Form 8-K NV5 Holdings, Inc. For: Nov 13

November 13, 2014 4:11 PM

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): November 13, 2014

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NV5 Holdings, INC.

(Exact name of registrant as specified in its charter)

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Delaware	�	001-35849			�	45-3458017
(State or other jurisdiction of incorporation)	�	(Commission File Number)			�	(IRS Employer Identification No.)
�	�	�			�	�
200 South Park Road, Suite�350 Hollywood, Florida			�	33021
(Address of principal executive offices)			�	(Zip Code)

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Registrants telephone number, including area code: (954)�495-2112

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N/A

(Former name or former address, if changed since last report.)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the follow provisions:

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Written communications pursuant to Rule�425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule�14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule�14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule�13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 2.02.��Results of Operations and Financial Condition.

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On November 13, 2014, NV5 Holdings, Inc. (the Company) reported its financial results for the quarter and nine months ended September 30, 2014. The information contained in this Item 2.02 (including Exhibit 99.1) is furnished pursuant to Item 2.02 and shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

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The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in the Companys expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.

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Item 9.01�� Financial Statements and Exhibits.

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(d) Exhibits.

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Exhibit No.�		Description
�	�	�
99.1	�	Press Release dated November 13, 2014

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SIGNATURES

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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�	�	�	�	�
�Date: November 13, 2014	NV5 HOLDINGS, INC.�			�
�	�			�
�	By:��	/s/ Michael P. Rama		�
�	�	Name:��	Michael P. Rama	�
�	�	Title:��	Vice President and Chief Financial Officer	�
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EXHIBIT INDEX

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Exhibit No.�		Description
�	�	�
99.1		Press Release dated November 13, 2014

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Exhibit 99.1

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NV5 REVENUE UP 69% AND NET INCOME UP 85% TO RECORD

LEVELS IN THIRD QUARTER 2014

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- Raises 2014 Revenue Guidance to $102 Million - $108 Million and Diluted EPS Guidance to

$0.84 - $0.94 -

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- 12-Month Backlog Increased 34% to $80.7 Million -

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Hollywood, FL  November 13, 2014 NV5 Holdings, Inc. (the Company) (Nasdaq: NVEE), a provider of professional and technical engineering and consulting solutions, today reported financial results for the third quarter and nine months ended September 30, 2014.

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Third Quarter 2014 Financial Highlights

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Gross revenues for the quarter increased 69% to $31.4 million

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Net income for the quarter increased 85% to $1.7 million

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Diluted EPS for the quarter increased 35% to $0.31

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Backlog of $80.7 million as of September 30, 2014 increased 34% from $60.2 million as of December 31, 2013

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Third Quarter 2014 Achievements and Recent Highlights

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Acquired Owners Representative Services, Inc., a program management firm specializing in healthcare facilities construction projects

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Awarded several large-scale contracts and contract extensions, including the San Diego County Water Authority, the City of Bakersfield Beltway Operational Improvement Project, the Fort Lauderdale-Hollywood International Airport Runway Expansion and the University of Kansas Hospital

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Acquired program management consultants Zollinger Buric, Inc. and Buric Global, LLC to expand Midwest presence and add business information modeling expertise

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I am very pleased with our third quarter results. We again generated double-digit revenue and net income growth, while also increasing our backlog by 34%, said Dickerson Wright, Chairman and CEO of NV5 Holdings. Our company has produced uninterrupted revenue and net income growth every quarter since inception. This is the result of our focus on successful business development, performance optimization, and strategic acquisitions that introduce us to new markets and opportunities.

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As we enter into 2015, our acquisition pipeline remains robust, and our current balance sheet positions us to capitalize on these accretive opportunities.

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Gross revenue for the third quarter of 2014 was a record at $31.4 million, a 69% increase from the third quarter of 2013. Excluding revenues from acquisitions closed during 2014, revenues increased approximately 16% for the third quarter of 2014. Net revenue¹ for the third quarter of 2014 was $24.2 million, an increase of 67% from the third quarter of 2013.

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Income from operations for the third quarter of 2014 was $2.8 million, an increase of 143% from the third quarter of last year.

