The following discussion summarizes the financial position of Argan, Inc. and its subsidiaries as of October 31, 2021, and the results of their operations for the three and nine month periods ended October 31, 2021 and 2020, and should be read in conjunction with (i) the unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q and (ii) the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for Fiscal 2021 that was filed with the SEC on April 14, 2021 (the "Annual Report").

Cautionary Statement Regarding Forward Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for certain forward-looking statements. We have made statements in this Item 2 and elsewhere in this Quarterly Report on Form 10-Q that may constitute "forward-looking statements." The words "believe," "expect," "anticipate," "plan," "intend," "foresee," "should," "would," "could," or other similar expressions are intended to identify forward-looking statements. Our forward-looking statements, including those relating to the potential effects of the COVID-19 pandemic on our business, financial position and results of operations, are based on our current expectations and beliefs concerning future developments and their potential effects on us.



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There can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future revenues and operating results are based on our forecasts for existing operations and do not include the potential impact of any future acquisitions.

Our forward-looking statements, by their nature, involve significant risks and uncertainties (some of which are beyond our control) and assumptions. They are subject to change based upon various factors including, but not limited to, the risks and uncertainties described in this Quarterly Report on Form 10-Q and our Annual Report. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove to be incorrect, actual results may vary in material respects from those projected in the forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Business Description

Argan is a holding company that conducts operations through its wholly-owned subsidiaries, GPS, APC, SMC and TRC. Through GPS and APC, we provide a full range of engineering, procurement, construction, commissioning, operations management, maintenance, development, technical and consulting services to the power generation market, including the renewable energy sector, for a wide range of customers, including independent power project owners, public utilities, equipment suppliers and global energy plant construction firms. GPS and APC represent our power industry services reportable segment. Through TRC, the industrial fabrication and field services reportable segment provides on-site services that support maintenance turnarounds, shutdowns and emergency mobilizations for industrial plants primarily located in the southeastern region of the US and that are based on its expertise in producing, delivering and installing fabricated steel components such as piping systems and pressure vessels. Through 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 US.

We intend to make additional opportunistic acquisitions and/or investments by identifying companies with significant potential for profitable growth and realizable synergies with one or more of our existing businesses. However, we may have more than one industrial focus depending on the opportunity. We expect that significant acquired companies will be maintained in separate subsidiaries that will be operated in a manner that best provides cash flows for the Company and value for our stockholders.

Overview

Operating Results

Consolidated revenues for the three months ended October 31, 2021 were $124.5 million, which represented a slight decrease of $2.8 million, or 2.3%, from consolidated revenues of $127.3 million reported for the three months ended October 31, 2020.

The revenues of the power industry services segment decreased by $10.1 million to $99.6 million for the three months ended October 31, 2021, from $109.7 million reported for the three months ended October 31, 2020. The revenues of this reportable segment of our business represented 80.0% of consolidated revenues for the three months ended October 31, 2021. For the three months ended October 31, 2020, the percentage share of consolidated revenues represented by this reportable segment was 86.2%. The industrial services business reported revenues of $21.4 million for the three months ended October 31, 2021. This amount represented an increase of $5.7 million, or 36.1%, from revenues of $15.7 million reported by TRC for the three months ended October 31, 2020. Revenues provided by this reportable business segment represented 17.2% and 12.4% of corresponding consolidated revenues for the three months ended October 31, 2021 and 2020, respectively.

Consolidated gross profit for the three-month period ended October 31, 2021 was $26.1 million, or 21.0% of the corresponding consolidated revenues, which reflected primarily favorable contributions from the power industry services and industrial services segments. For the three-month period ended October 31, 2020, the consolidated gross profit was $20.3 million, which represented approximately 16.0% of the corresponding amount of consolidated revenues.



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Selling, general and administrative expenses for the three months ended October 31, 2021 and 2020 were $11.6 million, or 9.3% of corresponding consolidated revenues, and $9.4 million, or 7.4% of corresponding consolidated revenues, respectively.

Due primarily to the increase in consolidated pre-tax book income to $15.7 million for the three months ended October 31, 2021 from $11.1 million for the three months ended October 31, 2020, we reported income tax expense in the amount of $3.3 million for the current period. Income tax expense for the three months ended October 31, 2020 was $1.7 million.

For the three months ended October 31, 2021, our favorable overall operating profit performance resulted in net income attributable to our stockholders in the amount of $12.4 million, or $0.78 per diluted share. For the comparable period last year, we reported net income attributable to our stockholders in the amount of $9.5 million, or $0.60 per dilutive share.

Consolidated revenues for the nine-month period ended October 31, 2021 were $383.8 million; this amount represented a 39.6% improvement from the amount of revenues for the nine months ended October 31, 2020. The revenues of the power industry services segment increased by $68.3 million to $295.7 million for the nine months ended October 31, 2021, from $227.4 million reported for the nine months ended October 31, 2020. The revenues of the power industry services segment represented 77.1% and 82.7% of consolidated revenues for the nine months ended October 31, 2021 and 2020, respectively. The industrial services business reported revenues of $78.2 million for the nine months ended October 31, 2021. This amount represented an increase of $36.0 million, or 85.5%, from revenues of $42.2 million reported by this business for the nine months ended October 31, 2020. Revenues provided by this reportable business segment represented 20.4% and 15.3% of corresponding consolidated revenues for the nine months ended October 31, 2021 and 2020, respectively.

Consolidated gross profit for the nine months ended October 31, 2021 was $77.5 million, or 20.2% of the corresponding consolidated revenues, which reflected primarily the favorable impact of higher consolidated revenues. For the nine months ended October 31, 2020, our consolidated gross profit was $40.0 million, or 14.5% of corresponding consolidated revenues for the period.

Selling, general and administrative expenses were $31.8 million and $28.8 million for the nine months ended October 31, 2021 and 2020, respectively, or 8.3% and 10.5% of revenues for the corresponding periods, respectively.

Due primarily to the consolidated pre-tax book income reported for the nine months ended October 31, 2021 in the amount of $47.3 million, we reported income tax expense in the amount of $11.2 million for the period. For the nine months ended October 31, 2020, we recorded an income tax benefit in the amount of $1.4 million which reflected primarily a net operating loss carryback benefit of $4.4 million, most of which was recorded in the first quarter last year.

For the nine months ended October 31, 2021, our improved overall operating performance resulted in net income attributable to our stockholders in the amount of $36.0 million, or $2.25 per diluted share. For the comparable period last year, we reported net income attributable to our stockholders in the amount of $14.3 million, or $0.91 per dilutive share.

The primary drivers of our strong financial performance for the three and nine months ended October 31, 2021 were the revenues and gross margin contributions associated with the construction projects of GPS. These projects represented the major portion of our business for the periods.

