Part I - Financial Information [Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) The company presents its unaudited condensed consolidated financial statements for the quarter ended April 30, 2021, showing significant revenue growth, a shift to net income, and strong liquidity Condensed Consolidated Statements of Earnings (Unaudited) | Financial Metric | Three Months Ended April 30, 2021 | Three Months Ended April 30, 2020 | | :--- | :--- | :--- | | **Revenues** | $126,341 thousand | $60,148 thousand | | **Gross Profit** | $23,714 thousand | $4,009 thousand | | **Income (Loss) from Operations** | $13,822 thousand | $(6,335) thousand | | **Net Income (Loss) Attributable to Stockholders** | $10,766 thousand | $(763) thousand | | **Diluted EPS** | $0.67 | $(0.05) | Condensed Consolidated Balance Sheet Highlights | Account | April 30, 2021 (Unaudited) | January 31, 2021 | | :--- | :--- | :--- | | **Total Current Assets** | $559,031 thousand | $546,220 thousand | | **Total Assets** | $617,972 thousand | $602,630 thousand | | **Total Current Liabilities** | $283,065 thousand | $276,087 thousand | | **Total Liabilities** | $287,156 thousand | $280,222 thousand | | **Total Equity** | $330,816 thousand | $322,408 thousand | Condensed Consolidated Statements of Cash Flows (Unaudited) | Cash Flow Activity | Three Months Ended April 30, 2021 | Three Months Ended April 30, 2020 | | :--- | :--- | :--- | | **Net Cash from Operating Activities** | $17,346 thousand | $40,187 thousand | | **Net Cash from Investing Activities** | $15,636 thousand | $59,316 thousand | | **Net Cash from Financing Activities** | $(2,919) thousand | $(3,733) thousand | | **Cash and Cash Equivalents, End of Period** | $396,675 thousand | $262,927 thousand | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail accounting policies, business segments, revenue recognition, customer concentrations, segment performance, and significant legal and tax matters - The company operates through **four main subsidiaries** (GPS, TRC, APC, SMC), grouped into **three reportable segments**[21](index=21&type=chunk)[209](index=209&type=chunk) - As of April 30, 2021, Remaining Unsatisfied Performance Obligations (RUPO) totaled **$478.7 million**, with approximately **58%** expected to be recognized as revenue by January 31, 2022[44](index=44&type=chunk)[232](index=232&type=chunk) - An ongoing lawsuit with Exelon involves **$24.5 million** in accounts receivable and contract assets related to a terminated EPC contract, with mediation scheduled for September 2021[52](index=52&type=chunk)[69](index=69&type=chunk)[240](index=240&type=chunk) - The company is under IRS examination for **R&D tax credits** claimed for **FY2016**, **FY2017**, and **FY2018**, with protests filed for the first two years and a favorable resolution expected[90](index=90&type=chunk)[278](index=278&type=chunk) Segment Performance for Three Months Ended April 30, 2021 (in thousands) | Segment | Revenues | Gross Profit | Income (Loss) from Operations | | :--- | :--- | :--- | :--- | | **Power Services** | $97,172 | $18,503 | $13,048 | | **Industrial Services** | $26,658 | $4,689 | $2,807 | | **Telecom Services** | $2,511 | $522 | $36 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the 110.1% revenue growth driven by Power Industry Services, a $0.7 billion project backlog, market outlook for energy transition, and strong liquidity with $396.7 million cash and a $50 million credit facility [Operating Results](index=23&type=section&id=Operating%20Results) Consolidated revenues surged 110.1% to $126.3 million, primarily driven by the Guernsey Power Station project, leading to a significant improvement in gross profit margin to 18.8% and a net income of $10.8 million Segment Revenue Comparison (in thousands) | Segment | Q1 2021 Revenue | Q1 2020 Revenue | % Change | | :--- | :--- | :--- | :--- | | **Power industry services** | $97,172 | $48,612 | 99.9% | | **Industrial fabrication and field services** | $26,658 | $9,744 | 173.6% | | **Telecommunications infrastructure services** | $2,511 | $1,792 | 40.1% | | **Total Revenues** | **$126,341** | **$60,148** | **110.1%** | - The **Guernsey Power Station project**, reaching peak construction, was the primary driver for improved performance, accounting for **67.8%** of consolidated