[X] | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
[ ] | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
Explanatory Note
As previously disclosed in Energy Services of America Corporation’s (the “Company”) Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on June 26, 2020, in accordance with the SEC’s Order under Section 36 of the Securities Exchange Act of 1934 Modifying Exemptions From the Reporting and Proxy Delivery Requirements for Public Companies dated March 25, 2020 (Release No. 34-88465) (the “Order”), the Company who is the plan sponsor of the Energy Services of America 401(k) Retirement Savings Plan (the “Plan”), disclosed that the Plan relied on the relief provided by the Order to extend the filing deadline of the Plan’s Annual Report on Form 11-K for the plan year ended December 31, 2019 (the “Form 11-K”). The operations and business of the Company experienced significant disruptions due to the unprecedented conditions surrounding the COVID-19 pandemic. Specifically, the Plan relied on the Order due to limited availability of key Company personnel to prepare and review the Form 11-K by the original June 29, 2020 deadline.
Page | |
Independent Auditor’s Report | 1-2 |
Financial Statements | |
Statements of Net Assets Available for Benefit | 3 |
Statement of Changes in Net Assets Available for Benefits | 4 |
Notes to Financial Statements | 5-14 |
Supplemental Schedules | |
Schedule H, Line 4i - Schedule of Assets (Held at End of Year) | 16 |
Schedule H, Line 4a - Schedule of Delinquent Participant Contributions | 17 |
actcpas.com 101 Washington Street East P.O. Box 2629 Charleston, WV 25329 304.346.0441 office│ 304.346.8333 fax 800.642.3601 |
ENERGY SERVICES OF AMERICA STAFF 401(K) RETIREMENT SAVINGS PLAN | ||||||||
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS | ||||||||
DECEMBER 31, 2019 AND 2018 | ||||||||
2019 | 2018 | |||||||
Assets | ||||||||
Investments, at fair value | $ | 6,289,175 | $ | 5,236,966 | ||||
Contributions receivable: | ||||||||
Employee contributions receivable | 5,653 | 4,394 | ||||||
Employer contributions receivable | 2,983 | 2,532 | ||||||
Notes receivable from participants | 146,743 | 124,820 | ||||||
Non-interest bearing cash | 9,646 | 10,980 | ||||||
Total assets | 6,454,200 | 5,379,692 | ||||||
Liabilities | ||||||||
Excess contributions payable | 7,409 | 3,178 | ||||||
Total liabilities | 7,409 | 3,178 | ||||||
Net assets available for benefits | $ | 6,446,791 | $ | 5,376,514 |
ENERGY SERVICES OF AMERICA STAFF 401(K) RETIREMENT SAVINGS PLAN |
STATEMENT OF CHANGES IN NET ASSETS |
AVAILABLE FOR BENEFITS |
YEAR ENDED DECEMBER 31, 2019 |
Change in net assets available for benefits attributed to: | ||||
Investment activities: | ||||
Net appreciation in fair value of investments | $ | 573,270 | ||
Interest and dividends | 117,526 | |||
Net income from investment activities | 690,796 | |||
Interest income on notes receivable from participants | 8,111 | |||
Additions: | ||||
Employee contributions, including rollovers | 505,802 | |||
Employer contributions | 265,197 | |||
Total additions | 770,999 | |||
Deductions: | ||||
Distributions to participants or beneficiaries | 396,951 | |||
Fees and expenses | 2,678 | |||
Total deductions | 399,629 | |||
Change in net assets available for benefits during the year | 1,070,277 | |||
Net assets available for benefits, beginning of year | 5,376,514 | |||
Net assets available for benefits, end of year | $ | 6,446,791 |
Level 1 | Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access. |
Level 2 | Inputs to the valuation methodology include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; inputs other than quoted prices that are observable for the asset or liability; inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability. |
Level 3 | Inputs to the valuation methodology are unobservable and significant to the fair value measurement. |
Fair Value at December 31, 2019 | |||||||
Level 1 | Level 2 | Level 3 | Total | ||||
Investments in the fair value hierarchy | |||||||
Mutual funds | $ 4,780,624 | $ - | $ - | $ 4,780,624 | |||
Company common stock | 508,479 | - | - | 508,479 | |||
Money market fund | 13,560 | - | - | 13,560 | |||
5,302,663 | - | - | 5,302,663 | ||||
Investments measured at net asset value (a) | |||||||
