project. Warranties provided under the Company’s contracts with customers are assurance-type primarily and are recorded as the corresponding contract work is performed. The transaction price for a customer contract represents the value of the contract awarded to the Company that is used to determine the amount of revenues recognized as of the balance sheet date. It may reflect amounts of variable consideration which could be either increases or decreases to the transaction price. These adjustments can be made from time-to-time during the period of contract performance as circumstances evolve related to such items as changes in the scope and price of contracts, claims, incentives and liquidated damages. The Company’s timing of revenues recognition may not be consistent with its rights to bill and collect cash from project owners and other customers. Most contracts require payments as the corresponding work progresses that are determined in the manner described therein. Those rights are generally dependent upon advance billing terms, milestone billings based on the completion of certain phases of work or when services are performed. On most of our large contracts, milestone billings that occur early in the corresponding contract terms typically are made in advance of certain significant and related costs being incurred. This results in typically larger contract liability balances early in contract lives that decline over the terms of the corresponding contracts. During the fiscal year ended January 31, 2023, there were no unusual or one-time adjustments to contract liabilities. The balances of the Company’s accounts receivable represent amounts billed to customers that have yet to be collected and represent an unconditional right to cash from its customers. Contract assets include amounts that represent the rights to receive payment for goods or services that have been transferred to the customer, with the rights conditional upon something other than the passage of time. Contract liabilities include amounts that reflect obligations to provide goods or services for which payment has been received. The amounts of revenues recognized during the years ended January 31, 2023 (“Fiscal 2023”) and 2022 (“Fiscal 2022”) that were included in the balances of contract liabilities as of January 31, 2022 and 2021, were approximately $131.0 million and $67.4 million, respectively. Contract retentions are billed amounts which, pursuant to the terms of the applicable contract, are not paid by customers until a defined phase of a contract or project has been completed and accepted. These retained amounts are reflected in contract assets or contract liabilities depending on the net contract position of the particular contract. Retention amounts and the length of retention periods may vary. Retainage amounts related to active contracts are considered current regardless of the term of the applicable contract; such amounts are generally collected by the completion of the applicable contract. The amounts retained by project owners and other customers under construction contracts at January 31, 2023, and 2022 were $49.1 million and $40.4 million, respectively. |
Income Taxes | Income Taxes The Company accounts for uncertain tax positions in accordance with current accounting guidance which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on the income tax returns of the Company. Management evaluates and the Company records the effect of any uncertain tax position based on the amount that management deems is more likely than not (i.e., greater than a 50% probability) to be sustained upon examination and ultimate settlement with the tax authorities in the applicable tax jurisdiction. Interest incurred related to overdue income taxes is included in income tax expense; franchise taxes and income tax penalties are included in selling, general and administrative expenses. |
Share-Based Payments | Share-Based Payments corresponding restrictions. Forfeitures are recognized when they occur. Share-based compensation expense is included in selling, general and administrative expenses. For each exercise of a stock option or each vesting of a restricted stock unit, the Company determines whether the difference between the deduction for income tax reporting purposes created at that time and the related compensation expense previously recorded for financial reporting purposes results in either an excess income tax benefit or an income tax deficiency which is recognized, accordingly, as income tax benefit or expense in the corresponding consolidated statement of earnings. |
Fair Values | Fair Values The fair value amounts of reporting units (as needed for purposes of identifying goodwill impairment losses) are determined by averaging valuations that are calculated using market-based and income-based approaches deemed appropriate in the circumstances. |
Foreign Currency Translation | Foreign Currency Translation |
REVENUES FROM CONTRACTS WITH _2
REVENUES FROM CONTRACTS WITH CUSTOMERS (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
REVENUES FROM CONTRACTS WITH CUSTOMERS | |
Schedule of consolidated revenues disaggregated by geographical area | 2023 2022 2021 United States $ 328,850 $ 456,211 $ 340,615 Republic of Ireland 68,242 35,044 13,638 United Kingdom 57,948 17,521 37,836 Other — 594 117 Consolidated Revenues $ 455,040 $ 509,370 $ 392,206 |
PURCHASED INTANGIBLE ASSETS (Ta
PURCHASED INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
PURCHASED INTANGIBLE ASSETS | |
Schedule of changes in the balances of goodwill | Power Industrial Telecom Services Services Services Totals Goodwill as of February 1, 2021 $ 18,476 $ 9,467 $ — $ 27,943 Impairment losses — — — — Acquisition of LTI — — 90 90 Goodwill as of January 31, 2022 18,476 9,467 90 28,033 Impairment losses — — — — Goodwill as of January 31, 2023 $ 18,476 $ 9,467 $ 90 $ 28,033 Balances, January 31, 2023: Goodwill $ 22,525 $ 14,365 $ 90 $ 36,980 Accumulated impairment losses (4,049) (4,898) — (8,947) Goodwill as of January 31, 2023 $ 18,476 $ 9,467 $ 90 $ 28,033 |
