ENERGY SERVICES OF AMERICA CORP: Completion of Acquisition or Disposal of Assets, Financial Statements, and Supporting Documentation (Form 8-K)


Item 2.01 Completion of Acquisition or Disposal of Assets.

On April 29, 2022, Energy Services of America Corporation (“Energy Services” or the “Company”) has completed the previously announced acquisition of the assets of
Paving and Sealing Tri-State, LLC (“Tri-State Paving” or “Vendor”), a West Virginia company located at Hurricane, West Virginia.

Pursuant to the Asset Purchase Agreement (“Agreement”) signed on April 6, 2022
and modified the April 29, 2022, Tri-State Paving Acquisition Company, Inc.
(“Buyer”), a newly created subsidiary of Energy Services, has acquired substantially all of the assets (including, but not limited to, customer contracts, employees, and equipment) of Three-state tessellation for $7.5 million in cash, a $1.0 million
Promissory Note (“Note”), and $1.0 million in common shares of energy services (“shares”). the $7.5 million in cash was financed by a loan with United Bank, Inc., Huntington, West Virginia. David E. Corns will continue in his role as President of the Company’s new subsidiary.

As part of the Contract, the Buyer has entered into a four-year contract, $1.0 million Note with seller who requires $250,000 installments of the principal no later than the end of each full twelve (12) calendar month period commencing on the date of the note, April 29, 2022. Interest payments due will be calculated on the remaining principal balance and will be at the rate of 3.5%.

In addition, the seller received $1.0 million in Stock pursuant to an exemption under the Securities Act of 1933. Based on the calculation of market value in the Agreement, Three-state tessellation received 419,287 shares of Stock. As an additional consideration, if the stock price is below the requested closing price of $1.50 per share on the date 180 days after the issue, the Company will pay the Seller, in cash, the difference between $1.50 and the market value of each share of Stock. Payment would be made within thirty (30) days of Seller’s written request.

A copy of the press release from May 5, 2022is included as Exhibit 99.1 of this report.

Item 9.01 Financial statements and supporting documents.

(a) Financial statements of acquired businesses.

The acquiree’s financial statements will be filed by amendment to this current report on Form 8-K no later than 71 days after the date this current report on Form 8-K is due to be filed.

(b) Pro forma financial information.

     Pro forma financial information will be filed by amendment to this Current
     Report on Form 8-K not later than 71 days following the date that this
     Current Report on Form 8-K is required to be filed.

(c) Shell Company Transactions.

Not Applicable.

 (d) Exhibits.

Exhibit 2.1 Asset Purchase Agreement dated April 6, 2022

Exhibit 2.2 Addendum to April 29, 2022

Exhibit 99.1 Press release from May 5, 2022

Exhibit 104 Cover Page Interactive Data File (Embedded in Inline XBRL Document)

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


DATE:  May 5, 2022 By:   /s/ Charles Crimmel
                         Charles Crimmel
                         Chief Financial Officer

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