We believe that all of our businesses have been adversely impacted, to some degree, by difficulties presented by the COVID-19 pandemic, especially last year when the outbreak commenced. For example, the results for APC were hurt by the slow resumption of postponed Irish works projects and the suspension and restart of construction activities on a certain major project. The challenges of managing the continuing activities of the Guernsey Power Station project during the periods of various health and safety restrictions have resulted in modifications to construction plans and schedules. In addition, our consolidated revenues for the nine months ended October 31, 2020 in particular suffered from the effects of project delays by customers of both TRC and SMC attributable to the restrictive work environments caused by the pandemic.

We believe that all of our operating companies have managed the challenges presented by this ongoing pandemic with relative success so far. A significant amount of effort has been spent by senior and project management to ensure the safety of our employees during the COVID-19 pandemic while we continued to satisfy our customer obligations. While our pro-



                                       24



active efforts varied depending on the particular job or office location, and other factors including the severity of the outbreak, we implemented a number of different safety measures, including COVID-19 testing onsite at a major job site, remote work, staggered shifts in various offices, contract tracing and quarantines. Meanwhile, our commitment to the maintenance of our operations and support teams, and the dedication to performance that our employees maintained during the crisis, positioned us well to satisfy the performance requirements of our customers as general business conditions improved during the nine months ended October 31, 2021. However, the recent resurgence of new COVID-19 virus variants represents uncertainty regarding our realizing expected financial results for the remainder of the year if the new outbreak prevents our work crews from completing project work as scheduled.

Engineering, Procurement and Construction Service Contracts

While the positive financial results for the three and nine months ended October 31, 2021 have been encouraging to us, third quarter events that may affect the level of future business have been mixed.

At October 31, 2021, the project backlog for the power industry services reporting segment was approximately $0.8 billion. The comparable backlog amount as of January 31, 2021 was also $0.8 billion. Our reported amount of project backlog at a point in time represents the total value of projects awarded to us that we consider to be firm as of that date less the amounts of revenues recognized to date on the corresponding projects (project backlog is larger than the value of remaining unsatisfied performance obligations, or RUPO, on active contracts; see Note 2 to the accompanying consolidated financial statements).

Typically, we include the total value of EPC services and other major construction contracts in project backlog when we receive a corresponding notice to proceed from the project owner. However, we may include the value of an EPC services contract prior to the receipt of a notice to proceed if we believe that it is probable that the project will commence within a reasonable timeframe, among other factors. Projects that are awarded to us may remain included in our backlog for extended periods of time as customers experience project delays. However, cancellations or reductions may occur that would reduce project backlog and that could adversely affect our expected future revenues.

A meaningful amount of the project backlog amount at October 31, 2021 was represented by the Guernsey Power Station. The ramp-up of activity on this project since August 2019 has favorably impacted our consolidated operating results since then. Substantial completion of this project is currently scheduled to occur during the second half of the fiscal year ending January 31, 2023.

Despite our commitment to the construction of state-of-the-art, natural gas-fired power plants as important elements of our country's electricity-generation mix in the future, we have been directing certain business development efforts to winning projects for the erection of utility-scale wind farms and solar fields and for the construction of hydrogen-based and other renewable energy projects. We have successfully completed these types of projects in the past and we renewed efforts to obtain new work in the renewable power sector that will complement our natural gas-fired EPC services projects going forward. During Fiscal 2021, GPS began exclusive negotiations with the owners of several significant renewable projects in anticipation of beginning the corresponding EPC services contract activities during the fiscal year ending January 31, 2022 ("Fiscal 2022") and beyond.

Our efforts led to our announcement in May 2021 that GPS entered into an EPC services contract with CPV Maple Hill Solar, LLC, an affiliate of Competitive Power Ventures, Inc., to construct the Maple Hill Solar facility, which we believe will be among the largest solar-powered energy plants in Pennsylvania. Project activities were begun by GPS immediately. Project completion is currently scheduled to occur during the second half of calendar year 2022. The unique Maple Hill Solar project, which is located in Cambria County, will be constructed using over 235,000 photovoltaic modules to generate approximately 100 MW of electrical power.

The business development efforts conducted by our APC subsidiary have resulted in an increase in the project backlog of this business from $13.8 million at January 31, 2021 to $124.2 million as of October 31, 2021. The most significant award occurred in October 2021 as APC entered into an engineering and construction services contract with EPUKI London, UK, to construct a 2 x 330 MW natural gas-fired power plant in Carrickfergus, Belfast, Northern Ireland that will replace coal-fired units at the site. The power trains will be provided by Siemens Energy which will utilize SGT5-4000F gas turbines. The facility is being developed by EPNI Energy Limited. A notice to proceed was received and project activities have commenced. The overall project completion date is expected in the latter half of calendar 2023.



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As discussed at previous reporting dates, GPS has been awarded certain EPC services contracts where the commencement of the projects has been delayed.

In January 2020, GPS entered into an EPC services contract with Harrison Power, LLC ("Harrison Power") to construct a 1,085 MW natural gas-fired power plant in the Village of Cadiz, Harrison County, Ohio. The project is being developed by EmberClear, the parent company of Harrison Power, and Advanced Power Services (NA) Inc. We anticipate adding the value of this new contract to project backlog closer to its financial close and expected start date. Previously, we anticipated that the start of construction activities for this project would occur before the end of Fiscal 2022. However, delays continue and we cannot predict with certainty when the project will commence. As with most projects, the start dates for construction are generally controlled by the project owners.

On March 12, 2020, we announced that GPS had entered into an EPC services contract with NTE Connecticut, LLC to construct the Killingly Energy Center, a 650 MW natural gas-fired power plant, in Killingly, Connecticut. The facility is being developed by NTE Energy, LLC ("NTE"). However, in November 2021, the New England electricity grid operator requested that the Federal Energy Regulatory Commission ("FERC") grant it permission to terminate its capacity supply contract with NTE because it does not believe that NTE will meet its critical path schedule milestones as required. Such termination would jeopardize the future of this project.

As announced in Fiscal 2019, GPS entered into an EPC services contract to construct the Chickahominy Power Station, a 1,740 MW natural gas-fired power plant, in Charles City County, Virginia. Even though we have been providing financial and technical support to the project development effort through a consolidated VIE and significant project development milestones have been achieved, we have not included the value of this contract in our project backlog. Due to several factors that have interrupted the pace of the development of this project, including additional costs and time being required to secure the fuel-supply for the plant and to obtain the necessary equity financing, we currently cannot predict when construction will commence, if at all.

In May 2019, GPS entered into an EPC services contract to construct a 625 MW power plant in Harrison County, West Virginia. Caithness is partnered with ESC Harrison County Power, LLC to develop this project. As a limited notice to proceed with certain preliminary activities was received from the owner of this project at the time, the value of the contract was added to our project backlog. However, meaningful project development activities for the facility appear to have been discontinued, including the lapse of the project owner's option to purchase the land for the plant. If development milestones are not achieved over the next several quarters, our evaluation will most likely result in the removal of the value of this power plant from project backlog.