Schedule of company's purchased intangible assets, other than goodwill | January 31, 2023 January 31, 2022 Estimated Gross Accumulated Net Gross Accumulated Net Useful Life Amounts Amortization Amounts Amounts Amortization Amounts Trade names 15 years $ 4,499 $ 2,150 $ 2,349 $ 8,142 $ 5,492 $ 2,650 Process certifications 7 years 1,897 1,897 — 1,897 1,671 226 Customer relationships 10 years 916 656 260 916 565 351 Customer contracts < 1 year 114 114 — 95 — 95 Totals $ 7,426 $ 4,817 $ 2,609 $ 11,050 $ 7,728 $ 3,322 |
Schedule of expected amortization expense | The future amounts of amortization related to purchased intangibles are presented below for the years ending January 31, 2024 $ 391 2025 392 2026 376 2027 300 2028 300 Thereafter 850 Total $ 2,609 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |
Summary of property, plant and equipment | 2023 2022 Land and improvements $ 863 $ 863 Building and improvements 7,558 5,763 Furniture, machinery and equipment 17,219 18,924 Trucks, trailers and other vehicles 6,042 5,895 31,682 31,445 Less - accumulated depreciation 21,252 20,985 Property, plant and equipment, net $ 10,430 $ 10,460 |
Schedule of property, plant and equipment, net, disaggregated by geographic area | 2023 2022 United States $ 8,522 $ 9,495 Republic of Ireland 1,614 647 United Kingdom 294 318 Property, plant and equipment, net $ 10,430 $ 10,460 |
COMMITMENTS (Tables)
COMMITMENTS (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
COMMITMENTS | |
Schedule of future minimum lease payments for the operating leases | The following is a schedule of future minimum lease payments for the operating leases that were recognized in the consolidated balance sheet as of January 31, 2023: Years Ending January 31, 2024 $ 1,653 2025 1,205 2026 999 2027 231 2028 213 Thereafter 816 Total lease payments 5,117 Less: imputed interest 335 Present value of lease payments 4,782 Less current portion (included in accrued expenses) 1,567 Non-current portion (included in noncurrent liabilities) $ 3,215 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
STOCK-BASED COMPENSATION | |
Schedule of stock option activity under the Company's stock plans | A summary of stock option activity under the Company’s approved Stock Plans for Fiscal 2023, Fiscal 2022 and Fiscal 2021, along with corresponding weighted average per share amounts, are presented below (shares in thousands): Weighted Average Weighted Weighted Remaining Average Average Exercise Contractual Grant Date Shares Price Term (years) Fair Value Outstanding, February 1, 2020 1,271 $ 44.83 7.18 $ 11.06 Granted 242 $ 37.26 Exercised (68) $ 24.17 Forfeited (40) $ 57.44 Outstanding, January 31, 2021 1,405 $ 44.17 6.90 $ 10.39 Granted 67 $ 45.47 Exercised (42) $ 34.01 Forfeited (25) $ 54.28 Outstanding, January 31, 2022 1,405 $ 44.35 6.17 $ 10.31 Granted 73 $ 36.27 Exercised (2) $ 32.68 Forfeited (36) $ 48.70 Outstanding, January 31, 2023 1,440 $ 43.84 5.46 $ 10.11 Exercisable, January 31, 2022 1,110 $ 45.19 5.56 $ 10.98 Exercisable, January 31, 2023 1,246 $ 44.62 4.99 $ 10.56 |
Schedule of changes in the number of non-vested options to purchase shares of common stock | Weighted Average Weighted Weighted Remaining Average Average Exercise Contractual Grant Date Shares Price Term (years) Fair Value Outstanding, February 1, 2020 1,271 $ 44.83 7.18 $ 11.06 Granted 242 $ 37.26 Exercised (68) $ 24.17 Forfeited (40) $ 57.44 Outstanding, January 31, 2021 1,405 $ 44.17 6.90 $ 10.39 Granted 67 $ 45.47 Exercised (42) $ 34.01 Forfeited (25) $ 54.28 Outstanding, January 31, 2022 1,405 $ 44.35 6.17 $ 10.31 Granted 73 $ 36.27 Exercised (2) $ 32.68 Forfeited (36) $ 48.70 Outstanding, January 31, 2023 1,440 $ 43.84 5.46 $ 10.11 Exercisable, January 31, 2022 1,110 $ 45.19 5.56 $ 10.98 Exercisable, January 31, 2023 1,246 $ 44.62 4.99 $ 10.56 |
Schedule of changes in restricted stock units | The changes in the maximum number of shares of common stock issuable pursuant to outstanding restricted stock units for Fiscal 2023, Fiscal 2022 and Fiscal 2021 and the weighted average fair value per share for each restricted stock unit, are presented below (shares in thousands): Weighted Average Grant Date Shares Fair Value Outstanding, February 1, 2020 72 $ 19.44 Awarded 45 $ 14.95 Outstanding, January 31, 2021 117 $ 17.71 Awarded 145 $ 39.52 Issued (40) $ 20.64 Outstanding, January 31, 2022 222 $ 31.48 Awarded 147 $ 29.26 Issued (37) $ 23.44 Forfeited (22) $ 22.88 Outstanding, January 31, 2023 310 $ 30.80 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
INCOME TAXES | |
Schedule of components of company's income tax (expense) benefit | 2023 2022 2021 Current: Federal $ 12,776 $ 10,921 $ (6,805) State 1,012 643 83 Foreign 740 — 151 14,528 11,564 (6,571) Deferred: Federal (803) (341) 7,732 State 23 133 (75) Foreign (2,452) — (12) (3,232) (208) 7,645 Income tax expense $ 11,296 $ 11,356 $ 1,074 |
Schedule of actual income tax expense amounts | 2023 2022 2021 Computed expected income tax expense $ 9,660 $ 9,883 $ 5,226 Difference resulting from: State income taxes, net of federal tax effect 860 614 7 Research and development credits adjustment (see discussion below) 6,181 — — Recognition of research and development credit benefits (see discussion below) (3,430) — — Recognition of foreign net operating loss benefits (see discussion below) (2,574) — — Excess executive compensation 1,397 1,296 420 Bad debt loss (167) 425 (160) Foreign tax rate differential (441) (352) (173) Net operating loss carryback benefit (see discussion below) — — (4,392) Other permanent differences and adjustments, net (190) (510) 146 Income tax expense $ 11,296 $ 11,356 $ 1,074 |
