Primoris Services Corp. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Primoris Services Corp. has filed its annual 10-K report for the fiscal year ending December 31, 2023.</b>

AI Summary

Primoris Services Corp (PRIM) filed a Annual Report (10-K) with the SEC on February 27, 2024. Primoris Services Corp. filed its 2023 Form 10-K on February 27, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal business is Water, Sewer, Pipeline, Comm and Power Line Construction. Primoris Services Corp. is incorporated in Delaware. The company's headquarters are located in Dallas, Texas.

Why It Matters

For investors and stakeholders tracking Primoris Services Corp, this filing contains several important signals. This 10-K filing provides a comprehensive overview of Primoris Services Corp.'s financial performance, operations, and strategic direction for the fiscal year 2023, crucial for investors to assess the company's health and future prospects. Understanding the details within this report is essential for stakeholders to evaluate the company's position within the construction industry, particularly in pipeline and utility infrastructure, and to make informed investment decisions.

Risk Assessment

Risk Level: medium — Primoris Services Corp shows moderate risk based on this filing. The filing is a standard 10-K, which is a routine annual report. While it contains detailed financial information, it does not indicate any immediate or unusual risks beyond those typically associated with a company of this size and industry.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to understand Primoris Services Corp.'s performance and potential challenges in the upcoming fiscal year.

Key Numbers

• 2023-12-31 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 2024-02-27 — Filing Date (FILED AS OF DATE)
• 114 — Public Document Count (PUBLIC DOCUMENT COUNT)
• 001-34145 — SEC File Number (SEC FILE NUMBER)

Key Players & Entities

• Primoris Services Corp. (company) — CONFORMED NAME
• 20231231 (date) — CONFORMED PERIOD OF REPORT
• 20240227 (date) — FILED AS OF DATE
• 1623 (industry_code) — STANDARD INDUSTRIAL CLASSIFICATION
• DE (state) — STATE OF INCORPORATION
• DALLAS (city) — BUSINESS ADDRESS CITY
• TX (state) — BUSINESS ADDRESS STATE
• 75201 (zip_code) — BUSINESS ADDRESS ZIP

FAQ

Industry Context

Primoris Services Corp. operates in the construction sector, specifically focusing on water, sewer, pipeline, communications, and power line construction. This industry is vital for infrastructure development and maintenance.

Regulatory Implications

The company is subject to standard SEC regulations for public companies, including the requirement to file annual reports (10-K) detailing financial performance and business operations.

What Investors Should Do

1. Analyze the financial statements within the 10-K to understand revenue, net income, and other key financial metrics for FY2023.
2. Review the business description and risk factors to grasp the company's operational landscape and potential challenges.
3. Examine any disclosures regarding executive compensation or significant corporate events mentioned in the filing.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K.
• 2024-02-27: Filing Date — Date the 10-K was officially submitted to the SEC.

Year-Over-Year Comparison

This is the initial filing analyzed for the current period. Comparison to prior filings will require additional data.

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value PRIM New York Stock Excha
• $0 — 6,884 shares of common stock, par value $0.0001, outstanding. DOCUMENTS INCORPOR
• $429.0 m — ash transaction valued at approximately $429.0 million, net of cash acquired (the "PLH a
• $36.0 m — all-cash transaction for approximately $36.0 million, net of cash acquired. B Comm is
• $604.7 m — ash transaction valued at approximately $604.7 million, net of cash acquired. FIH is a p
• $3.0 million — of project sizes that average less than $3.0 million. We also perform construction projects