We have maintained that the delays in new business awards to GPS and the project construction starts of certain previously awarded projects relate to a variety of factors, especially in the northeastern and mid-Atlantic regions of the US. Currently, we believe that the ability of the owners of fully developed gas-fired power plant projects to close on equity and permanent debt financing was challenged by uncertainty in the capital markets caused by multiple factors including delayed capacity auctions and mounting public and political opposition to fossil-fuel energy projects.

The current year announcement by the PJM of a new capacity auction schedule may remove some amount of uncertainty for project developers in forecasting future streams of revenues. In fact, the results of the first capacity auction conducted by PJM in over 3 years were announced on May 2, 2021. Even though pricing was significantly lower than in prior years, over 5.6 GW of new combined cycle, gas-fired power plants cleared the auction, representing over 75% of all new capacity units. The remaining new capacity was comprised of solar and wind powered energy plants. Despite these results, new gas-fired power plant EPC projects may continue to be delayed until the visibility regarding future capacity revenue streams is further restored with the results of the next capacity auction for the PJM region, that has been rescheduled to January 25, 2022.

Other headwinds for future gas-fired power plant developments remain including an increase in the amount of power generating capacity provided by renewable energy assets, improvements and decreasing prices in renewable energy storage solutions including battery resources, increased environmental activism and the results of the 2020 presidential election in the US.





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Protests against fossil-fuel related energy projects continue to garner media attention and stir public skepticism about new projects resulting in delays due to onsite protest demonstrations, indecision by local officials and lawsuits. In the New England and mid-Atlantic regions of the US, power plant operators are challenged by the requirements of the Regional Greenhouse Gas Initiative, or "RGGI," which is a cooperative effort by states in these regions to cap and reduce power sector carbon dioxide emissions. In addition, various cities, counties and states have adopted clean energy and carbon-free goals or objectives with achievement expected by a certain future date, typically 10 to 30 years out. These aspirational goals may increase the risk of a new power plant becoming a stranded asset long before the end of its otherwise useful economic life, which is a risk that potential equity capital providers may be unwilling to take. The difficulty in obtaining project equity financing and the other factors identified above may be adversely impacting the planning and initial phases for the construction of new natural gas-fired power plants which continue to be deferred by project owners.

Perhaps the most significant uncertainty relates to the policies of President Biden who is proposing to make the electricity production in the US carbon free by 2035 and to put the country on the path to achieve net zero carbon emissions by 2050. Mr. Biden caused the US to re-join the Paris Climate Agreement and he has cancelled the permit allowing the Keystone XL Pipeline to cross the border from Canada into the US. In addition, Mr. Biden ordered a pause on the US government entering into new oil and natural gas leases on public lands or offshore waters to the extent possible, the launch of a rigorous review of all existing leasing and permitting practices related to fossil fuel development on public lands and waters, and the identification of steps that can be taken to double renewable energy production from offshore wind by 2030.

Market Outlook

The overall growth of our power business has been based substantially on the number of combined cycle gas-fired power plants built by us, as many coal-fired plants have been shut down. In 2010, coal-fired power plants accounted for about 45% of total electricity generation. By 2020, coal accounted for less than 20% of total electricity generation. On the other hand, natural-gas fired power plants provided approximately 39% of the electricity generated by utility-scale power plants in the US in 2020, representing an increase of 64% from the amount of electrical power generated by natural gas-fired power plants in 2010, which provided approximately 24% of net electricity generation for 2010. In the reference case of its Annual Energy Outlook 2021, the Energy Information Administration ("EIA") projects average increases to utility-scale electricity generation in the US of slightly less than 1% per year from 2021 through 2050. It projects that coal-fired generation will continue to decline through 2050, and will represent only 11% of the electricity generation mix by 2050. The projection for natural gas-fired plants is that they will supply 36% of the larger net electricity generation amount in the US for 2050. Undoubtedly, the long-term historic decline in the use of coal as a power source in the US has been caused, to a significant extent, by the plentiful supply of domestic and generally inexpensive natural gas which made it the fuel of choice for power plant developers over this period.

However, the share of electricity generation provided by natural gas is particularly reactive in the short term to changing natural gas prices. The EIA has explained that natural gas prices have risen recently primarily because of growth in liquified natural gas exports while the production of natural gas has not kept the same pace. The increased natural gas prices in the US prompted certain firms controlling electricity generation facilities to switch fuel sources from gas to coal. The EIA reports that coal-fired electrical power generation increased by nearly 27% in the US during the first eight months of calendar year 2021 compared with the same period in 2020 and accounted for 23% of total generation during the period compared with 19% for the same period in 2020. Natural gas-fired power generation declined by 5% in the US during the first eight months of calendar 2021 and accounted for 38% of total utility-scale net electricity generation during the first eight months of 2021; down from a 41% share during the same period in calendar 2020.

Depleted supplies of natural gas may have dangerous consequences. The North American Electric Reliability Corp. (NERC) recently warned that much of the central US, from the Great Lakes region to southern Texas, may face critical power shortages during extreme weather conditions this winter as natural gas supply disruptions and low hydropower conditions could also imperil power reliability in New England and the western US.

Average natural gas spot prices for all of calendar 2021 are expected to remain high for the remainder of calendar 2021, then generally decline through 2022. Nonetheless, a long-term rise in natural gas prices and the resulting reduction in the demand for natural gas-fired electricity generation, could have adverse effects on the ability of independent power producers to obtain construction and permanent financing for new natural gas-fired power plants.



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The pace of the ten-year increase in the preference for natural gas as an electricity generating fuel source was energized by environmental activism and restrictive regulations targeting coal-fired power plants. Now, the environmentalist opposition against coal-fired power generation has expanded meaningfully and effectively to target all fossil fuel energy projects, including power plants and pipelines, and has evolved into powerful support for renewable energy sources.

The share of electricity generation in the US provided by utility-scale wind and solar photovoltaic facilities continues to rise meaningfully. Together, such power facilities provided approximately 8.8% and 10.6% of the total amount of electricity generated by utility-scale power facilities in calendar 2019 and calendar 2020, respectively. In EIA's 2021 reference case, net electricity generation from all renewable power sources is expected to increase by more than 175%, representing over 42% of such generation, by 2050. Impetus for this growth is provided by public concerns about climate change and favorable economic factors.

Environmental activism has resulted in the passage of laws and the establishment of regulations that discourage new fossil-fuel burning power plants and provide income tax advantages that promote the growth of wind and solar power. Declines in the amount of renewable power plant component and power storage costs and an increase in the scale of energy storage capacity (i.e., battery farms) have also occurred. Should the pace of development for renewable energy facilities, including wind and solar power plants, accelerate at faster rates than projected, the number of future natural gas-fired construction project opportunities may fall.