Schedule of tax effects of temporary differences that gave rise to deferred tax assets and liabilities | 2023 2022 Assets: Net operating loss carryforwards $ 13,964 $ 14,360 Stock awards 2,726 2,325 Accrued expenses 1,480 515 Lease liabilities 1,189 772 Research and development costs deferral 1,015 — Research and development credit carryforwards 269 269 Other 337 1,332 20,980 19,573 Liabilities: Purchased intangibles (3,674) (3,533) Property and equipment (1,033) (1,334) Construction contracts (1,229) (1,034) Right-of-use assets (1,184) (768) Other (431) (43) (7,551) (6,712) Valuation allowances (9,740) (12,404) Deferred tax assets, net $ 3,689 $ 457 |
NET INCOME PER SHARE ATTRIBUT_2
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN | |
Schedule of computations of basic and diluted net income per share | 2023 2022 2021 Net income $ 33,098 $ 38,244 $ 23,851 Weighted average number of shares outstanding – basic 14,083 15,715 15,668 Effect of stock awards (1) 93 198 157 Weighted average number of shares outstanding – diluted 14,176 15,913 15,825 Net income per share attributable to the stockholders of Argan, Inc. Basic $ 2.35 $ 2.43 $ 1.52 Diluted $ 2.33 $ 2.40 $ 1.51 (1) The weighted average numbers of shares determined on a dilutive basis for Fiscal 2023, Fiscal 2022 and Fiscal 2021 exclude the effects of antidilutive stock options covering 978,834 , 570,167 and 638,001 shares of common stock, respectively, as the options had exercise prices per share in excess of the average market price per share for the applicable year. |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
SEGMENT REPORTING | |
Schedule of operating results and certain financial position data of the Company's reportable business segments | Summarized below are certain operating results and financial position data of the Company’s reportable business segments for Fiscal 2023, Fiscal 2022 and Fiscal 2021. The “Other” column in each summary includes the Company’s corporate expenses. Year Ended Power Industrial Telecom January 31, 2023 Services Services Services Other Totals Revenues $ 346,033 $ 92,774 $ 16,233 $ — $ 455,040 Cost of revenues 277,402 78,034 13,243 — 368,679 Gross profit 68,631 14,740 2,990 — 86,361 Selling, general and administrative expenses 22,635 7,900 3,353 10,804 44,692 Income (loss) from operations 45,996 6,840 (363) (10,804) 41,669 Other income, net 3,829 — 3 499 4,331 Income (loss) before income taxes $ 49,825 $ 6,840 $ (360) $ (10,305) 46,000 Income tax expense 11,296 Net income $ 34,704 Amortization of intangibles $ — $ 618 $ 114 $ — $ 732 Depreciation 567 1,978 434 4 2,983 Property, plant and equipment additions 1,450 1,717 189 16 3,372 Current assets $ 307,742 $ 42,488 $ 3,900 $ 84,572 $ 438,702 Current liabilities 170,164 29,550 1,317 1,472 202,503 Goodwill 18,476 9,467 90 — 28,033 Total assets 334,593 60,038 7,153 87,703 489,487 Year Ended Power Industrial Telecom January 31, 2022 Services Services Services Other Totals Revenues $ 398,089 $ 97,890 $ 13,391 $ — $ 509,370 Cost of revenues 317,130 81,391 11,117 — 409,638 Gross profit 80,959 16,499 2,274 — 99,732 Selling, general and administrative expenses 28,323 8,167 2,146 8,685 47,321 Impairment loss 7,901 — — — 7,901 Income (loss) from operations 44,735 8,332 128 (8,685) 44,510 Other income, net 2,545 — — 7 2,552 Income (loss) before income taxes $ 47,280 $ 8,332 $ 128 $ (8,678) 47,062 Income tax expense 11,356 Net income $ 35,706 Amortization of intangibles $ 208 $ 662 $ — $ — $ 870 Depreciation 605 2,325 433 4 3,367 Property, plant and equipment additions 713 107 597 5 1,422 Current assets $ 322,448 $ 25,681 $ 2,957 $ 156,198 $ 507,284 Current liabilities 209,829 9,534 1,916 1,748 223,027 Goodwill 18,476 9,467 90 — 28,033 Total assets 345,956 44,002 6,741 156,886 553,585 Year Ended Power Industrial Telecom January 31, 2021 Services Services Services Other Totals Revenues $ 319,353 $ 65,263 $ 7,590 $ — $ 392,206 Cost of revenues 266,993 57,257 5,889 — 330,139 Gross profit 52,360 8,006 1,701 — 62,067 Selling, general and administrative expenses 21,795 7,358 1,987 7,901 39,041 Income (loss) from operations 30,565 648 (286) (7,901) 23,026 Other income, net 1,777 — — 82 1,859 Income (loss) before income taxes $ 32,342 $ 648 $ (286) $ (7,819) 24,885 Income tax expense 1,074 Net income $ 23,811 Amortization of intangibles $ 242 $ 662 $ — $ — $ 904 Depreciation 704 2,592 414 5 3,715 Property, plant and equipment additions 1,043 338 316 — 1,697 Current assets $ 360,552 $ 22,014 $ 1,959 $ 161,695 $ 546,220 Current liabilities 261,030 13,119 953 985 276,087 Goodwill 18,476 9,467 — — 27,943 Total assets 394,014 42,998 3,406 162,212 602,630 |
SUPPLEMENTAL BALANCE SHEET IN_2
SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables) | 12 Months Ended |
Jan. 31, 2023 | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | |
Schedule of other current assets | 2023 2022 Prepaid income taxes and refunds receivable $ 15,327 $ 29,451 Raw materials inventory 11,903 738 Prepaid expenses 4,541 2,954 Other 6,563 1,761 Total other current assets $ 38,334 $ 34,904 |
Schedule of accrued expenses | 2023 2022 Accrued compensation $ 18,286 $ 18,615 Project costs 17,448 19,921 Lease liabilities 1,567 1,367 Other 12,566 13,412 Total accrued expenses $ 49,867 $ 53,315 |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Description of the Business | |||
Revenue recognized | $ 131 | $ 67.4 | |
Retained amounts by project owners | $ 49.1 | $ 40.4 | |
Minimum | |||
Description of the Business | |||
Property, Plant and Equipment, Useful Life | 5 years | ||
Maximum | |||
Description of the Business | |||
Property, Plant and Equipment, Useful Life | 39 years |
VARIABLE INTEREST ENTITY (Detai
VARIABLE INTEREST ENTITY (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Jan. 31, 2023 | Jan. 31, 2022 | |
Variable Interest Entity | |||
Capitalized project development costs | $ 7,900 | ||
Payments of distribution to non-controlling interest | $ 677 | ||
Non-controlling Interests | |||
Variable Interest Entity | |||
Capitalized project development costs | $ 2,500 | ||
GPS | |||
Variable Interest Entity | |||
Gain on settlement of impaired development cost | $ 1,600 | ||
