NOTE 18 — SUBSEQUENT EVENTS

Moxie Freedom

In November 2015, Moxie sold a significant interest in Moxie Freedom to an unaffiliated power plant investment firm and Moxie Freedom closed on financing for the completion of the project. At the closing, GPI received full payment on its notes receivable from Moxie Freedom and the related accrued interest. In addition, GPI received net cash proceeds of $2,555,000 which represents its 60% share of the corresponding development success fee. All amounts due to Moxie Freedom’s equipment supplier pursuant to the participation agreement discussed above in Note 3, including its 40% share of the development success fee, were paid in full. As a result of the closing, GPS received from Moxie Freedom the full notice-to-proceed with activities pursuant to the corresponding EPC contract.

Acquisition of The Roberts Company

On December 4, 2015, the Company acquired TRC Acquisition LLC which owns 100% of The Roberts Company Field Services, Inc. and The Roberts Company Fabrication Services, Inc. (collectively “TRC”), both Delaware corporations. This business combination was completed pursuant to the terms and conditions of a Membership Interest Purchase Agreement dated December 4, 2015. TRC, founded in 1977 and headquartered near Greenville, North Carolina, is principally an industrial fabricator and constructor serving both light and heavy industrial organizations primarily in the southern United States.

Consideration included a $500,000 cash payment. In the event that certain performance conditions are met, Argan shall make an additional $500,000 cash payment to the former owners of TRC. In addition, the Company made cash payments totaling approximately $16 million in order to retire TRC’s outstanding bank debt and certain leases. The Company believes that the consideration is greater than the fair value of the net assets of TRC received on the closing date. However, the Company has not completed the allocation of the purchase price to the acquired assets which will be based, in large part, on evaluations that are being performed by independent asset and real estate appraisal firms.

The following unaudited pro forma information for the nine months ended October 31, 2015 and 2014 assumes that the purchases of both TRC and APC (see Note 2) had occurred on February 1, 2014. The pro forma information, as presented below, may not be indicative of the results that would have been obtained had the transactions occurred on February 1, 2014, nor is it indicative of the Company’s future results.

	2015		2014
Pro forma revenues	$	452,474,000	$	379,869,000
Pro forma net income	$	31,763,000	$	34,456,000
Pro forma net income attributable to the stockholders of Argan, Inc.	$	20,336,000	$	25,323,000
Pro forma earnings per share attributable to the stockholders of Argan, Inc.
Basic	$	1.38	$	1.75
Diluted	$	1.35	$	1.72