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DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION
6 Months Ended
Jul. 31, 2026
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION  
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

NOTE 1 – DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

Description of the Business

Argan, Inc. (“Argan”) conducts its construction operations through its wholly-owned subsidiaries across three distinct reportable business segments: Power, Industrial, and Teledata. Argan and these consolidated subsidiaries are hereinafter collectively referred to as the “Company.”

Through the Power segment, the Company provides a full range of engineering, procurement, construction, commissioning, maintenance, project development, and technical consulting services to the power generation market. The segment’s customers include independent power producers, public utilities, power plant equipment suppliers and other commercial firms with significant power requirements. Customer projects are located in the United States (the “U.S.”), the Republic of Ireland (“Ireland”) and the United Kingdom (the “U.K.”). The Company’s Industrial segment provides on-site services that support new plant construction and additions for industrial facilities primarily located in the Southeast region of the U.S. The segment also fabricates, delivers, and installs metal components, including piping systems and pressure vessels, and performs maintenance turnarounds, shutdowns, and emergency mobilizations. Its customers include datacenter developers and companies in the power, petrochemical, biopharmaceutical, pulp and paper, and specialty chemical industries, among other industrial end markets. The Company’s Teledata segment provides project management, construction, installation, maintenance, repair, and emergency response services for power distribution and information, communication, and data networks. The segment’s customers include commercial and industrial organizations, as well as state and federal government agencies, primarily throughout the Mid-Atlantic and New England regions of the U.S.

Basis of Presentation and Significant Accounting Policies

The Company’s fiscal year ends on January 31 each year. The condensed consolidated financial statements include the accounts of Argan and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.

These condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. The accompanying condensed consolidated financial statements and notes should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026 (“Fiscal 2026”).

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments considered necessary for a fair statement of the financial position of the Company as of July 31, 2026, and its earnings and cash flows for the interim periods presented. The results of operations for any interim period are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.

Business Combinations – The Company accounts for business combinations using the acquisition method of accounting. The results of operations of an acquired business are included in the Company’s condensed consolidated financial statements from the date of acquisition. The Company recognizes the identifiable assets acquired and liabilities assumed at their estimated fair values, with certain exceptions, as of the acquisition date, with the excess of the consideration transferred over the net of those amounts recorded as goodwill.  

The determination of the fair values of assets acquired and liabilities assumed requires management to make estimates and assumptions, including the selection of valuation methodologies, estimates of future cash flows, discount rates, and useful lives of acquired assets. These estimates are inherently uncertain, and actual results may differ from those estimates. During the measurement period, which does not exceed one year from the acquisition date, the Company may record adjustments

to the provisional amounts recognized for assets acquired and liabilities assumed, with a corresponding adjustment to goodwill, in the period such adjustments are identified.

Acquisition-related transaction costs are expensed as incurred and are included in selling, general and administrative expenses in the Company's condensed consolidated statements of earnings. Contingent consideration classified as a liability, if any, is recorded at fair value as of the acquisition date, with subsequent changes in fair value recognized in earnings until the contingency is resolved. See Note 14 for a discussion of the ValCor Communications, LLC (“ValCor”) acquisition.

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires public business entities to disclose specific information about certain costs and expenses. The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the effects, if any, that the adoption of ASU 2024-03 may have on its financial position, results of operations, cash flows, or disclosures.

There are no other recently issued accounting pronouncements that have not yet been adopted that the Company considers material to its condensed consolidated financial statements.