Why did your sample firm have an offering after the upgrade date? How fast did they do it?
3/23/2020 https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm 1/34 10-Q 1 a09-31273_110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009 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 001-16265 LIME ENERGY CO. (Exact name of registrant as specified in its charter) Delaware 36-4197337 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1280 Landmeier Road, Elk Grove Village, Illinois 60007-2410 (Address of principal executive offices, including zip code) (847) 437-1666 (Registrant’s telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one): Large Accelerated Filer Accelerated Filer 3/23/2020 https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm 2/34 Non-Accelerated Filer Smaller reporting company Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No 23,492,531 shares of the registrant’s common stock, $.0001 par value per share, were outstanding as of November 11, 2009. Table of Contents LIME ENERGY CO. FORM 10-Q For The Quarter Ended September 30, 2009 INDEX Page Number Part I Financial Information ITEM 1. Financial Statements: Condensed Consolidated Balance Sheets September 30, 2009 (unaudited) and December 31, 2008 1 Unaudited Condensed Consolidated Statements of Operations Three months and Nine months ended September 30, 2009 and 2008 3 Unaudited Condensed Consolidated Statement of Stockholders’ Equity Nine months ended September 30, 2009 4 Unaudited Condensed Consolidated Statements of Cash Flows Nine months ended September 30, 2009 and 2008 5 Notes to Condensed Consolidated Financial Statements 7 ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 21 ITEM 3. Quantitative and Qualitative Disclosures About Market Risk 35 ITEM 4. Controls and Procedures 35 Part II. Other Information ITEM 1A. Risk Factors 36 ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds 42 ITEM 6. Exhibits 43 Signatures 44 Table of Contents PART I - FINANCIAL INFORMATION 3/23/2020 https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm 3/34 ITEM 1. Financial Statements Lime Energy Co. Condensed Consolidated Balance Sheets (in thousands) September 30, December 31, 2009 2008 (1) (unaudited) Assets Current assets Cash and cash equivalents $ 24,217 $ 3,734 Accounts receivable, net 23,890 24,227 Inventories 316 665 Costs and estimated earnings in excess of billings on uncompleted contracts 3,624 4,078 Prepaid expenses and other 892 1,418 Total Current Assets 52,939 34,122 Net Property and Equipment 1,962 2,081 Long Term Receivables 633 1,031 Deferred Financing Costs, net 298 4 Intangibles, net 6,328 7,137 Goodwill 18,627 18,513 $ 80,787 $ 62,888 1 Table of Contents Lime Energy Co. Condensed Consolidated Balance Sheets (in thousands) September 30, December 31, 2009 2008 (1) (unaudited) Liabilities and Stockholders’ Equity Current liabilities Lines of Credit $ — $ 3,987 Current portion of long-term debt 194 187 Accounts payable 13,251 15,452 Accrued expenses 3,112 3,855 Billings in excess of costs and estimated earnings on uncompleted contracts 1,538 1,958 Deferred revenue — 358 Customer deposits 777 1,289 Total Current Liabilities 18,872 27,086 Deferred Revenue 6 90 Long-Term Debt, less current portion 575 5,717 Deferred Tax Liability 1,034 1,034 Total Liabilities 20,487 33,927 3/23/2020 https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm https://www.sec.gov/Archives/edgar/data/1065860/000110465909064576/a09-31273_110q.htm 4/34 Stockholders’ Equity Preferred stock, $0.01 par value; 1,000 authorized, 0 and 359 issued as of September 30, 2009 and December 31, 2008, respectively (liquidation value of $0 and $14,707 as of September 30, 2009 and December 31, 2008, respectively) — 4 Common stock, $0.0001 par value; 50,000 shares authorized 22,730 and 9,555 issued as of September 30, 2009 and December 31, 2008, respectively 2 1 Additional paid-in capital 177,286 134,390 Accumulated deficit (116,988) (105,434) Total Stockholders’ Equity 60,300 28,961 $ 80,787 $ 62,888 See accompanying notes to condensed consolidated financial statements (1) Derived from audited financial statements in the Company’s annual report on Form 10-K for the year ended December 31, 2008 2 Table of Contents Lime Energy Co. Unaudited Condensed Consolidated Statements of Operations (in thousands, except per share data) Three Months Nine Months Ended September 30, Ended September 30, 2009 2008 2009 2008 Revenue $ 21,003 $ 17,709 $ 50,523 $ 26,334 Cost of sales 16,524 13,388 40,397 21,075 Gross Profit 4,479 4,321 10,126 5,259 Selling, general and administrative 5,731 5,509 16,513 12,331 Amortization of intangibles 269 602 927 984 Operating Loss (1,521) (1,790) (7,314) (8,056) Other Income (Expense) Interest income 30 13 92 70 Interest expense (2,004) (944) (2,907) (1,862) Total other income (expense) (1,974) (931) (2,815) (1,792) Loss from continuing operations before discontinued operations (3,495) (2,721) (10,129) (9,848) Discontinued Operations: Loss from operation of discontinued business (396) (418) (1,425) (2,055) Net Loss (3,891) (3,139) (11,554) (11,903)