revenues[142](index=142&type=chunk)[330](index=330&type=chunk) - Gross profit margin significantly improved to **18.8%** from **6.7%** in the prior-year quarter, which was adversely affected by a **$2.7 million** loss on the TeesREP project[109](index=109&type=chunk)[148](index=148&type=chunk)[297](index=297&type=chunk) - The company received a **$0.7 million R&D credit payment** from the UK government for the TeesREP project, recorded as other income[150](index=150&type=chunk)[338](index=338&type=chunk) [Liquidity and Capital Resources](index=31&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity strengthened with cash and equivalents reaching $396.7 million, supported by $17.3 million in operating cash flow and an extended $50.0 million credit facility - Cash and cash equivalents increased by **$30.0 million** during the quarter, reaching **$396.7 million** as of April 30, 2021[154](index=154&type=chunk)[342](index=342&type=chunk) - The Credit Agreement was extended to **May 31, 2024**, maintaining a **$50.0 million** lending commitment at a reduced interest rate of **30-day LIBOR plus 1.6%**[160](index=160&type=chunk)[348](index=348&type=chunk) - As of April 30, 2021, the company had approximately **$372 million** in unsatisfied bonded performance obligations and **$6.6 million** in other outstanding bonds[163](index=163&type=chunk)[351](index=351&type=chunk) EBITDA Reconciliation (in thousands) | Metric | Three Months Ended April 30, 2021 | Three Months Ended April 30, 2020 | | :--- | :--- | :--- | | **Net income (loss), as reported** | $10,766 | $(793) | | **Income tax expense (benefit)** | 3,768 | (4,454) | | **Depreciation** | 882 | 937 | | **Amortization of purchased intangible assets** | 228 | 225 | | **EBITDA** | **$15,644** | **$(4,085)** | [Market Outlook](index=26&type=section&id=Market%20Outlook) Management sees a favorable long-term outlook for natural gas-fired power plants for grid reliability, despite headwinds from political and regulatory pressures, and is diversifying into renewable and hydrogen-ready projects - The company is diversifying into **renewable energy**, evidenced by a new EPC services contract for the **Maple Hill Solar facility** in Pennsylvania[119](index=119&type=chunk)[307](index=307&type=chunk) - Headwinds for the gas-fired power plant market include increased **environmental activism**, regulatory initiatives like **RGGI**, and the **Biden administration's goal** for **carbon-free electricity by 2035**[122](index=122&type=chunk)[124](index=124&type=chunk)[125](index=125&type=chunk) - The company is positioning for a **flexible energy future** by contracting for natural gas-fired plants with integrated **green hydrogen solution packages**, enabling them to eventually burn a mix of **natural gas and hydrogen**[135](index=135&type=chunk)[323](index=323&type=chunk) - Recent **power crises in California and Texas** demonstrate that **fossil-fuel generation** remains critical for **grid reliability**[132](index=132&type=chunk)[133](index=133&type=chunk)[320](index=320&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=35&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risks include interest rate fluctuations, foreign currency translation for its Irish subsidiary, and commodity price volatility, mitigated by early procurement and short-term quotes - The company faces **interest rate risk** on its cash and investments; a hypothetical **100 basis point increase** in rates would increase pre-tax income by approximately **$3.0 million** annually[178](index=178&type=chunk)[180](index=180&type=chunk)[366](index=366&type=chunk) - **Foreign currency risk** stems from translating the financial statements of its subsidiary **APC** from **Euros** into **US dollars**[178](index=178&type=chunk)[366](index=366&type=chunk) - The company faces **commodity price risk** for materials like **copper, concrete, and steel** on its **fixed-price contracts**, mitigated by including anticipated price changes in bids and early material procurement[179](index=179&type=chunk)[367](index=367&type=chunk) [Controls and Procedures](index=37&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of April 30, 2021, with no significant changes to internal control over financial reporting during the quarter - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were **effective** as of **April 30, 2021**[181](index=181&type=chunk)[369](index=369&type=chunk) - **No significant changes** were made to the company's internal control over financial reporting during the fiscal quarter[182](index=182&type=chunk)[370](index=370&type=chunk) Part II - Other Information [Legal Proceedings](index=37&type=section&id=Item%201.