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Net income for the third quarter was $1.7 million, or $0.31 per diluted share, up 85% from net income of $0.9 million, or $0.23 per diluted share in the third quarter of 2013. Diluted earnings per share reflects weighted-average shares outstanding of 5,624,702 for the third quarter of 2014, compared to weighted-average shares outstanding of only 4,133,281 for the third quarter of 2013. Net income and diluted earnings per share for the third quarter of 2014 also includes a higher effective income tax rate of 37.3%, compared with an effective income tax rate of 18.5% for the third quarter of 2013. The tax rate for the third quarter 2013 reflects certain tax credits of approximately $128,000 which are not currently enacted for 2014. Excluding these tax credits, the Companys net income and diluted earnings per share for the three months ended September 30, 2014 would have increased approximately 115% and $0.12 per diluted share, respectively, compared to the third quarter of 2013.

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At September 30, 2014, the Company reported backlog of approximately $80.7 million, compared with $60.2 million at December 31, 2013, an increase of 34%.

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First Nine Months 2014 Financial Highlights

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Gross revenues increased 55% to $79.6 million

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Net income increased 57% to $3.5 million

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Diluted EPS was $0.63

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Gross revenue for the nine months ended September 30, 2014 was a record $79.6 million, a 55% increase from the nine months ended September 30, 2013. Excluding revenues from acquisitions closed during 2014, revenues increased approximately 18% for the nine months ended September 30, 2014. Net revenue¹ for the first nine months of 2014 was $61.0 million, an increase of 49% from the first nine months of 2013.

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Income from operations for the nine months ended September 30, 2014 was $5.7 million, an increase of 85% from the nine months ended September 30, 2013.

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Net income for the nine months ended September 30, 2014 was $3.5 million, or $0.63 per diluted share, up 57% from net income of $2.2 million, or $0.63 per diluted share in the first nine months of 2013. Diluted earnings per share for the nine months ended September 30, 2014 reflects weighted-average shares outstanding of 5,543,599, compared with weighted-average shares outstanding of only 3,534,333 for the nine months ended September 30, 2013. Net income and diluted earnings per share for the nine months ended September 30, 2014 reflects a higher effective income tax rate of 37.0%, compared with an effective income tax rate of 24.4% for the nine months ended September 30, 2013. The tax rate for 2013 reflects certain tax credits of approximately $258,000, which are not currently enacted for 2014. Excluding these tax credits, the Companys net income and diluted earnings per share for the nine months ended September 30, 2014 would have increased approximately 77% and $0.07 per diluted share, respectively, compared to the nine months ended September 30, 2013.

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2014 Outlook

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The Company is again raising its guidance for 2014 full-year gross revenues and diluted earnings per share. The Company now expects full-year 2014 gross revenues, including acquisitions closed during the first nine months of 2014, to be between $102 million and $108 million, representing an increase of approximately 49% to 58% over full-year 2013 gross revenues of $68.2 million.

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The Company further expects that full-year 2014 diluted earnings per share will range between $0.84 per share and $0.94 per share, representing an increase of 20% to 34% over diluted earnings per share of $0.70 for the full-year 2013.�This guidance for gross revenues and earnings per share excludes anticipated acquisitions for the remainder of 2014.

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Conference Call

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NV5 management will host a conference call at 4:30 p.m. Eastern time today to discuss the third quarter 2014 results.

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Date:��	Thursday, November 13, 2014
Time:�	4:30 p.m. Eastern time
Toll-free dial-in number:�	+1 877-407-3982
International dial-in number:�	+�1 201-493-6780
Conference ID:�	3593919
Webcast:��	http://ir.nv5.com

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The conference call will be webcast live and available for replay via the Investors section of the NV5 website, www.NV5.com.

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A replay of the conference call will be available approximately one hour following the conclusion of the call through November 20, 2014.