Nonetheless, we believe that relatively low natural gas prices will persist over the long-term. Together with the lower operating costs of natural gas-fired power plants, the higher energy generating efficiencies of modern gas turbines, and the requirements for grid resiliency should sustain the demand for modern combined cycle and simple cycle gas-fired power plants in the future. Natural gas is relatively clean burning, cost-effective and reliable. We believe that its benefits as a source of power are compelling, especially as a complement to the growing deployment of wind and solar powered energy sources. We continue to believe that the future long-term prospects for natural gas-fired power plant construction remain generally favorable as natural gas continues to be the primary source for power generation in our country. New gas-fired power plants incorporate major advances in gas-fired turbine technologies that have provided increased power plant efficiencies while providing the quick starting capabilities and the reliability that are necessary to balance the inherent intermittencies of wind and solar power plants.

It has been reported that renewables currently provide approximately 36% of electricity generation in California. Yet, last summer's experience is that the increasing dependence on intermittent renewable energy sources, especially solar, is making it harder to ensure reliable power in California as millions of its residents lost power during a late summer heat wave. Analysis of the causes of this past winter's widespread power outages in Texas during a frigid stretch of weather is complex. The residents of Texas suffered as the severe cold froze wind turbines and the lack of sun diminished the power contributions of solar powered facilities. However, natural gas-fired power plants in Texas were forced offline as well primarily due to frozen well-site equipment and the decisions by regulators to prioritize natural gas for residential use, which caused interruptions to the supply of natural gas to the plants.

However, in both states, the significant amount of renewable power capacity failed to rise to the occasion. A diversity lesson from both power crises may be that fossil-fuel electricity generation sources remain critical elements of the power generation mix in order to assure grid reliability and the avoidance of power outages. With hopes of preventing future rolling blackouts in California, regulators there approved the acquisition of five emergency natural gas-fueled electricity generators with an aggregate power output of approximately 150 MW.



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Solar and wind energy plant developers continue to confront the problems caused by grid congestion, often unsuccessfully. Many of these projects have been canceled because renewable plants need to be sited where the resources are optimal, often in remote locations where the transmission systems are not robust. The costs associated with the necessary grid upgrades may be prohibitive. US offshore wind projects progress inconsistently, facing challenges in the areas of environmental and fishery impacts, grid connection and capability and federal permitting processes. Further, projects are confronted by shipping regulations in the US that may limit the ability of developers to replicate successful European construction and installation models. Proponents of clean energy also face political challenges. Recently, voters in the state of Maine were energized by local residents seeking to preserve pristine woodlands and rejected a project that would transmit hydropower from Canada into New England.

Major advances in the safe combination of horizontal drilling techniques and hydraulic fracturing led to the boom in natural gas supplies which have been available generally at consistently low prices. The abundant availability of cheap, less carbon-intense and higher efficiency natural gas in the US should continue to be a significant factor in the economic assessment of future power generation capacity additions although the pace of new opportunities emerging may be restrained and the starts of awarded EPC projects may be delayed.

We believe that it is also important to note that the plans for certain natural gas-fired power plant projects include the adoption of integrated green hydrogen solution packages. While the plants will initially burn natural gas alone, it is planned by the respective project owners that the plants will eventually burn a mixture of natural gas and green hydrogen, thereby establishing power-generation flexibility for these plants.

We believe this is a winning combination that provides inexpensive and efficient power, enhances grid reliability and addresses the clean-air concerns of environmentalists. The building of state-of-the-art power plants with flex-fuel capability replaces coal-fired power plants in the short term with relatively clean gas-fired electricity generation. Further, such additions to the power generation fleet provide the potential for the plants to burn 100% green hydrogen gas, which would provide both base load power and long duration backup power, when the sun is not shining and the wind is not blowing, for extended periods of time and without certain harmful air emissions.

The foregoing discussion of our Market Outlook does focus on the state of the domestic power market as the EPC services business of GPS provides the predominant amount of our revenues. However, we cannot ignore the possibilities that overseas power markets may provide important new power construction opportunities for us in the future. The management of APC has growing enthusiasm for opportunities in the electricity generation markets across Ireland and the UK. While both of these countries are committed to the increase in energy consumption sourced from wind and the sun on the pathway to net zero emissions by 2050, there appears to be recognition that these sources of electrical power are inherently variable. Other technologies will be required to support these power sources and to provide electricity when power demands exceed the amount of electricity supplied by these renewables. The existence of the necessary power reserve will require conventional power generation sources, typically natural gas-fired power plants. As discussed above, APC was awarded a significant contract during the quarter ended October 31, 2021 to build a clean burning natural gas-fired power plant in Northern Ireland so that existing coal-fired power sources there can be shut-down.

The Irish government recently issued a policy statement on the security of the electricity supply in Ireland which confirms the requirement for the development of new support technologies to deliver on its commitment to have 80% of the country's electricity generated from renewables by 2030. The report emphasizes that this will require a combination of conventional generation (typically powered by natural gas), interconnection to other jurisdictions, demand flexibility and other technologies such as energy storage (i.e., batteries) and generation from renewable gases (i.e., biomethane and/or hydrogen produced from renewable sources). The Irish government has approved that the development of new conventional generation (including gas-fired and gasoil distillate-fired generation) is a national priority and should be permitted and supported in order to ensure the security of electricity supply while supporting the growth of renewable electricity generation.

Further, the Irish government has recognized that the successful development of data centers in the country is a key aspect in promoting Ireland as a digital economy hot-spot in Europe. In the absence of data centers, Ireland would be experiencing much more modest electricity demand growth, consistent with population growth and the general development of industrial demand. However, the stewards of the electricity supply in Ireland recognize that the large increase in electricity demand presented by the growth of the data center industry represents an evolving, significant risk to the security of the supply.



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Accordingly, guidelines have been published recently with the intent to protect both electricity consumers and the security of supply while continuing to allow data centers to connect to the electricity system. Assessment criteria for applications of data centers to obtain grid connections include, among other items, the ability of data center applicants to bring onsite dispatchable power generation (and/or storage) equivalent to or greater than their demand in order to support the security of supply. It is expected that any dispatchable on-site generation that uses fossil fuel sources developed by data center operators will use natural gas as the fuel source; again, natural gas is considered to be a transitional fuel in Ireland's efforts to meet its climate action plan targets. Earlier this year, APC was awarded a project to install natural gas-fired power generation for a major data center in the Dublin area.

APC is actively pursuing new business opportunities in both the renewable and support sectors with its existing and new clients. The governments of both countries have already made funds available to develop and support specific projects with notable announcements in the north east region of the UK. The engineering and construction teams of APC are engaged in continuous discussions with particular stakeholders in certain of these projects and they are confident that APC will be part of their eventual execution.