%20Legal%20Proceedings) The company's primary legal proceeding, a lawsuit between its subsidiary GPS and Exelon, is detailed in Note 8, with other pending claims not expected to materially affect financial statements - The company's **main legal proceeding** is the lawsuit between its subsidiary **GPS and Exelon**, detailed in **Note 8** of the financial statements[183](index=183&type=chunk)[371](index=371&type=chunk) [Risk Factors](index=37&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K have been reported - There have been **no material changes** to the risk factors disclosed in the company's Annual Report[184](index=184&type=chunk)[372](index=372&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=37&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) A stock repurchase plan for up to $25.0 million is authorized through June 2022, with no shares repurchased under the program to date - A stock repurchase plan for up to **$25.0 million** is authorized through **June 2022**, but **no purchases** have been made under it to date[184](index=184&type=chunk)[372](index=372&type=chunk)

PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) The financial statements for the period ended October 31, 2020, reflect a strong turnaround with increased revenues, net income, and strengthened liquidity [Condensed Consolidated Statements of Earnings](index=2&type=section&id=Condensed%20Consolidated%20Statements%20of%20Earnings) The earnings statement for the three and nine months ended October 31, 2020, shows strong revenue growth and a shift from net loss to net income Condensed Consolidated Statements of Earnings (in millions) | Financial Metric | Three Months Ended Oct 31, 2020 | Three Months Ended Oct 31, 2019 | Nine Months Ended Oct 31, 2020 | Nine Months Ended Oct 31, 2019 | | :--- | :--- | :--- | :--- | :--- | | **Revenues** | $127.3M | $58.4M | $275.0M | $171.0M | | **Gross Profit (Loss)** | $20.3M | $6.0M | $40.0M | $(12.1)M | | **Income (Loss) from Operations** | $10.9M | $(6.1)M | $11.2M | $(45.9)M | | **Net Income (Loss) Attributable to Stockholders** | $9.5M | $(6.9)M | $14.3M | $(35.5)M | | **Diluted EPS** | $0.60 | $(0.44) | $0.91 | $(2.27) | - The company declared and paid a quarterly cash dividend of **$0.25 per share** in Q3 2020, consistent with the prior year's quarter. For the nine-month period, total dividends per share were **$1.75** in 2020, significantly higher than the **$0.75** paid in the same period of 2019, due to a special dividend[6](index=6&type=chunk) [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of October 31, 2020, the balance sheet reflects robust liquidity, significant asset growth, and increased contract liabilities Condensed Consolidated Balance Sheets (in millions) | Balance Sheet Item | October 31, 2020 (Unaudited) | January 31, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $353.2M | $167.4M | | Total Current Assets | $538.8M | $421.8M | | Total Assets | $595.5M | $487.5M | | **Liabilities & Equity** | | | | Contract liabilities | $160.5M | $72.7M | | Total Current Liabilities | $261.0M | $144.0M | | Total Liabilities | $264.8M | $146.5M | | Total Stockholders' Equity | $328.9M | $339.2M | | Total Liabilities and Equity | $595.5M | $487.5M | [Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended October 31, 2020, operating cash flow significantly increased, driving a substantial rise in cash and cash equivalents Condensed Consolidated Statements of Cash Flows (in millions) | Cash Flow Activity (Nine Months Ended Oct 31) | 2020 | 2019 | | :--- | :--- | :--- | | Net cash provided by operating activities | $142.6M | $15.9M | | Net cash provided by investing activities | $68.6M | $82.7M | | Net cash used in financing activities | $(26.2)M | $(10.1)M | | **Net Increase in Cash and Cash Equivalents** | **$185.9M** | **$88.2M** | | **Cash and Cash Equivalents, End of