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Toll-free replay number:�	+1 877-870-5176
International replay number:��	+1 858-384-5517
Replay PIN number:��	13593919

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¹NV5s gross revenues include sub-consultant costs and other direct costs which are generally pass-through costs and, therefore, the Company believes that net revenues, which is a non-GAAP financial measure commonly used in our industry, provides a meaningful perspective on its business results. A reconciliation of gross revenues as reported in accordance with U.S. Generally Accepted Accounting Principles (GAAP) to net revenues is provided at the end of this news release.

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About NV5

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NV5 Holdings, Inc. (Nasdaq: NVEE) is a provider of professional and technical engineering and consulting solutions to public and private sector clients in the infrastructure, energy, construction, real estate and environmental markets. NV5 primarily focuses on five business verticals: construction quality assurance, infrastructure, energy, program management and environmental solutions. The Company operates 28 offices in California, Colorado, Utah, Florida, Pennsylvania, Ohio and New Jersey and is headquartered in Hollywood, Florida. For additional information, please visit the Company's website at www.NV5.com. Also visit the Company on , LinkedIn, Facebook, and Vimeo.

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Forward-Looking Statements

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This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including, among others, statements with respect to our strategy of accretive acquisitions taking us into new markets and opportunities, our ability to generate organic growth and drive process optimization, our acquisition opportunities, our ability to expand our backlog and our guidance relating to gross revenues and earnings per share. The Company cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by the forward-looking statements contained herein. Such factors include, but are not limited to: (a) changes in demand from the local and state government and private clients that we serve; (b) general economic conditions, nationally and globally, and their effect on the market for our services; (c) competitive pressures and trends in our industry and our ability to successfully compete with our competitors; (d) changes in laws, regulations, or policies; (e) our ability to successfully execute our mergers and acquisitions strategy, including the integration of new companies into the Companys business; (f) backlog cancellations and adjustments; and (g) the "Risk Factors" set forth in the Company's most recent SEC filings. All forward-looking statements are based on information available to the Company on the date hereof, and the Company assumes no obligation to update such statements.

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Contacts:��

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NV5 Holdings, Inc.��

Michael P. Rama Chief Financial Officer��

Tel: +1-954-495-2116

[email protected]

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NV5 HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

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�	�	September 30, 2014		�	�	December 31, 2013		�
Assets	�	(unaudited)		�	�	�	�	�
Current assets:	�	�	�	�	�	�	�	�
Cash and cash equivalents	�	$	5,715	�	�	$	13,868	�
Accounts receivable, net of allowance for doubtful accounts of $1,155 and $1,320 as of September 30, 2014 and December 31, 2013, respectively	�	�	28,363	�	�	�	16,722	�
Prepaid expenses and other current assets	�	�	988	�	�	�	509	�
Deferred income tax assets	�	�	839	�	�	�	1,004	�
Total current assets	�	�	35,905	�	�	�	32,103	�
Property and equipment, net	�	�	1,659	�	�	�	1,310	�
Intangible assets, net	�	�	5,317	�	�	�	2,993	�
Goodwill	�	�	10,755	�	�	�	7,106	�
Cash surrender value of officers life insurance	�	�	522	�	�	�	521	�
Other assets	�	�	203	�	�	�	118	�
Deferred income tax assets	�	�	724	�	�	�	724	�
Total Assets	�	$	55,085	�	�	$	44,875	�
�	�	�	�	�	�	�	�	�
Liabilities and Stockholders Equity	�	�	�	�	�	�	�	�
Current liabilities:	�	�	�	�	�	�	�	�
Accounts payable	�	$	5,263	�	�	$	3,780	�
Accrued liabilities	�	�	6,726	�	�	�	4,189	�
Income taxes payable	�	�	507	�	�	�	765	�
Billings in excess of costs and estimated earnings on uncompleted contracts	�	�	323	�	�	�	401	�
Client deposits	�	�	88	�	�	�	111	�
Current portion of contingent consideration	�	�	643	�	�	�	333	�
Current portion of stock repurchase obligation	�	�	474	�	�	�	687	�
Current portion of notes payable	�	�	3,058	�	�	�	1,725	�
Total current liabilities	�	�	17,082	�	�	�	11,991	�
Contingent consideration, less current portion	�	�	321	�	�	�	638	�
Stock repurchase obligation, less current portion	�	�	594	�	�	�	935	�
Notes payable, less current portion	�	�	3,291	�	�	�	2,502	�
Total liabilities	�	�	21,288	�	�	�	16,066	�
�	�	�	�	�	�	�	�	�
Commitments and contingencies	�	�	�	�	�	�	�	�
�	�	�	�	�	�	�	�	�
Stockholders equity:	�	�	�	�	�	�	�	�
Preferred stock, $0.01 par value; 5,000,000 shares authorized, no shares issued and outstanding	�	�	-	�	�	�	-	�
Common stock, $0.01 par value; 45,000,000 shares authorized, 5,730,332 and 5,504,236 shares issued and outstanding as of September 30, 2014 and December 31, 2013, respectively	�	�	57	�	�	�	55	�
Additional paid-in capital	�	�	25,218	�	�	�	23,717	�
Retained earnings	�	�	8,522	�	�	�	5,037	�
Total stockholders equity	�	�	33,797	�	�	�	28,809	�
Total liabilities and stockholders equity	�	$	55,085	�	�	$	44,875	�

