Business context and reporting period
Energy Services of America Corporation (Nasdaq: ESOA) filed this Form 8-K on October 1, 2026, reporting an agreement to acquire substantially all operating assets of FAMCO, Inc., a West Virginia utility contractor focused primarily on water and sewer infrastructure. This is a transaction update, not a periodic financial-results filing.
Transaction terms and financial metrics
- Base purchase price: $6.95 million, subject to adjustments and other agreement terms.
- At closing, three-eighths of the base price is payable in cash (approximately $2.61 million).
- One-half is payable in ESOA common stock, to be issued as soon as possible after closing (approximately $3.48 million based on the base price).
- The remaining one-eighth (approximately $0.87 million) will be withheld pending a post-closing true-up.
The filing provides no revenue, profit, cash-flow, margin, debt, or liquidity results, and no financial comparison with a prior period.
Outlook, conditions and risks
The company anticipates closing on or about October 9, 2026, subject to satisfaction or waiver of applicable closing conditions and other circumstances that may affect timing. The filing identifies general economic and business conditions, changes in strategy or development plans, and integration of the acquired business among risks that could cause actual outcomes to differ from forward-looking statements. The transaction’s final price and timing remain subject to the agreement and closing process.
Investor facts to verify
- Whether the transaction closed, and the final closing date.
- Final purchase-price adjustments and post-closing true-up.
- The amount and terms of cash paid and ESOA stock issued.
- FAMCO’s financial contribution and the costs and risks of integration.
The press release is furnished as Exhibit 99.1 and is not deemed filed for purposes of the Exchange Act.