Period** | **$353.2M** | **$252.5M** | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's business structure, revenue recognition, project performance, remaining obligations, and tax impacts - Argan operates through four wholly-owned subsidiaries: **Gemma Power Systems (GPS)**, **The Roberts Company (TRC)**, **Atlantic Projects Company (APC)**, and **Southern Maryland Cable (SMC)**, providing services to the power generation, industrial fabrication, and telecommunications markets[15](index=15&type=chunk) - The TeesREP Project, which previously caused significant losses, had favorable adjustments of **$2.8 million** and **$4.1 million** in the three and nine months ended October 31, 2020, respectively, due to contract amendments. The final fixed-price subcontract loss is now estimated at **$29.5 million**[40](index=40&type=chunk) - The company's Remaining Unsatisfied Performance Obligations (RUPO) stood at **$604.7 million** as of October 31, 2020. Approximately **63%** of this amount is expected to be recognized as revenue over the next twelve months[42](index=42&type=chunk) - The CARES Act allowed the company to carry back its Fiscal 2020 net operating loss of approximately **$39.5 million**, resulting in a tax benefit of about **$4.4 million** recorded in the nine months ended October 31, 2020[84](index=84&type=chunk)[85](index=85&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes strong Q3 2020 performance to power segment recovery, addressing market headwinds and maintaining strong liquidity [Summary of Operating Results](index=24&type=section&id=Summary%20of%20Operating%20Results) Consolidated revenues for Q3 2020 surged 118.0%, driven by the power segment, leading to a significant reversal from net loss to net income Summary of Operating Results (in millions) | Period | Consolidated Revenues | YoY Change | Net Income (Loss) Attributable to Stockholders | Diluted EPS | | :--- | :--- | :--- | :--- | :--- | | **Q3 2020** | $127.3M | +118.0% | $9.5M | $0.60 | | **Q3 2019** | $58.4M | - | $(6.9)M | $(0.44) | | **YTD 2020** | $275.0M | +60.8% | $14.3M | $0.91 | | **YTD 2019** | $171.0M | - | $(35.5)M | $(2.27) | [Major Customer Contracts and Market Outlook](index=28&type=section&id=Major%20Customer%20Contracts%20and%20Market%20Outlook) Project backlog stands at $1.2 billion, with new gas plant projects facing delays, while renewable energy efforts are expanding amid policy shifts - Project backlog was approximately **$1.2 billion** as of October 31, 2020, down slightly from **$1.3 billion** at January 31, 2020[141](index=141&type=chunk) - The **Guernsey Power Station** project is the primary driver of current revenues, with substantial completion scheduled for the end of calendar year 2022[135](index=135&type=chunk) - Challenges for new gas-fired power plant projects include difficulties in securing financing, delays in **PJM capacity auctions** (now rescheduled to begin **May 2021**), and growing public and political opposition to fossil-fuel projects, including potential policy changes from the president-elect[143](index=143&type=chunk)[147](index=147&type=chunk)[153](index=153&type=chunk) - The company is directing business development efforts toward **utility-scale wind, solar, and other renewable energy projects** to complement its natural gas EPC services[165](index=165&type=chunk) [Comparison of the Results of Operations](index=32&type=section&id=Comparison%20of%20the%20Results%20of%20Operations) Q3 2020 saw Power Industry Services revenue surge 206.0%, significantly improving consolidated gross profit margin and reversing prior-year losses Segment Revenues (Q3 2020 vs Q3 2019, in millions) | Segment Revenues (Q3 2020 vs Q3 2019) | Q3 2020 | Q3 2019 | % Change | | :--- | :--- | :--- | :--- | | Power industry services | $109.7M | $35.8M | 206.0% | | Industrial fabrication and field services | $15.7M | $20.1M | (21.9)% | | Telecommunications infrastructure services | $1.9M | $2.4M | (21.8)% | - Consolidated gross profit for Q3 2020 was **$20.3 million** (**16.0% margin**), a **239.5% increase** from **$6.0 million** (**10.3% margin**) in Q3 2019. The improvement was driven by the Guernsey project and favorable adjustments on the TeesREP project[170](index=170&type=chunk)[176](index=176&type=chunk)[177](index=177&type=chunk) - For the nine months ended