Payments of distribution to non-controlling interest | 700 | ||
Payment of previously written off notes receivables | $ 400 |
REVENUES FROM CONTRACTS WITH _3
REVENUES FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($) $ in Millions | Jan. 31, 2023 | Jan. 31, 2022 |
REVENUES FROM CONTRACTS WITH CUSTOMERS | ||
Amounts of unpriced change orders included in transaction prices | 11.6 | 7.5 |
REVENUES FROM CONTRACTS WITH _4
REVENUES FROM CONTRACTS WITH CUSTOMERS - Remaining Unsatisfied Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-02-01 - USD ($) $ in Millions | Jan. 31, 2023 | Oct. 31, 2022 |
REVENUES FROM CONTRACTS WITH CUSTOMERS | ||
Contract backlog amount | $ 0.8 | |
Contract backlog (as percent) | 54% | |
Performance period | 3 years |
REVENUES FROM CONTRACTS WITH _5
REVENUES FROM CONTRACTS WITH CUSTOMERS - Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Disaggregation of Revenues | |||
Totals | $ 455,040 | $ 509,370 | $ 392,206 |
United States | |||
Disaggregation of Revenues | |||
Totals | 328,850 | 456,211 | 340,615 |
Republic of Ireland | |||
Disaggregation of Revenues | |||
Totals | 68,242 | 35,044 | 13,638 |
United Kingdom | |||
Disaggregation of Revenues | |||
Totals | $ 57,948 | 17,521 | 37,836 |
Other | |||
Disaggregation of Revenues | |||
Totals | $ 594 | $ 117 |
CASH, CASH EQUIVALENTS AND SH_2
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (Details) - Held-to-maturity Securities - USD ($) $ in Millions | 24 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
Cash and Cash Equivalents | ||
Maturity period | 1 year | |
Weighted average annual interest rates of CDs (as a percent) | 2.50% | 0.10% |
Reimbursement Payments | $ 2.8 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 31, 2022 | Jan. 31, 2023 | |
ACCOUNTS RECEIVABLE | ||
Provision for credit losses | $ 2.4 | |
Allowance for uncollectible accounts | $ 2.4 | $ 1.9 |
PURCHASED INTANGIBLE ASSETS - C
PURCHASED INTANGIBLE ASSETS - Changes in the Balances of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2022 | Jan. 31, 2023 | |
Change in goodwill | ||
Goodwill, Beginning Balance | $ 27,943 | |
Impairment loss | (7,901) | |
Acquisition of LTI | 90 | |
Goodwill, Ending Balance | 28,033 | |
Components of goodwill | ||
Goodwill | $ 36,980 | |
Accumulated impairment losses | (8,947) | |
Goodwill, net | 28,033 | 28,033 |
Power Industry Services [Member] | ||
Change in goodwill | ||
Goodwill, Beginning Balance | 18,476 | |
Impairment loss | (7,901) | |
Goodwill, Ending Balance | 18,476 | |
Components of goodwill | ||
Goodwill | 22,525 | |
Accumulated impairment losses | (4,049) | |
Goodwill, net | 18,476 | 18,476 |
Industrial Services | ||
Change in goodwill | ||
Goodwill, Beginning Balance | 9,467 | |
Goodwill, Ending Balance | 9,467 | |
Components of goodwill | ||
Goodwill | 14,365 | |
Accumulated impairment losses | (4,898) | |
Goodwill, net | 9,467 | 9,467 |
Telecommunications Infrastructure Services [Member] | ||
Change in goodwill | ||
Acquisition of LTI | 90 | |
Goodwill, Ending Balance | 90 | |
Components of goodwill | ||
Goodwill | 90 | |
Goodwill, net | $ 90 | $ 90 |
PURCHASED INTANGIBLE ASSETS -_2
PURCHASED INTANGIBLE ASSETS - Components of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amounts | $ 7,426 | $ 11,050 |
Accumulated Amortization | 4,817 | 7,728 |
Net Amounts | $ 2,609 | 3,322 |
Trade Name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life (in years) | 15 years | |
Gross Amounts | $ 4,499 | 8,142 |
Accumulated Amortization | 2,150 | 5,492 |
Net Amounts | $ 2,349 | 2,650 |
Process certifications | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life (in years) | 7 years | |
Gross Amounts | $ 1,897 | 1,897 |
Accumulated Amortization | $ 1,897 | 1,671 |
Net Amounts | 226 | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life (in years) | 10 years | |
Gross Amounts | $ 916 | 916 |
Accumulated Amortization | 656 | 565 |
Net Amounts | $ 260 | 351 |
Customer Contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life (in years) | 1 year | |
Gross Amounts | $ 114 | 95 |
Accumulated Amortization | $ 114 | |
Net Amounts | $ 95 |
PURCHASED INTANGIBLE ASSETS - F
PURCHASED INTANGIBLE ASSETS - Finite Lived Intangible Future Amortization Schedule (Details) - USD ($) $ in Thousands | Jan. 31, 2023 | Jan. 31, 2022 |
PURCHASED INTANGIBLE ASSETS | ||
2024 | $ 391 | |
2025 | 392 | |
2026 | 376 | |
2027 | 300 | |
2028 | 300 | |
Thereafter | 850 | |
Net Amounts | $ 2,609 | $ 3,322 |
PURCHASED INTANGIBLE ASSETS - A
PURCHASED INTANGIBLE ASSETS - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Indefinite-Lived Intangible Assets | |||
Goodwill allocated for income tax reporting purposes | $ 16,500 | ||
Period of amortization of goodwill for income tax purpose | 15 years | ||
Goodwill Impairment Loss | $ 0 | ||
Payment for acquisition | $ 600 | ||
Intangible Assets, Net (Excluding Goodwill) | 2,609 | 3,322 | |
Additions to other intangible assets | 0 | 0 | |
Additions to impairment losses | $ 0 | 0 | $ 0 |
LTI | |||
Indefinite-Lived Intangible Assets | |||
Payment for acquisition | $ 600 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jan. 31, 2023 | Jan. 31, 2022 |
Property, plant and equipment, net | ||
Property and equipment, gross | $ 31,682 | $ 31,445 |
Less - accumulated depreciation | 21,252 | 20,985 |
Property, plant and equipment, net | 10,430 | 10,460 |
Land and improvements | ||
Property, plant and equipment, net | ||
Property and equipment, gross | 863 | 863 |
Building and improvements | ||
Property, plant and equipment, net | ||
Property and equipment, gross | 7,558 | 5,763 |
Furniture, machinery and equipment | ||
Property, plant and equipment, net | ||
Property and equipment, gross | 17,219 | 18,924 |
Trucks, trailers and other vehicles | ||
Property, plant and equipment, net | ||
Property and equipment, gross | $ 6,042 | $ 5,895 |
PROPERTY, PLANT AND EQUIPMENT_4
PROPERTY, PLANT AND EQUIPMENT, NET - Summary of Property, Plant and Equipment by Geographic Area (Details) - USD ($) $ in Thousands | Jan. 31, 2023 | Jan. 31, 2022 |