Collective investment trust | - | - | - | 986,512 | |||
- | - | - | 986,512 | ||||
Investments at fair value | $ 5,302,663 | $ - | $ - | $ 6,289,175 |
Fair Value at December 31, 2018 | |||||||
Level 1 | Level 2 | Level 3 | Total | ||||
Investments in the fair value hierarchy | |||||||
Mutual funds | $ 3,552,652 | $ - | $ - | $ 3,552,652 | |||
Company common stock | 575,619 | - | - | 575,619 | |||
Money market fund | 17,144 | - | - | 17,144 | |||
4,145,415 | - | - | 4,145,415 | ||||
Investments measured at net asset value (a) | |||||||
Collective investment trust | - | - | - | 1,091,551 | |||
- | - | - | 1,091,551 | ||||
Investments at fair value | $ 4,145,415 | $ - | $ - | $ 5,236,966 |
(a) | In accordance with Subtopic 820-10, certain investments that were measured at net asset value per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the statement of net assets available for benefits. |
Redemption | |||||||
Frequency | Redemption | ||||||
Unfunded | (If Currently | Notice | |||||
Fair Value | Commitments | Eligible) | Period | ||||
2019 | 2018 | 2019 and 2018 | |||||
Collective investment trust- | |||||||
stable value fund | $ 986,512 | $ 1,091,551 | n/a | Daily | 12 months |
(a) | (b) Identity of issue, borrower, lessor, or similar party | (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value | (d) Cost | (e) Current Value |
Mutual Funds | ||||
DFA | U.S. Targeted Value Portfolio Institutional Class | ** | $ 76,200 | |
The Hartford | MidCap Fund Class R6 | ** | 203,259 | |
T. Rowe Price | U.S. Small-Cap Growth Equity Fund | ** | 287,463 | |
Vanguard | Mid-Cap Value Index Fund Admiral Shares | ** | 189,469 | |
Vanguard | Mid-Cap Index Fund Admiral Shares | ** | 92,210 | |
Vanguard | Growth Index Fund Admiral Shares | ** | 798,741 | |
Vanguard | Small-Cap Index Fund Admiral Shares | ** | 85,929 | |
Vanguard | 500 Index Fund Admiral Class | ** | 288,811 | |
Vanguard | High Dividend Yield Index Fund Admiral | ** | 225,803 | |
Harbor | International Fund Instutional Class | ** | 225,080 | |
Harding Loevner | Emerging Markets Portfolio Advisor Class | ** | 141,231 | |
Voya | Global Real Estate Fund Class W | ** | 11,897 | |
Baird | Aggregate Bond Fund Class Institutional | ** | 33,104 | |
Vanguard | High-Yield Corporate Fund Admiral Shares | ** | 328,561 | |
Vanguard | Retirement Target 2050 | ** | 67,123 | |
Vanguard | Retirement Target 2040 | ** | 307,816 | |
Vanguard | Retirement Target 2030 | ** | 491,026 | |
Vanguard | Retirement Target Income | ** | 578,724 | |
Vanguard | Retirement Target 2020 | ** | 320,760 | |
Vanguard | Retirement Target 2025 | ** | 2,653 | |
Vanguard | Retirement Target 2045 | ** | 24,764 | |
4,780,624 | ||||
Collective Investment Trust | ||||
Federated | Capital Preservation Fund (IP) | ** | 20,867 | |
Federated | Capital Preservation Fund (R6) | ** | 965,645 | |
986,512 | ||||
Common Stock | ||||
* | Energy Services of America | Unitized Stock Fund | ** | 508,479 |
Money Market Fund | ||||
First Niagara Bank NA | Bank Deposit Sweep Program | ** | 13,560 | |
6,289,175 | ||||
Notes receivable from participants | ||||
* | Participants Loans | 4.25-6.50%; maturing from 2020 to 2024 | -0- | 146,743 |
146,743 | ||||
$ 6,435,918 | ||||
* Indicates a party-in-interest to the Plan. | ||||
** Cost information is not required for participant-directed investments. |
ENERGY SERVICES OF AMERICA STAFF 401(K) RETIREMENT SAVINGS PLAN |
EIN: 20-4606266, Plan Number 002 |
Schedule H, Line 4a - Schedule of Delinquent Participant Contributions |
For the Year Ended December 31, 2019 |
Participant Contributions Transferred Late to the Plan | Total that Constitute Nonexempt Prohibited Transactions | Total Fully Corrected Under VFCP and PTE 2002-51 | |||
Check here if Late Participant Loan Repayments are included | Contributions Not Fully Corrected | Contributions Corrected Outside VFCP | Contributions Pending Correction in VFCP | ||
Participant Contributions Transferred Late to Plan for year ended December 31, 2018 | X | $ - | $ - | $ - | $ 30,025 |
Participant Contributions Transferred Late to Plan for year ended December 31, 2019 | X | $ - | $ - | $ 10,583 | $ - |
ENERGY SERVICES OF AMERICA STAFF 401(K) RETIREMENT SAVINGS PLAN | ||
Date: August 12, 2020 | By: | /s/ Charles P. Crimmel |
Charles P. Crimmel | ||
Plan Administrator |