We are committed to the rational pursuit of new construction projects, including those with overseas locations and unique deployments of power-generation turbines, and the future growth of our revenues. This may result in our decision to make investments in the development and/or ownership of new projects. Because we believe in the strength of our balance sheet, we are willing to consider certain opportunities that include reasonable and manageable risks in order to assure the award of the related engineering, procurement, construction or equipment installation services contracts to us. The competitive landscape for our core EPC services business related to natural gas-fired power plants has changed significantly over the last five years. While the market remains dynamic, we are moving into an era where there may be fewer competitors for new gas-fired power plant EPC services project opportunities. Several major competitors have exited the market for a variety of reasons or have been acquired. Others have announced intentions to avoid entering into fixed-price contracts. Nonetheless, the competition for new utility-scale gas-fired power plant construction opportunities is fierce and still includes multiple global firms.

We believe that the Company has a reputation as an accomplished, dependable and cost-effective provider of EPC and other large project construction contracting services. With the proven ability to deliver completed power facilities, particularly combined cycle, natural gas-fired power plants, we are focused on expanding our position in the power markets where we expect investments to be made based on forecasts of electricity demand covering decades into the future. We believe that our expectations are valid and that our plans for the future continue to be based on reasonable assumptions.

Comparison of the Results of Operations for the Three Months Ended October 31, 2021 and 2020

We reported net income attributable to our stockholders of $12.4 million, or $0.78 per diluted share, for the three months ended October 31, 2021. For the comparable period of the prior year we reported net income attributable to our stockholders of approximately $9.5 million, or $0.60 per diluted share.



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The following schedule compares our operating results for the three months ended October 31, 2021 and 2020 (dollars in thousands):




                                                        Three Months Ended October 31,
                                                  2021         2020        $ Change     % Change
REVENUES
Power industry services                         $  99,560    $ 109,712    $ (10,152)       (9.3) %

Industrial fabrication and field services 21,402 15,730 5,672 36.1 Telecommunications infrastructure services 3,489 1,889 1,600 84.7 Revenues

                                          124,451      127,331       (2,880)       (2.3)
COST OF REVENUES
Power industry services                            76,517       91,263      (14,746)      (16.2)

Industrial fabrication and field services 18,703 14,218 4,485 31.5 Telecommunications infrastructure services 3,096 1,507 1,589 105.4 Cost of revenues

                                   98,316      106,988       (8,672)       (8.1)
GROSS PROFIT                                       26,135       20,343         5,792        28.5
Selling, general and administrative expenses       11,590        9,398         2,192        23.3
INCOME FROM OPERATIONS                             14,545       10,945         3,600        32.9
Other income, net                                   1,117          175           942       538.3
INCOME BEFORE INCOME TAXES                         15,662       11,120         4,542        40.8
Income tax expense                                (3,269)      (1,666)       (1,603)      (96.2)
NET INCOME                                      $  12,393    $   9,454    $    2,939        31.1 %


Revenues

Power Industry Services

The revenues of the power industry services segment, representing the businesses of GPS and APC, decreased by 9.3%, or $10.2 million, to $99.6 million for the three months ended October 31, 2021 compared with revenues of $109.7 million for the three months ended October 31, 2020 as the quarterly revenues associated with the Guernsey Power Station project have passed peak levels and APC completed its construction activities associated with the TeesREP project earlier this year. These reductions in revenues between the quarters were substantially offset by revenues associated with the new Maple Hill solar energy project, new projects at APC and the settlement of a legal matter. The revenues of this business represented approximately 80.0% of consolidated revenues for the quarter ended October 31, 2021 and 86.2% of consolidated revenues for the prior year quarter.

The primary drivers for the revenues of this segment for the three months ended October 31, 2020 were the revenues associated with the construction of the Guernsey Power Station project and the TeesREP project. Each of these projects reported significant quarterly revenues for last year's third quarter. Together, the revenues associated with these two projects represented approximately 78.8% of consolidated revenues for the three-month period ended October 31, 2020.

Industrial Fabrication and Field Services

The revenues of our industrial fabrication and field services segment (representing the business of TRC) increased by $5.7 million, or 36.1%, to $21.4 million for the period compared to revenues of $15.7 million for the three months ended October 31, 2020. For the three months ended October 31, 2021 and 2020, the revenues of this segment represented 17.2% and 12.4% of consolidated revenues for the corresponding periods. TRC's strong performance for the three-month period ended October 31, 2021 reflected a significant rise in revenues earned on field services projects during the period. However, we expect the revenues of TRC to decline over the remainder of the current fiscal year as TRC recently completed a number of major projects. The major customers of TRC include some of North America's largest fertilizer producers, as well as other chemical, mining, forest products, construction and energy companies with plants, facilities and other sites located primarily in the southeastern region of the US. The project backlog amounts for TRC as of October 31, 2021 and January 31, 2021 were $51.1 million and $54.0 million, respectively.



                                       31



Telecommunications Infrastructure Services

The revenue results of this business segment (representing the business of SMC) were $3.5 million for the three-month period ended October 31, 2021, an increase of $1.6 million, or 84.7%, from the amount of revenues earned during the three months ended October 31, 2020. The improvement in revenues between the quarters related to increased project activities for both inside-premises and outside-premises customers.

Cost of Revenues

With the decrease in consolidated revenues for the three months ended October 31, 2021 compared with last year's third quarter ended October 31, 2020, the consolidated cost of revenues also decreased between the quarters. These costs were $98.3 million and $107.0 million for the three month periods ended October 31, 2021 and 2020, respectively, representing an decrease of approximately 8.1%.

For the three month period ended October 31, 2021, we reported a consolidated gross profit of approximately $26.1 million which represented a gross profit percentage of approximately 21.0% of corresponding consolidated revenues. Most significantly, the gross profit for the period reflected the profit contributions of the construction activities related to the major projects of the power industry services segment, the recovery of TRC's business from its low level of activity last year during the early months of the COVID-19 pandemic and the revenues recorded for the current quarter related to the settlement of the legal matter identified above. The gross profit percentages of corresponding revenues for the power industry services, industrial services and the telecommunications infrastructure segments were 23.1%, 12.6% and 11.3%, respectively, for the quarter ended October 31, 2021.

Our consolidated gross profit reported for the three-month period ended October 31, 2020 was $20.3 million, which represented a gross profit percentage of approximately 16.0% of corresponding consolidated revenues. The gross profit for the three months ended October 31, 2020 included the profit contribution of the construction activities related to the Guernsey Power Station. It was also favorably impacted by the profit contributions of APC, which reflected the final significant change to the contractual arrangements covering the construction activities of the TeesREP Project subcontract. For the three months ended October 31, 2020, the gross profit percentages of corresponding revenues for the power industry services, industrial services and the telecommunications infrastructure segments were 16.8%, 9.6% and 20.2%, respectively.