Property, plant and equipment, net | ||
Property, Plant and Equipment, Net | $ 10,430 | $ 10,460 |
United States | ||
Property, plant and equipment, net | ||
Property, Plant and Equipment, Net | 8,522 | 9,495 |
Republic of Ireland | ||
Property, plant and equipment, net | ||
Property, Plant and Equipment, Net | 1,614 | 647 |
United Kingdom | ||
Property, plant and equipment, net | ||
Property, Plant and Equipment, Net | $ 294 | $ 318 |
PROPERTY, PLANT AND EQUIPMENT_5
PROPERTY, PLANT AND EQUIPMENT, NET - Depreciation Expense and Cost of Maintenance and Repairs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |||
Depreciation | $ 2,983 | $ 3,367 | $ 3,715 |
Costs of maintenance and repairs | $ 2,400 | $ 2,100 | $ 1,900 |
FINANCING ARRANGEMENTS (Details
FINANCING ARRANGEMENTS (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Mar. 06, 2023 | Apr. 30, 2021 | Jan. 31, 2021 | Jan. 31, 2023 | |
Revolving Credit Facility | ||||
Financing Arrangements | ||||
Additional commitment amount | $ 10 | |||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||
Financing Arrangements | ||||
Variable rate | 30-day LIBOR | |||
Interest rate margin on referred rate | 1.60% | 2% | ||
Revolving Credit Facility | Expires on May 31, 2024 | ||||
Financing Arrangements | ||||
Borrowing available under financing arrangements | $ 50 | |||
Letter of Credit | ||||
Financing Arrangements | ||||
Letters of credit outstanding amount | $ 8.8 | |||
Subsequent Events | London Interbank Offered Rate (LIBOR) | ||||
Financing Arrangements | ||||
Interest rate margin on referred rate | 1.60% |
COMMITMENTS - Leases (Details)
COMMITMENTS - Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Operating leases, options to extend | true | ||
Operating leases, options to terminate | true | ||
Operating lease, right-of-use assets | $ 4,800 | $ 3,600 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Operating Lease Right Of Use Asset, and Other Assets | Operating Lease Right Of Use Asset, and Other Assets | |
Operating lease expense | $ 2,554 | $ 3,391 | $ 1,820 |
Operating lease payments | $ 2,600 | $ 3,300 | 2,000 |
Weighted average lease term | 58 months | 46 months | |
Weighted average discount rate | 3.70% | 2.50% | |
Future minimum lease payment | $ 3,700 | $ 3,500 | 3,000 |
Annual rental rate | 1,653 | ||
Unsatisfied bonded performance obligations | 600 | ||
Company's expense for defined contribution savings plans | $ 2,700 | 2,300 | 1,900 |
Minimum | |||
Deferred period | 4 years | ||
Maximum | |||
Deferred period | 7 years | ||
GPS | Financial guarantee | |||
Guarantor obligation maximum exposure | $ 3,600 | ||
Costs of Revenues [Member] | |||
Short-term rentals expense | $ 11,300 | $ 9,600 | $ 6,100 |
COMMITMENTS - Future minimum le
COMMITMENTS - Future minimum lease payments (Details) $ in Thousands | Jan. 31, 2023 USD ($) |
Operating Leases | |
2024 | $ 1,653 |
2025 | 1,205 |
2026 | 999 |
2027 | 231 |
2028 | 213 |
Thereafter | 816 |
Total lease payments | 5,117 |
Less interest portion | 335 |
Present value of lease payments | 4,782 |
Less current portion (included in accrued expenses) | $ 1,567 |
Less current portion (included in accrued expenses) | Accrued expenses |
Non-current portion (included in noncurrent liabilities) | $ 3,215 |
Non-current portion (included in noncurrent liabilities) | Noncurrent liabilities |
COMMITMENTS - Warranties (Detai
COMMITMENTS - Warranties (Details) | 12 Months Ended |
Jan. 31, 2023 | |
Minimum [Member] | |
Warranty period | P9M |
Maximum [Member] | |
Warranty period | twenty-four months |
LEGAL CONTINGENCIES (Details)
LEGAL CONTINGENCIES (Details) $ in Millions | 1 Months Ended |
Sep. 30, 2021 USD ($) | |
GPS | |
Loss Contingencies | |
Payments for legal settlements | $ 27.5 |
STOCK-BASED COMPENSATION - Summ
STOCK-BASED COMPENSATION - Summary of Activity under Company's Stock Option Plans (Details) - $ / shares shares in Thousands | 12 Months Ended | |||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2020 | |
STOCK-BASED COMPENSATION | ||||
Shares, Outstanding, Beginning balance | 1,405 | 1,405 | 1,271 | |
Shares, Granted | 73 | 67 | 242 | |
Shares, Exercised | (2) | (42) | (68) | |
Shares, Forfeited | (36) | (25) | (40) | |
Shares, Outstanding, Ending balance | 1,440 | 1,405 | 1,405 | 1,271 |
Shares, Exercisable | 1,246 | 1,110 | ||
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 44.35 | $ 44.17 | $ 44.83 | |
Weighted Average Exercise Price, Granted | 36.27 | 45.47 | 37.26 | |
Weighted Average Exercise Price, Exercised | 32.68 | 34.01 | 24.17 | |
Weighted Average Exercise Price, Forfeited | 48.70 | 54.28 | 57.44 | |
Weighted Average Exercise Price, Outstanding, Ending balance | 43.84 | 44.35 | $ 44.17 | $ 44.83 |
Weighted Average Exercise Price, Exercisable | $ 44.62 | $ 45.19 | ||
Weighted Average Remaining Term (Years), Outstanding | 5 years 5 months 15 days | 6 years 2 months 1 day | 6 years 10 months 24 days | 7 years 2 months 4 days |
Weighted Average Remaining Term (Years), Exercisable | 4 years 11 months 26 days | 5 years 6 months 21 days | ||
Weighted Average Fair Value, Outstanding | $ 10.11 | $ 10.31 | $ 10.39 | $ 11.06 |
Weighted Average Fair Value, Exercisable | $ 10.56 | $ 10.98 |
STOCK-BASED COMPENSATION - Su_2
STOCK-BASED COMPENSATION - Summary of Change in Number of Non-Vested Options to Purchase Shares of Common Stock (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
STOCK-BASED COMPENSATION | |||
Shares, Non-vested, Beginning balance | 295 | 467 | 448 |
Shares, Granted | 73 | 67 | 242 |
Shares, Vested | (174) | (231) | (207) |
Shares, Forfeitures | (8) | (16) | |
Shares, Non-vested, Ending balance | 194 | 295 | 467 |
Shares, Non-vested | 194 | 295 | 467 |
Weighted Average Fair Value, Non-vested, Beginning balance | $ 7.80 | $ 8.01 | $ 9.74 |
Weighted Average Fair Value, Granted | 7.19 | 8.54 | 6.53 |
Weighted Average Fair Value, Vested | 8.15 | 8.46 | 9.98 |
