8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 17, 2022

QualTek Services Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-40147	83-3584928
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

475 Sentry Parkway E, Suite 200 Blue Bell, Pennsylvania	19422
(Address of principal executive offices)	(Zip Code)

(484) 804-4585

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock	QTEK	The Nasdaq Stock Market LLC
Warrants	QTEKW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01. Regulation FD Disclosure.

QualTek Services Inc. (the “Company”) has made available an Investor Presentation, which is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statement and Exhibits.

(d)        Exhibits.

Exhibit No.	Description
99.1	Investor Presentation
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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

	QUALTEK SERVICES INC.
Date: May 17, 2022	By:	/s/ Christopher S. Hisey
	Name: Christopher S. Hisey
	Title: Chief Executive Officer

EX-99.1

Exhibit 99.1

Q1 2022 Results May 17, 2022

1 Participants & Agenda Scott Hisey, President and Chief Executive Officer Adam Spittler, Chief Financial Officer Participants Agenda I. Q1 2022 II. Industry Update III. Backlog & Top 5 Customers IV. Reconciliation of Adjusted EBITDA V. Q&A

2 Forward - Looking Statements This communication contains forward - looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995, including statements about the financial condition, results of operations, earnings outlook and prospects of QualTek. Forward - looking statements are typically identified by words such as "plan," "believe," "expect," "anticipate," "intend," "outlook," "estimate," "forecast," "project," "continue," "could," "may," "might ," "possible," "potential," "predict," "should," "would" and other similar words and expressions, but the absence of these words does not mean that a statement is not forward - looking. The forward - looking statements are based on the current expectations of the management of QualTek and are inherently subject to uncertainties and changes in circumstances and their potential effects and speak only as of the date of such statement. There can be no assurance that future developments will be those that have been anticipated. These forward - looking statements involve a number of risks, uncertainties or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward - looking statements. These risks and uncertainties include, but are not limited to, those discussed and identified in public filings made with the SEC by QualTek. Should one or more of the risks or uncertainties materialize or should any of the assumptions made by the management of QualTek prove incorrect, actual results may vary in material respects from those projected in these forward - looking statements. All subsequent written and oral forward - looking statements concerning the matters addressed in this communication and attributable to QualTek or any person acting on its behalf are expressly qualified in their entirety by the cautionary statem ent s contained or referred to in this communication. Except to the extent required by applicable law or regulation, QualTek undertakes no obligation to update these forward - looking statements to reflect events or circumstances after the date of this communication to reflect the occurrence of unanticipated events.

3 Total Company Q1 2022 Q1 2022 Results Revenue • Q1 2022 Total revenue of $148.2MM increased 24.4% from Q1 2021 of $119.1MM Adjusted EBITDA • Q1 2022 Total Adjusted EBITDA of $4.0MM increased from Q1 2021 of $3.8MM $148,161 $119,113 $- $20,000 $40,000 $60,000 $80,000 $100,000 $120,000 $140,000 $160,000 Q1 2022 Q1 2021 Revenue - Quarter Over Quarter $4,027 $3,763 $- $500 $1,000 $1,500 $2,000 $2,500 $3,000 $3,500 $4,000 $4,500 Q1 2022 Q1 2021 Adjusted EBITDA - Quarter Over Quarter * Note Q1 2021 excludes adjusted EBITDA loss related to our discontinued operations ($862k) *

4 Telecom Q1 2022 Results Q1 2022 Results Revenue • Q1 2022 Telecom revenue of $132.7MM increased 24.6% from Q1 2021 of $106.5MM Adjusted EBITDA • Q1 2022 Telecom Adjusted EBITDA of $4.8MM consistent with the year ago period Q1 2021 $132,664 $106,480 $- $20,000 $40,000 $60,000 $80,000 $100,000 $120,000 $140,000 Q1 2022 Q1 2021 Revenue - Quarter Over Quarter $4,812 $4,814 $- $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 Q1 2022 Q1 2021 Adjusted EBITDA - Quarter Over Quarter * * Note Q1 2021 excludes adjusted EBITDA loss related to our discontinued operations ($862k)

5 Renewables & Recovery Q1 2022 Results Q1 2022 Results Revenue • Q1 2022 Renewables & Recovery revenue of $15.5MM increased 22.7% from Q1 2021 of $12.6MM Adjusted EBITDA • Q1 2022 Renewables & Recovery Adjusted EBITDA of $ 5.3 MM increased from Q1 2021 of $ 2 .9MM $15,497 $12,633 $- $2,000 $4,000 $6,000 $8,000 $10,000 $12,000 $14,000 $16,000 $18,000 Q1 2022 Q1 2021 Revenue - Quarter Over Quarter $5,309 $2,878 $- $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 Q1 2022 Q1 2021 Adjusted EBITDA - Quarter Over Quarter

6 Industry Update • Our primary Telecom customers have announced ambitious Capex spend plans for Fiber and 5G C - Band deployment • Our three largest Telecom customers plan to increase their 2022 Capex spend by 14% over 2021* • The infrastructure and Jobs Act passed in November includes $65B for Broadband with a focus on deployment of fiber in rural areas • Increasing opportunities in the Renewable space as a growing amount of power companies announce or accelerate net - zero carbon plans • Customers are combining supply chains which provides the potential for increased market share growth • The National Council of State Legislatures estimates that the US will have to spend up to $2 Trillion on grid modernization by 2030 – just to maintain electric grid reliability *Operator earnings release and GlobalData estimates

7 Backlog & Top 5 Customers Top 3 customers represented 66% of total revenue in Q1 2022 and 81% in Q1 2021 – reflecting execution of our strategy to diversify our customer base Backlog represents an estimate of services to be performed over the next 24 months; backlog increased from prior quarter $2,093 $2,171 $- $500 $1,000 $1,500 $2,000 $2,500 At Quarter-End Q4 2021 At Quarter-End Q1 2022 Total Backlog 38% 15% 13% 6% 5% 51% 15% 15% 4% 4% 0% 10% 20% 30% 40% 50% 60% AT&T Verizon T-Mobile Comcast Duke Energy 1 2 3 4 5 Top 5 Customers - % of Total Revenue Q1 2022 Q1 2021

8 Reconciliation of Adjusted EBITDA Adjusted EBITDA Reconciliation Q1 2022 Q1 2021 Telecom adjusted EBITDA 4,812$ 4,814$ Renewables and Recovery Logistics adjusted EBITDA 5,309 2,878 Corporate adjusted EBITDA (6,094) (3,929) Total adjusted EBITDA 4,027$ 3,763$ Less: Management fees 126 497 Transaction expenses 9,268 549 Share based compensation 6,711 - Depreciation and amortization 14,766 12,622 Interest expense 12,343 9,955 Integration, public company readiness and close out costs 1,360 - Net Loss from Continuing Operations (40,547)$ (19,860)$

XML

Cover	May 17, 2022
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 17, 2022
Entity File Number	001-40147
Entity Registrant Name	QualTek Services Inc.
Entity Central Index Key	0001839412
Entity Tax Identification Number	83-3584928
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	475 Sentry Parkway E
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Blue Bell
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19422
City Area Code	484
Local Phone Number	804-4585
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A Common Stock
Trading Symbol	QTEK
Security Exchange Name	NASDAQ
Warrants [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants
Trading Symbol	QTEKW
Security Exchange Name	NASDAQ