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Limbach Holdings, Inc. (NASDAQ: LMB) filed an 8-K (Item 7.01) on 7 Aug 2025 to furnish—rather than file—FAQs related to its recently completed acquisition of Pioneer Power, Inc. (PPI). The FAQs, attached as Exhibit 99.1 and posted on the investor-relations site, are intended to address employee, customer and stakeholder questions about the transaction’s expected impact. No purchase price, pro-forma financials, or updated guidance were disclosed, and the Company expressly states the material is not incorporated by reference into other SEC filings. Exhibit 104 contains the inline XBRL cover-page tags.
Because the 8-K is furnished under Regulation FD, it triggers no immediate Exchange Act liabilities, but it formally confirms that the PPI deal has closed and signals management’s effort to manage communications around the integration.
Limbach Holdings (LMB) posted another strong quarter. Q2-25 revenue rose 16% YoY to $142.2 m while gross profit grew 19% to $39.8 m, lifting gross margin 70 bp to 28.0%. Operating income advanced 30% to $10.6 m and net income jumped 30% to $7.8 m. Diluted EPS climbed to $0.64 versus $0.50 last year. For the first half, revenue reached $275.3 m (+14%) and diluted EPS hit $1.48 (+31%).
Cash conversion faltered. Operating cash flow fell to $4.2 m (-66% YoY) driven by working-capital swings—contract liabilities declined $12.4 m while accounts payable dropped $5.4 m. Cash & equivalents ended at $38.9 m (-$6.0 m YTD) and total debt increased to $33.2 m, leaving net cash of $5.7 m versus $17.7 m at year-end.
Balance-sheet flexibility improved. On 27 Jun 25 the company upsized its Wintrust revolving credit facility to $100 m, extended maturity to Jul-30 and reduced spreads by up to 95 bp, doubling the L/C sub-limit to $20 m. Only $10 m is drawn.
Backlog & acquisitions. Remaining performance obligations total $311.8 m ($212.3 m ODR, $99.5 m GCR); 60% is expected to convert within 12 months. Recent acquisitions Consolidated Mechanical and Kent Island added scale; goodwill stands at $33.1 m. A $0.6 m write-down on a GCR project underscores execution risk.
On June 27 2025, Limbach Facility Services LLC amended its Second A&R Wintrust Credit Agreement. The amendment doubles the senior-secured revolving credit facility from $50 million to $100 million, raises the letter-of-credit sub-limit to $20 million, and extends the maturity date from Feb 24 2028 to July 1 2030. It also lowers Term SOFR and Prime-rate margins based on the company’s senior leverage ratio, permits conversion of revolver borrowings into term-loan tranches, and removes certain borrowing-base covenants, thereby enhancing financial flexibility.
Separately, under Item 7.01, Limbach announced the closing of its acquisition of Pioneer Power, Inc. for an initial cash consideration of $66.1 million on July 1 2025. The purchase will be financed with available cash and drawdowns under the enlarged revolver.
The combined actions materially improve liquidity, reduce cost of capital and support inorganic growth, but they also increase leverage and integration risk as the company deploys additional debt to fund the transaction.
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