Weighted Average Fair Value, Forfeitures | 5.68 | 7.05 | 8.52 |
Weighted Average Fair Value, Non-vested, Ending balance | 7.27 | 7.80 | 8.01 |
Weighted Average Fair Value, Non-vested | $ 7.27 | $ 7.80 | $ 8.01 |
STOCK-BASED COMPENSATION - Su_3
STOCK-BASED COMPENSATION - Summary of Change in restricted stock units (Details) - Restricted Stock Units - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Outstanding, Beginning balance (in shares) | 222 | 117 | 72 |
Awarded (in shares) | 147 | 145 | 45 |
Issued (in shares) | (37) | ||
Issued (in shares) | (40) | ||
Forfeited (in shares) | (22) | ||
Outstanding, Ending balance (in shares) | 310 | 222 | 117 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Outstanding, Beginning balance Fair value (Per share) | $ 31.48 | $ 17.71 | $ 19.44 |
Awarded, Fair value (Per share) | 29.26 | 39.52 | 14.95 |
Issued, Fair value (Per share) | 23.44 | 20.64 | |
Forfeited (Per share) | 22.88 | ||
Outstanding, Ending balance Fair value (Per share) | $ 30.80 | $ 31.48 | $ 17.71 |
STOCK-BASED COMPENSATION - Addi
STOCK-BASED COMPENSATION - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Cash dividends deemed paid on shares | 2,621,000 | 4,471 | ||
Percentage Reduction In The Aggregate Fair Value Of Stock Option | 88.50% | |||
Stock compensation expense | $ 3,958 | $ 3,459 | $ 2,938 | |
Unrecognized compensation cost | $ 6,700 | |||
Compensation expense recognize, period | 3 years | |||
Intrinsic value of outstanding stock options | $ 3,300 | |||
Intrinsic value of exercisable stock options | $ 2,700 | |||
Period used for calculations | 5 years | |||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Period used for calculations | 3 years | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Period used for calculations | 5 years | |||
2020 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Number of shares of common stock reserved for issuance | 500,000 | |||
Stock Options Plans [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Initial vesting percentage | 33.33% | |||
Period to become exercisable | 3 years | |||
Number of shares of common stock available for award | 188,879 | |||
Number of shares of common stock reserved for issuance | 1,938,219 | |||
Intrinsic value of the stock options exercised | $ 600 | $ 1,500 | ||
Performance-based restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
The number of shares issuable under restricted stock units awarded during the period | 52,000,000 | 49,000,000 | ||
ISOs/NSOs | Stock Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Incentive stock option award maximum expiration period | 10 years | |||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Awarded (in shares) | 147,000 | 145,000 | 45,000 | |
Incentive stock option award maximum expiration period | 3 years | |||
Number of shares earned and issue under the restricted stock unit | 40,000 | |||
Vested | 37,000 | |||
Renewable Performance-Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
The number of shares issuable under restricted stock units awarded during the period | 7,500,000 | 10,000,000 | ||
Time Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
The number of shares issuable under restricted stock units awarded during the period | 84,750,000 | 82,250,000 | ||
Senior executives | Performance-based restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
The number of shares issuable under restricted stock units awarded during the period | 45,000,000 | |||
Senior executives | Performance-based restricted stock units | Stock Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Period to become exercisable | 3 years | |||
Percentage of the maximum shares for the target number of shares awarded | 50% |
INCOME TAXES - Components of Co
INCOME TAXES - Components of Company's Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Current: | |||
Federal | $ 12,776 | $ 10,921 | $ (6,805) |
State | 1,012 | 643 | 83 |
Foreign | 740 | 151 | |
Total | 14,528 | 11,564 | (6,571) |
Deferred: | |||
Federal | (803) | (341) | 7,732 |
State | 23 | 133 | (75) |
Foreign | (2,452) | (12) | |
Total | (3,232) | (208) | 7,645 |
Income tax expense | $ 11,296 | $ 11,356 | $ 1,074 |
INCOME TAXES - Income Tax Expen
INCOME TAXES - Income Tax Expense Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
INCOME TAXES | |||
Federal corporate income tax rate (as percent) | 21% | 21% | 21% |
Computed expected income tax expense | $ 9,660 | $ 9,883 | $ 5,226 |
State income taxes, net of federal tax effect | 860 | 614 | 7 |
Research and development credits adjustment (see discussion below) | 6,181 | ||
Recognition of research and development credit benefits (see discussion below) | (3,430) | ||
Recognition of foreign net operating loss benefits (see discussion below) | (2,574) | ||
Excess executive compensation | 1,397 | 1,296 | 420 |
Bad debt loss | (167) | 425 | (160) |
Foreign tax rate differential | (441) | (352) | (173) |
Net operating loss carryback benefit (see discussion below) | (4,392) | ||
Other permanent differences and adjustments, net | (190) | (510) | 146 |
Income tax expense | 11,296 | 11,356 | 1,074 |
Net operating loss carryback benefit | 4,400 | ||
Deferred tax valuation allowance | 9,740 | 12,404 | |
Foreign income tax expense | 740 | 151 | |
Deferred tax assets | 7,900 | ||
Contract Assets | 4,400 | ||
Development Tax Credit | 2,400 | ||
Uncertain Income Tax Return | 2,900 | $ 4,900 | $ 4,900 |
Increase in deferred tax valuation allowance | $ 2,600 |
INCOME TAXES - Net Operating Lo
INCOME TAXES - Net Operating Loss Carryback (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
INCOME TAXES | ||
Increase in loss carryback period for certain losses | 5 years | |
Net operating loss carry forward | $ 5.5 | |
Domestic net operating loss carryback | $ 39.5 | |
Income tax receivable | 12.7 | |
Amount of rate difference tax benefit | $ 4.4 |
INCOME TAXES - Research and Dev
INCOME TAXES - Research and Development Tax Credits (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