October 31, 2019, the company reported a consolidated gross loss of **$12.1 million**, primarily due to a **$31.2 million loss** incurred by APC on the TeesREP Project. This was reversed in the 2020 period, which saw a gross profit of **$40.0 million**[191](index=191&type=chunk)[192](index=192&type=chunk) [Liquidity and Capital Resources](index=37&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity significantly strengthened with cash and cash equivalents rising to $353.2 million, driven by strong operating cash flow and a maintained credit facility Liquidity and Capital Resources (in millions) | Metric | October 31, 2020 | January 31, 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $353.2M | $167.4M | | Working Capital | $277.8M | $277.7M | - Net cash provided by operating activities for the nine months ended October 31, 2020 was **$142.6 million**, compared to **$15.9 million** in the prior year period[202](index=202&type=chunk)[206](index=206&type=chunk) - The company paid total cash dividends of **$27.4 million** and received **$1.2 million** from stock option exercises during the nine months ended October 31, 2020[205](index=205&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in a legal proceeding with Exelon, with no other material claims expected to impact financial statements - The company refers to **Note 8** for details on its legal dispute with **Exelon** regarding the breach of an EPC contract for a gas-fired power plant in Massachusetts[70](index=70&type=chunk)[240](index=240&type=chunk) [Item 1A. Risk Factors](index=43&type=section&id=Item%201A.%20Risk%20Factors) New risks include potential adverse impacts from the incoming U.S. administration's climate policies and proposed corporate income tax rate increase - The company identifies potential adverse effects from the policies of **president-elect Biden**, particularly those concerning **climate change** and a proposed increase in the corporate income tax rate to **28%**[241](index=241&type=chunk)[242](index=242&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) A **$25.0 million** share repurchase plan was authorized in June 2020, with no shares repurchased to date under the program - A **$25.0 million** share repurchase plan was authorized in June 2020. To date, no purchases have been made under this plan[245](index=245&type=chunk) [Item 4. Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of October 31, 2020, with no significant changes in internal control - The CEO and CFO concluded that as of October 31, 2020, the company's disclosure controls and procedures were **effective** at a reasonable assurance level[238](index=238&type=chunk) - **No significant changes** to internal control over financial reporting occurred during the fiscal quarter ended October 31, 2020[239](index=239&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered Common Stock, $.15 par value AGX New York Stock Exchange FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended July 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the Transition Period from to Commission File Number 001- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered Common Stock, $.15 par value AGX New York Stock Exchange FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended April 30, 2020 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the Transition Period from to Commission File Number 001 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Fiscal Year Ended January 31, 2020 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from _____________ to _____________ Commission File Number 001-31756 ARGAN, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 13-1947195 (State or Other Jurisdiction ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended October 31, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the Transition Period from to Commission File Number 001-31756 (Exact Name of Registrant as Specified in Its Charter) Delaware 13-1947195 (State or Other Jurisdiction of Inc ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended July 31, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the Transition Period from to Commission File Number 001-31756 (Exact Name of Registrant as Specified in Its Charter) Delaware 13-1947195 (State or Other Jurisdiction of Incorp ...