Selling, General and Administrative Expenses

These costs were $11.6 million and $9.4 million for the three months ended October 31, 2021 and 2020, respectively, representing a 23.3% increase between the quarters which occurred within each of our reporting segments due primarily to increased personnel and associated costs, including cash incentive and stock compensation expenses, and increased business development costs.

Other Income, Net

We reported other income, net, in the amount of $1.1 million for the three months ended October 31, 2021 which reflected primarily a cost reimbursement grant from the Irish government related to the COVID-19 pandemic.

Income Taxes

We reported income tax expense for the three months ended October 31, 2021 in the amount of approximately $3.3 million, which represents an effective income tax rate of 20.9% for the period. We estimate that our annual effective income tax rate for the year ending January 31, 2022, before discrete items, will approximate 23.3%. This estimated tax rate differs from the statutory federal tax rate of 21% due primarily to the unfavorable effects of state income taxes and permanent differences, including primarily certain nondeductible executive compensation and overseas income deemed to be Global Intangible Low-Taxes Income ("GILTI").

For the three months ended October 31, 2020, we recorded income tax expense in the amount of approximately $1.7 million, which reflected an annual effective income tax rate of approximately 23.9% for the year, before discrete items, that was estimated at the time. This tax rate differed from the statutory federal tax rate of 21% due primarily to the unfavorable effects of permanent differences, including certain nondeductible executive compensation.



                                       32



Comparison of the Results of Operations for the Nine Months Ended October 31, 2021 and 2020

We reported net income attributable to our stockholders of $36.0 million, or $2.25 per diluted share, for the nine months ended October 31, 2021. For the nine months ended October 31, 2020, we reported net income attributable to our stockholders of $14.3 million, or $0.91 per diluted share.

The following schedule compares our operating results for the nine months ended October 31, 2021 and 2020 (dollars in thousands):




                                                         Nine Months Ended October 31,
                                                   2021         2020        $ Change     % Change
REVENUES
Power industry services                         $  295,736    $ 227,363    $   68,373        30.1 %
Industrial fabrication and field services           78,213       42,163        36,050        85.5
Telecommunications infrastructure services           9,851        5,445         4,406        80.9
Revenues                                           383,800      274,971       108,829        39.6
COST OF REVENUES
Power industry services                            233,682      192,583        41,099        21.3
Industrial fabrication and field services           64,519       38,096        26,423        69.4
Telecommunications infrastructure services           8,098        4,310         3,788        87.9
Cost of revenues                                   306,299      234,989        71,310        30.3
GROSS PROFIT                                        77,501       39,982        37,519        93.8
Selling, general and administrative expenses        31,813       28,827         2,986        10.4
INCOME FROM OPERATIONS                              45,688       11,155        34,533       309.6
Other income, net                                    1,569        1,714         (145)       (8.5)
INCOME BEFORE INCOME TAXES                          47,257       12,869        34,388       267.2
Income tax (expense) benefit                      (11,228)        1,391      (12,619)          NM
NET INCOME                                      $   36,029    $  14,260    $   21,769       152.7 %


NM - Not meaningful.

Revenues

Power Industry Services

The revenues of the power industry services segment increased by 30.1%, or $68.4 million, to $295.7 million for the nine months ended October 31, 2021, compared with revenues of $227.4 million for the nine months ended October 31, 2020. The revenues of this segment represented approximately 77.1% of consolidated revenues for the nine-month period ended October 31, 2021, and approximately 82.7% of consolidated revenues for the nine-month period ended October 31, 2020.

The primary drivers for the strong performance by this reportable segment for the nine months ended October 31, 2021 were increased revenues associated with the construction of the Guernsey Power Station and the new Maple Hill solar energy facility, which together represented 66.8% of consolidated revenues. Last year, the revenues of this segment included primarily revenues associated with the construction of the Guernsey Power Station project, the TeesREP project and other projects of APC. Together, the revenues related to the Guernsey power station and the TeesREP project represented 77.4% of consolidated revenues for the nine months ended October 31, 2020.

Industrial Fabrication and Field Services

The revenues of our industrial fabrication and field services segment provided 20.4% of consolidated revenues for the nine-month period ended October 31, 2021, which reflected an increase in revenues of $36.1 million, or 85.5%, to $78.2 million compared to revenues of $42.2 million for the nine-month period ended October 31, 2020. The improved current year business of TRC reflects increased project activity for several customers, primarily in field services.



                                       33



Telecommunications Infrastructure Services

The revenues of this business segment were $9.9 million for the nine-month period ended October 31, 2021 compared with revenues of $5.4 million for the nine-month period ended October 31, 2020, which represented an increase of 80.9% between the periods and which reflected strong performance by both the inside-premises and outside-premises groups.

Cost of Revenues

With the increase in consolidated revenues for the nine-month period ended October 31, 2021 compared with last year's corresponding period, the consolidated cost of revenues also increased between the periods by 30.3%. These costs were $306.3 million and $235.0 million for the nine-month periods ended October 31, 2021 and 2020, respectively.

For the nine-month period ended October 31, 2021, we reported a consolidated gross profit of approximately $77.5 million, which represented a gross profit percentage of approximately 20.2% of corresponding consolidated revenues. The gross profit for the period reflected primarily the profit contributions of efficient construction activities related to the major projects of the power industry services reporting segment and the settlement of a legal matter in the third quarter. The gross profit percentages of corresponding revenues for the power industry services, industrial services and the telecommunications infrastructure segments were 21.0%, 17.5% and 17.8%, respectively, for the nine-month period ended October 31, 2021.

For the nine months ended October 31, 2020, we reported a consolidated gross profit of approximately $40.0 million which represented a gross profit percentage of approximately 14.5% of corresponding consolidated revenues which was adversely affected primarily by the low level of revenues reported by TRC for the period. The gross profit percentages of corresponding revenues for the power industry services, industrial services and the telecommunications infrastructure segments were 15.3%, 9.6% and 20.8%, respectively, for the nine-month period ended October 31, 2020.

Selling, General and Administrative Expenses

These costs were $31.8 million and $28.8 million for the nine-month periods ended October 31, 2021 and 2020, respectively, which represented an increase of approximately $3.0 million, or 10.4%, between the periods, and which occurred substantially during the third quarter of the current year as identified above.

Other Income, Net

For the nine months ended October 31, 2021 the amount of other income, net, was approximately $1.6 million, due substantially to two transactions related to APC. As disclosed above, APC received COVID-19 relief from the Irish government, which amounted to approximately $1.1 million, that was recognized during the third quarter of the current year. In April 2021, APC received a research and development credit payment from the government of the UK related to certain qualifying works performed during Fiscal 2019. Net of associated costs, the payment amount of $0.7 million, much like a grant, was included in other income for the nine-month period ended October 31, 2021. This line item also included our share of the net loss reported by the solar fund investment for the nine months ended October 31, 2021 in the amount of $0.4 million that is discussed in Note 10 to the accompanying condensed consolidated financial statements.