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NV5 HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands, except share data)

(Unaudited)

�

Three Months Ended

�

Nine Months Ended

�

September 30,

�

September 30,

�

September 30,

�

September 30,

�

2014

�

2013

�

2014

�

2013

�

Gross revenues

�

31,420

�

18,588

�

79,642

�

51,317

�

Direct costs (excluding depreciation and amortization):

�

Salaries and wages

�

11,458

�

5,315

�

26,970

�

14,747

�

Sub-consultant services

�

4,128

�

3,535

�

11,138

�

9,010

�

Other direct costs

�

3,116

�

598

�

7,517

�

1,508

�

Total direct costs

�

18,702

�

9,448

�

45,625

�

25,265

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Gross Profit

�

12,718

�

9,140

�

34,017

�

26,052

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Operating Expenses:

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Salaries and wages, payroll taxes and benefits

�

6,349

�

5,024

�

17,672

�

14,772

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General and administrative

�

2,283

�

1,698

�

6,761

�

4,540

�

Facilities and facilities related

�

715

�

847

�

2,394

�

2,510

�

Depreciation and amortization

�

532

�

403

�

1,442

�

1,126

�

Total operating expenses

�

9,879

�

7,972

�

28,269

�

22,948

�

Income from operations

�

2,839

�

1,168

�

5,748

�

3,104

�

Other expense:

�

Interest expense

�

(90

)

�

(26

)

�

(219

)

�

(162

)

Total other expense

�

(90

)

�

(26

)

�

(219

)

�

(162

)

�

Income before income tax expense

�

2,749

�

1,142

�

5,529

�

2,942

�

Income tax expense

�

(1,026

)

�

(211

)

�

(2,044

)

�

(718

)

Net income and comprehensive income

�

1,723

�

931

�

3,485

�

2,224

�

Earnings per share:

�

Basic

�

0.34

�

0.25

�

0.69

�

0.68

�

Diluted

�

0.31

�

0.23

�

0.63

�

0.63

�

Weighted average common shares outstanding:

�

Basic

�

5,129,161

�

3,795,754

�

5,086,711

�

3,259,104

�

Diluted

�

5,624,702

�

4,133,281

�

5,543,599

�

3,534,333

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NV5 HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF GROSS REVENUES TO NET REVENUES

(in thousands)

(Unaudited)

�

Three Months Ended

�

Nine Months Ended

�

September 30,

�

September 30,

�

September 30,

�

September 30,

�

2014

�

2013

�

2014

�

2013

�

Gross revenues

�

31,420

�

18,588

�

79,642

�

51,317

�

Less:�� Sub-consultant services

�

4,128

�

3,535

�

11,138

�

9,010

�

��Other direct costs

�

3,116

�

598

�

7,517

�

1,508

�

Net revenues

�

24,176

�

14,455

�

60,987

�

40,799

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NV5s gross revenues include sub-consultant costs and other direct costs which are generally pass-through costs and, therefore, the Company believes that net revenues, which is a non-GAAP financial measure commonly used in our industry, provides a meaningful perspective on its business results.

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