May 31, 2022 | Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2020 | |
INCOME TAXES | ||||
Prior period for identify and quantify the amounts of research and development credits | 3 years | |||
Research and development tax credit benefit | $ 16,600 | |||
Adjustment made to income tax benefit recognized related to research and development credits | $ 400 | |||
Federal research and development tax credits | $ 5,800 | |||
Income tax expense (benefits) associated with research and development activities | (3,430) | |||
Unrecognized income tax benefits related to research and development credits | 5,000 | |||
Settlement offer from the IRS | $ 7,900 | |||
Unfavorable tax expense adjustment | 6,200 | |||
Income tax refunds and prepaid income taxes | $ 15,327 | $ 29,451 |
INCOME TAXES - Schedule of Tax
INCOME TAXES - Schedule of Tax Effects of Temporary Differences that Gave Rise to Deferred Tax Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Assets: | |||
Net operating loss carryforwards | $ 13,964 | $ 14,360 | |
Stock awards | 2,726 | 2,325 | |
Accrued expenses | 1,480 | 515 | |
Lease liabilities | 1,189 | 772 | |
Research and development costs deferral | 1,015 | ||
Research and development credit carryforwards | 269 | 269 | |
Other | 337 | 1,332 | |
Total Assets | 20,980 | 19,573 | |
Liabilities: | |||
Purchased intangibles | (3,674) | (3,533) | |
Construction contracts | (1,229) | (1,034) | |
Property and equipment | (1,033) | (1,334) | |
Right-of-use assets | (1,184) | (768) | |
Other | (431) | (43) | |
Total Liabilities | (7,551) | (6,712) | |
Valuation allowances | (9,740) | (12,404) | |
Deferred tax assets, net | 3,689 | 457 | |
Net operating losses | 5,500 | ||
Income tax expense | $ (11,296) | $ (11,356) | $ (1,074) |
INCOME TAXES - Solar Energy Pro
INCOME TAXES - Solar Energy Projects And Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Net Investment Income [Line Items] | |||
Payment for equity method investment | $ 5,016 | $ 1,333 | |
Investment tax credits | 4,500 | 1,100 | |
Remaining cash investment commitments | $ 0 | ||
Loss of investment | $ 1,113 | (466) | |
Expected life of investment | 6 years | ||
Cash paid for income taxes | $ 6,700 | 14,000 | 5,500 |
Cash received from income tax refunds | 300 | 200 | $ 1,000 |
Investment account balances | 1,200 | 200 | |
Other income (expense) | |||
Net Investment Income [Line Items] | |||
Loss of investment | $ 1,100 | $ (400) |
NET INCOME PER SHARE ATTRIBUT_3
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN | |||
Net income | $ 33,098 | $ 38,244 | $ 23,851 |
Weighted average number of shares outstanding - basic | 14,083 | 15,715 | 15,668 |
Effects of stock awards | 93 | 198 | 157 |
Weighted average number of shares outstanding - diluted | 14,176 | 15,913 | 15,825 |
Basic (in dollars per share) | $ 2.35 | $ 2.43 | $ 1.52 |
Diluted (in dollars per share) | $ 2.33 | $ 2.40 | $ 1.51 |
NET INCOME PER SHARE ATTRIBUT_4
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN - Additional information (Details) - shares | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
NET INCOME PER SHARE ATTRIBUTABLE TO THE STOCKHOLDERS OF ARGAN | |||
Antidilutive common stock | 978,834 | 570,167 | 638,001 |
CASH DIVIDENDS AND COMMON STO_2
CASH DIVIDENDS AND COMMON STOCK REPURCHASES (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Apr. 11, 2023 | Dec. 31, 2020 | Jul. 31, 2020 | Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Regular cash dividend declared per common stock | $ 1 | $ 1 | $ 3 | |||
Common stock repurchases (in shares) | 1,855,714 | 527,752 | ||||
Common stock repurchased | $ 68,236 | $ 20,372 | ||||
Share price | $ 36.77 | $ 38.60 | ||||
Special cash dividend paid per common stock | $ 1 | $ 1 | ||||
Regular cash dividend paid per common stock | $ 0.25 | $ 0.25 | $ 0.25 | |||
Subsequent Events | ||||||
Common stock repurchases (in shares) | 75,755 | |||||
Common stock repurchased | $ 3,000 | |||||
Share price | $ 39.60 |
CUSTOMER CONCENTRATIONS (Detail
CUSTOMER CONCENTRATIONS (Details) - customer | 12 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Jan. 31, 2021 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||
Customer Concentrations | |||
Number of customers | 3 | 3 | |
Customer Concentration Risk [Member] | Contract Asset | |||
Customer Concentrations | |||
Number of customers | 1 | 2 | |
Customer Concentration Risk [Member] | Major Customer One [Member] | Accounts Receivable [Member] | |||
Customer Concentrations | |||
Percentage of major customers or segments | 36% | 22% | |
Customer Concentration Risk [Member] | Major Customer One [Member] | Contract Asset | |||
Customer Concentrations | |||
Percentage of major customers or segments | 70% | 31% | |
Customer Concentration Risk [Member] | Major Customer Two [Member] | Accounts Receivable [Member] | |||
Customer Concentrations | |||
Percentage of major customers or segments | 12% | 15% | |
Customer Concentration Risk [Member] | Major Customer Two [Member] | Contract Asset | |||
Customer Concentrations | |||
Percentage of major customers or segments | 13% | ||
Customer Concentration Risk [Member] | Major Customer Three [Member] | Accounts Receivable [Member] | |||
Customer Concentrations | |||
Percentage of major customers or segments | 12% | 12% | |
Power Industry Services [Member] | Product Concentration Risk [Member] | Revenue [Member] | |||
Customer Concentrations | |||
Percentage of major customers or segments | 76% | 78% | 81% |
Power Industry Services [Member] | Customer Concentration Risk [Member] | Revenue [Member] | |||
Customer Concentrations | |||
Number of customers | 2 | 1 | 1 |
Power Industry Services [Member] | Customer Concentration Risk [Member] | Major Customer One [Member] | Revenue [Member] | |||
Customer Concentrations | |||
Percentage of major customers or segments | 38% | 57% | 67% |
Power Industry Services [Member] | Customer Concentration Risk [Member] | Major Customer Two [Member] | Revenue [Member] | |||