Typically, the amounts reported on this line include primarily income earned on funds maintained in money market accounts and interest income earned on CDs. Adverse economic reactions to the uncertainties of the COVID-19 pandemic commenced during the middle of last year's first quarter ended April 30, 2020, including sharp reductions in investment interest rates. Other income from earnings on our temporary investments of excess cash for the nine-month period ended October 31, 2021 was insignificant although the aggregate amount of invested funds increased between the periods. For the nine-month period ended October 31, 2020, the net amount of other income of $1.7 million included primarily earnings on our temporary investments of excess cash before the pandemic.



                                       34



Income Taxes

We reported income tax expense for the nine-month period ended October 31, 2021 in the amount of approximately $11.2 million, which represents an actual effective income tax rate of 23.8%. As indicated above, we estimate that our annual effective income tax rate for the year ending January 31, 2022, before discrete items, will approximate 23.3%. The estimated annual effective tax rate differs from the statutory federal tax rate of 21% due primarily to the unfavorable effects of state income taxes and permanent differences, including certain nondeductible executive compensation and overseas income deemed to be GILTI.

For the nine-month period ended October 31, 2020, we recorded an income tax benefit in the amount of approximately $1.4 million, which reflected primarily the net operating loss carryback benefit amount of $4.4 million discussed in Note 10 to the accompanying condensed consolidated financial statements.

Liquidity and Capital Resources as of October 31, 2021

At October 31 and January 31, 2021, our balances of cash and cash equivalents were $391.6 million and $366.7 million, respectively. During the nine months between these dates, our working capital increased by $30.5 million to $300.7 million as of October 31, 2021 from $270.1 million as of January 31, 2021.

The net amount of cash provided by operating activities for the nine months ended October 31, 2021 was $41.7 million. Our net income for the nine months ended October 31, 2021, adjusted favorably by the net amount of non-cash income and expense items, represented a source of cash in the total amount of $45.6 million. The sources of cash from operations for the nine months ended October 31, 2021 also included a decrease in the balance of contract assets in the amount of $16.7 million. A reduction in the combined level of accounts payable and accrued expenses and an increase in accounts receivable during the nine-month period ended October 31, 2021, in the respective amounts of $20.0 million and $7.1 million, represented uses of cash for the period. Contract liabilities increased by $4.4 million during the nine months ended October 31, 2021, representing a source of cash. It is important to note that the amount of contract liabilities related to the Guernsey Power Station are expected to decline during the remainder of the current fiscal year, representing a use of cash, as the project moves past the peak level of construction activities. The amount of prepaid expenses and other assets decreased by $2.1 million during the nine months ended October 31, 2021, which also represented a source of cash for the period.

Another source of cash for the nine months ended October 31, 2021 were the proceeds associated with the exercise of stock options in the amount of $1.4 million. Non-operating activities used cash during the nine months ended October 31, 2021, including the payment of regular cash dividends in the amount of $11.8 million, investment payments made to a solar energy fund in the amount of $4.1 million and capital expenditures in the amount of $1.1 million. As of October 31, 2021, there were no restrictions with respect to inter-company payments between GPS, TRC, APC, SMC and the holding company. However, certain loans made by Argan to APC have been determined to be uncollectible.

The net amount of cash provided by operating activities for the nine months ended October 31, 2020 was $142.6 million. Our net income for the nine months ended October 31, 2020, adjusted favorably by the net amount of non-cash income and expense items, represented a source of cash in the total amount of $30.2 million. However, the sources of cash from operations for the prior year period included primarily a temporary increase in the balance of contract liabilities

associated with the early phases of the Guernsey Power Station construction and new project awards at TRC in the amount of $87.9 million. Reductions in the balances of accounts receivable and contract assets, primarily at the TRC and APC operations, provided cash in the amounts of $6.6 million and $6.2 million, respectively. In addition, the combined level of accounts payable and accrued expenses increased by $27.7 million during the nine months ended October 31, 2020, a source of cash for the period.

As discussed above, our income tax accounting for the nine months ended October 31, 2020 reflected an entry to record the carryback of our net operating loss incurred for the year ended January 31, 2020 to prior income tax years. The loss carryback should result in a refund of federal income taxes in the amount of $12.7 million. This tax refund receivable was included in the balance of other current assets as of October 31, 2020, which was the primary cause of the increase in this balance of $16.0 million during the period, a use of cash.



                                       35



Primary sources of cash for the nine months ended October 31, 2020 were the net maturities of short-term investments, certificates of deposit issued by the Bank, in the amount of $70.0 million. Non-operating activities used cash during the nine months ended October 31, 2020, including the payment of regular and special cash dividends in the total amount of $27.4 million and capital expenditures in the amount of $1.4 million. Partially offsetting these uses of cash, we received cash proceeds related to the exercise of stock options during the nine months ended October 31, 2020 in the amount of $1.2 million.

At October 31, 2021, most of our balance of cash and cash equivalents was invested in government and prime money market funds with most of their total assets invested in cash, US Treasury obligations and repurchase agreements secured by US Treasury obligations. The major portion of our domestic operating bank account balances are maintained with the Bank. We do maintain certain Euro-based bank accounts in Ireland and certain pound sterling-based bank accounts in the UK in support of the operations of APC.

The original term of our Amended and Restated Replacement Credit Agreement with the Bank was scheduled to expire on May 31, 2021. During April 2021, the Company and the Bank agreed to an amendment to the Credit Agreement which extended the expiration date of the Credit Agreement to May 31, 2024 and reduced the borrowing rate. The Credit Agreement, as amended, 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. We may also use the borrowing ability to cover other credit instruments issued by the Bank for our use in the ordinary course of business as defined by the Bank. At October 31, 2021, we had no outstanding borrowings, however, subsequent to October 31, 2021, the Bank issued letters of credit in the total amount of $19.9 million in support of the activities of APC under a new customer contract. In connection with the current project development activities of the VIE, the Bank issued a letter of credit, outside the scope of the Credit Agreement, in the approximate amount of $3.4 million for which we have provided cash collateral.

We have pledged the majority of our assets to secure the 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 Credit Agreement, as amended, requires that we comply with certain financial covenants at our fiscal year-end and at each fiscal quarter-end, and 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. At October 31, 2021 and January 31, 2021, we were compliant with the covenants of the Credit Agreement, as amended.

In the normal course of business and for certain major projects, we may be required to obtain surety or performance bonding, to provide parent company guarantees, or to cause the issuance of letters of credit (or some combination thereof) in order to provide performance assurances to clients on behalf of one of our contractor subsidiaries.