Filing Documents

• prim-20231231x10k.htm (10-K) — 3000KB
• prim-20231231xex21d1.htm (EX-21.1) — 42KB
• prim-20231231xex23d1.htm (EX-23.1) — 3KB
• prim-20231231xex31d1.htm (EX-31.1) — 20KB
• prim-20231231xex31d2.htm (EX-31.2) — 20KB
• prim-20231231xex32d1.htm (EX-32.1) — 10KB
• prim-20231231xex32d2.htm (EX-32.2) — 10KB
• prim-20231231xex97.htm (EX-97) — 19KB
• prim-20231231x10k002.jpg (GRAPHIC) — 52KB
• 0001558370-24-001719.txt (&nbsp;) — 14366KB
• prim-20231231.xsd (EX-101.SCH) — 81KB
• prim-20231231_cal.xml (EX-101.CAL) — 97KB
• prim-20231231_def.xml (EX-101.DEF) — 352KB
• prim-20231231_lab.xml (EX-101.LAB) — 760KB
• prim-20231231_pre.xml (EX-101.PRE) — 594KB
• prim-20231231x10k_htm.xml (XML) — 2983KB

Business

Business 4 Item 1A.

Risk Factors

Risk Factors 11 Item 1B. Unresolved Staff Comments 25 Item 1C. Cybersecurity 25 Item 2.

Properties

Properties 26 Item 3.

Legal Proceedings

Legal Proceedings 27 Item 4. Mine Safety Disclosures 27 Part II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 28 Item 6. Reserved 29 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 30 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 50 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 51 Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure 51 Item 9A.

Controls and Procedures

Controls and Procedures 52 Item 9B. Other Information 53 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 53 Part III Item 10. Directors, Executive Officers and Corporate Governance 54 Item 11.

Executive Compensation

Executive Compensation 54 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 54 Item 13. Certain Relationships and Related Transactions, and Director Independence 54 Item 14. Principal Accountant Fees and Services 54 Part IV Item 15. Exhibits and Financial Statement Schedules 55 Item 16. Form 10-K Summary 57

Signatures

Signatures 58 Index to Consolidated Financial Statements F-1 2 Table of Contents

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which are subject to the "safe harbor" created by those sections. Forward-looking statements include information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, growth opportunities, the effects of regulation and the economy, generally. Forward-looking statements include all statements that are not historical facts and usually can be identified by terms such as "anticipates," "believes," "could," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," "projects," "should," "will," "would" or similar expressions. Forward-looking statements include information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities, the effects of regulation and the economy, generally. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Actual results may differ materially as a result of a number of factors, including, among other things, customer timing, project duration, weather, and general economic conditions; changes in our mix of customers, projects, contracts and business; regional or national and/or general economic conditions and demand for our services; price, volatility, and expectations of future prices of oil, natural gas, and natural gas liquids; variations and changes in the margins of projects performed during any

BUSINESS

ITEM 1. BUSINESS Business Overview Primoris Services Corporation ("Primoris", the "Company", "we", "us", or "our") is one of the leading providers of infrastructure services operating mainly in the United States and Canada. We provide a wide range of construction, maintenance, replacement, fabrication, and engineering services to a diversified base of customers through our two segments: Utilities and Energy. The structure of our reportable segments is generally focused on broad end-user markets for our services. We have longstanding customer relationships with utility, refining, petrochemical, power, renewable energy, communications, midstream, and engineering companies, and state departments of transportation. We provide our services to a diversified base of customers, under a range of contracting options. A portion of our services are provided under Master Service Agreements ("MSA"), which are generally multi-year agreements. The remainder of our services are generated from contracts for specific construction or installation projects. Reportable Segments Through the end of 2022, we segregated our business into three reportable segments: the Utilities segment, the Energy/Renewables segment, and the Pipeline segment. In the first quarter of 2023, we changed our reportable segments in connection with the realignment of our internal organization and management structure. The segment changes reflect the focus of our Chief Operating Decision Maker ("CODM") on the range of services we provide to our end user markets. Our CODM regularly reviews our operating and financial performance based on these new segments. The current reportable segments include the Utilities segment and the Energy segment, which is made up of our former Energy/Renewables and Pipeline Services segments. The Utilities segment operates throughout the United States and specializes in a range of services, including the installation and maintenance of new and existing natural gas and electric ut