Customer Concentrations | |||
Percentage of major customers or segments | 12% | ||
Industry services | Product Concentration Risk [Member] | Revenue [Member] | |||
Customer Concentrations | |||
Percentage of major customers or segments | 20% | 19% | 17% |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 USD ($) item | Jan. 31, 2022 USD ($) | Jan. 31, 2021 USD ($) | |
Segment Reporting Information | |||
Operating segment | item | 1 | ||
Revenues | $ 455,040 | $ 509,370 | $ 392,206 |
Cost of revenues | 368,679 | 409,638 | 330,139 |
Gross profit | 86,361 | 99,732 | 62,067 |
Selling, general and administrative expenses | 44,692 | 47,321 | 39,041 |
Impairment loss | 7,901 | ||
Income (loss) from operations | 41,669 | 44,510 | 23,026 |
Other income, net | 4,331 | 2,552 | 1,859 |
Income (loss) before income taxes | 46,000 | 47,062 | 24,885 |
Income tax expense | (11,296) | (11,356) | (1,074) |
Net income | 34,704 | 35,706 | 23,811 |
Amortization of intangibles | 732 | 870 | 904 |
Depreciation | 2,983 | 3,367 | 3,715 |
Property, plant and equipment additions | 3,372 | 1,422 | 1,697 |
Current assets | 438,702 | 507,284 | 546,220 |
Current liabilities | 202,503 | 223,027 | 276,087 |
Goodwill | 28,033 | 28,033 | 27,943 |
Total assets | 489,487 | 553,585 | 602,630 |
Other [Member] | |||
Segment Reporting Information | |||
Selling, general and administrative expenses | 10,804 | 8,685 | 7,901 |
Income (loss) from operations | (10,804) | (8,685) | (7,901) |
Other income, net | 499 | 7 | 82 |
Income (loss) before income taxes | (10,305) | (8,678) | (7,819) |
Depreciation | 4 | 4 | 5 |
Property, plant and equipment additions | 16 | 5 | |
Current assets | 84,572 | 156,198 | 161,695 |
Current liabilities | 1,472 | 1,748 | 985 |
Total assets | 87,703 | 156,886 | 162,212 |
Intercompany Eliminations | |||
Segment Reporting Information | |||
Revenues | 600 | 2,800 | 4,300 |
Power Industry Services [Member] | |||
Segment Reporting Information | |||
Revenues | 346,033 | 398,089 | 319,353 |
Cost of revenues | 277,402 | 317,130 | 266,993 |
Gross profit | 68,631 | 80,959 | 52,360 |
Selling, general and administrative expenses | 22,635 | 28,323 | 21,795 |
Impairment loss | 7,901 | ||
Income (loss) from operations | 45,996 | 44,735 | 30,565 |
Other income, net | 3,829 | 2,545 | 1,777 |
Income (loss) before income taxes | 49,825 | 47,280 | 32,342 |
Amortization of intangibles | 208 | 242 | |
Depreciation | 567 | 605 | 704 |
Property, plant and equipment additions | 1,450 | 713 | 1,043 |
Current assets | 307,742 | 322,448 | 360,552 |
Current liabilities | 170,164 | 209,829 | 261,030 |
Goodwill | 18,476 | 18,476 | 18,476 |
Total assets | 334,593 | 345,956 | 394,014 |
Industrial Services | |||
Segment Reporting Information | |||
Revenues | 92,774 | 97,890 | 65,263 |
Cost of revenues | 78,034 | 81,391 | 57,257 |
Gross profit | 14,740 | 16,499 | 8,006 |
Selling, general and administrative expenses | 7,900 | 8,167 | 7,358 |
Income (loss) from operations | 6,840 | 8,332 | 648 |
Income (loss) before income taxes | 6,840 | 8,332 | 648 |
Amortization of intangibles | 618 | 662 | 662 |
Depreciation | 1,978 | 2,325 | 2,592 |
Property, plant and equipment additions | 1,717 | 107 | 338 |
Current assets | 42,488 | 25,681 | 22,014 |
Current liabilities | 29,550 | 9,534 | 13,119 |
Goodwill | 9,467 | 9,467 | 9,467 |
Total assets | 60,038 | 44,002 | 42,998 |
Telecommunications Infrastructure Services [Member] | |||
Segment Reporting Information | |||
Revenues | 16,233 | 13,391 | 7,590 |
Cost of revenues | 13,243 | 11,117 | 5,889 |
Gross profit | 2,990 | 2,274 | 1,701 |
Selling, general and administrative expenses | 3,353 | 2,146 | 1,987 |
Income (loss) from operations | (363) | 128 | (286) |
Other income, net | 3 | ||
Income (loss) before income taxes | (360) | 128 | (286) |
Amortization of intangibles | 114 | ||
Depreciation | 434 | 433 | 414 |
Property, plant and equipment additions | 189 | 597 | 316 |
Current assets | 3,900 | 2,957 | 1,959 |
Current liabilities | 1,317 | 1,916 | 953 |
Goodwill | 90 | 90 | |
Total assets | $ 7,153 | $ 6,741 | $ 3,406 |
SUPPLEMENTAL BALANCE SHEET IN_3
SUPPLEMENTAL BALANCE SHEET INFORMATION - Other Current Assets (Details) - USD ($) $ in Thousands | Jan. 31, 2023 | Jan. 31, 2022 |
SUPPLEMENTAL BALANCE SHEET INFORMATION | ||
Prepaid income taxes and refunds receivable | $ 15,327 | $ 29,451 |
Raw materials inventory | 11,903 | 738 |
Prepaid expenses | 4,541 | 2,954 |
Other | 6,563 | 1,761 |
Total other current assets | $ 38,334 | $ 34,904 |
SUPPLEMENTAL BALANCE SHEET IN_4
SUPPLEMENTAL BALANCE SHEET INFORMATION - Accrued Expenses (Details) - USD ($) $ in Thousands | Jan. 31, 2023 | Jan. 31, 2022 |
SUPPLEMENTAL BALANCE SHEET INFORMATION | ||
Accrued compensation | $ 18,286 | $ 18,615 |
Project costs | 17,448 | 19,921 |
Lease liabilities | 1,567 | 1,367 |
Other | 12,566 | 13,412 |
Total accrued expenses | $ 49,867 | $ 53,315 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Apr. 11, 2023 | Mar. 07, 2023 | Mar. 06, 2023 | Jan. 31, 2023 | Jan. 31, 2022 | Apr. 10, 2023 | |
SUBSEQUENT EVENT | ||||||
Common stock repurchases (in shares) | 1,855,714 | 527,752 | ||||
Common stock repurchased | $ 68,236 | $ 20,372 | ||||
Share price | $ 36.77 | $ 38.60 | ||||
Subsequent Events | ||||||
SUBSEQUENT EVENT | ||||||
Common stock repurchases (in shares) | 75,755 | |||||
Common stock repurchased | $ 3,000 | |||||
Share price | $ 39.60 | |||||
Dividends payable amount per share | $ 0.25 | |||||
Subsequent Events | Second Amendment to Credit Agreement [Member] | ||||||
SUBSEQUENT EVENT | ||||||
Unrecovered fraudulent wire transfer expense before tax | $ 3,000 | |||||
Insurance claim recoverable | $ 200 | |||||
Subsequent Events | London Interbank Offered Rate (LIBOR) | ||||||
SUBSEQUENT EVENT | ||||||
Interest rate margin on referred rate | 1.60% | |||||
Subsequent Events | Secured Overnight Financing Rate (SOFR) | ||||||
SUBSEQUENT EVENT | ||||||
Interest rate margin on referred rate | 1.60% |