If our services under a guaranteed project would not be completed or would be determined to have resulted in a material defect or other material deficiency, then we could be responsible for monetary damages or other legal remedies. As is typically required by any surety bond, we would be obligated to reimburse the issuer of any surety bond issued on behalf of a subsidiary for any cash payments made thereunder. The commitments under performance bonds generally end concurrently with the expiration of the related contractual obligation. Not all of our projects require bonding.

As of October 31, 2021, the value of the Company's unsatisfied bonded performance obligations, covering all of its subsidiaries, was approximately $272.4 million. In addition, as of October 31, 2021, there were bonds outstanding in the aggregate amount of approximately $0.8 million covering other risks including warranty obligations related to completed activities; these bonds expire at various dates over the next twelve (12) months.

We have also provided a financial guarantee on behalf of GPS to an original equipment manufacturer in the amount of $3.6 million to support project developmental efforts.

When sufficient information about claims related to our performance on projects would be available and monetary damages or other costs or losses would be determined to be probable, we would record such losses. As our subsidiaries are wholly-owned, any actual liability related to contract performance is ordinarily reflected in the financial statement account balances determined pursuant to the Company's accounting for contracts with customers. Any amounts that we may be required to pay in excess of the estimated costs to complete contracts in progress as of October 31, 2021 are not estimable.



                                       36



As noted above, returns on money market instruments and certificates of deposit are currently minimal due to market conditions. With the desire to increase the amount of return on its available cash, the Company invested approximately $4.1 million during the nine months ended October 31, 2021 in a limited liability company that makes equity investments in solar energy projects that are eligible to receive energy tax credits. During Fiscal 2021, we made a similar investment in the amount of $1.3 million. The current year investment is expected to provide an overall return of approximately 20% over the six-year expected life of our investment. It is likely that we will evaluate opportunities to make larger solar energy investments of this type in the future.

We believe that cash on hand, our cash equivalents, cash that will be provided from the maturities of short-term investments and cash generated from our future operations, with or without funds available under our Credit Agreement, will be adequate to meet our general business needs in the foreseeable future. In general, we maintain significant liquid capital in our balance sheet to ensure the maintenance of our bonding capacity and to provide parent company performance guarantees for EPC and other construction projects.

However, any significant future acquisition, investment or other unplanned cost or cash requirement, may require us to raise additional funds through the issuance of debt and/or equity securities. There can be no assurance that such financing will be available on terms acceptable to us, or at all.

Earnings before Interest, Taxes, Depreciation and Amortization ("EBITDA")

We believe that EBITDA is a meaningful presentation that enables us to assess and compare our operating cash flow performance on a consistent basis by removing from our operating results the impacts of our capital structure, the effects of the accounting methods used to compute depreciation and amortization and the effects of operating in different income tax jurisdictions. Further, we believe that EBITDA is widely used by investors and analysts as a measure of performance.



The table following immediately below presents the determinations of EBITDA for
the three and nine months ended October 31, 2021 and 2020, respectively (amounts
in thousands).


                                                            Three Months Ended
                                                               October 31,
                                                             2021         2020
Net income, as reported                                   $   12,393    $  9,454
Income tax expense                                             3,269       1,666
Depreciation                                                     819         940
Amortization of purchased intangible assets                      227         226
EBITDA                                                        16,708      12,286
EBITDA of non-controlling interests                                -           -

EBITDA attributable to the stockholders of Argan, Inc. $ 16,708 $ 12,286







                                                            Nine Months Ended
                                                              October 31,
                                                            2021        2020
Net income, as reported                                   $ 36,029    $  14,260
Income tax expense (benefit)                                11,228      (1,391)
Depreciation                                                 2,560        2,798
Amortization of purchased intangible assets                    680          677
EBITDA                                                      50,497       16,344
EBITDA of non-controlling interests                              -         (40)

EBITDA attributable to the stockholders of Argan, Inc. $ 50,497 $ 16,384

However, as EBITDA is not a measure of performance calculated in accordance with US GAAP, we do not believe that this measure should be considered in isolation from, or as a substitute for, the results of our operations presented in accordance with US GAAP that are included in our condensed consolidated financial statements. In addition, our EBITDA does not necessarily represent funds available for discretionary use and is not necessarily a measure of our ability to fund our cash needs.



                                       37



As we believe that our net cash flow provided by operations is the most directly comparable performance measure determined in accordance with US GAAP, the table below reconciles the amounts of EBITDA for the applicable periods to the corresponding amounts of net cash flows provided by operating activities that are presented in our condensed consolidated statements of cash flows for the nine months ended October 31, 2021 and 2020 (amounts in thousands).




                                                                  Nine Months Ended
                                                                     October 31,
                                                                  2021          2020
EBITDA                                                         $   50,497    $   16,344
Current income tax (expense) benefit                             (10,845)         9,757
Stock compensation expense                                          2,521         2,199
Other non-cash items                                                3,407         1,911
(Increase) decrease in accounts receivable                        (7,084)         6,585
Decrease (increase) in other assets                                 2,070      (15,976)

(Decrease) increase in accounts payable and accrued expenses (19,966) 27,725 Change in contracts in progress, net

                               21,099        94,015
Net cash provided by operating activities                      $   41,699    $  142,560

Critical Accounting Policies

Critical accounting policies are those related to the areas where we have made what we consider to be particularly subjective or complex judgments in arriving at estimates and where these estimates can significantly impact our financial results under different assumptions and conditions. These estimates, judgments, and assumptions affect the reported amounts of assets, liabilities and equity, the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and various other assumptions that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets, liabilities and equity that are not readily apparent from other sources. Actual results and outcomes could differ from these estimates and assumptions.

We consider the accounting policies related to revenue recognition on long-term construction contracts; income tax reporting; the accounting for business combinations; the subsequent valuation of goodwill, other indefinite-lived assets and long-lived assets; the valuation of employee common stock-based awards; and the financial reporting associated with any significant claims or legal matters to be most critical to the understanding of our financial position and results of operations, as well as the accounting and reporting for special purpose entities including joint ventures and variable interest entities. An expanded discussion of our critical accounting policies is included in Item 7 of Part II of our Annual Report. During the nine months ended October 31, 2021, there have been no material changes in the way we apply the critical accounting policies described therein.

Recently Issued Accounting Pronouncements

In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes, which, among other changes, eliminates the exception to the general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the expected loss for the entire year. In these instances, the estimated annual effective income tax rate shall be used to calculate the tax without limitation. The new standard also requires the recognition of a franchise (or similar) tax that is partially based on income as an income-based tax and the recording of any incremental tax that is incurred by us as a non-income based tax. Our adoption of this new guidance, effective on February 1, 2021, did not alter our accounting for income taxes.

There are no other recently issued accounting pronouncements that have not yet been adopted that we consider material to our consolidated financial statements.

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