Sunday, May 11, 2025

MISTRAS Announces First Quarter 2025 Results

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PRINCETON JUNCTION, N.J., May 07, 2025 (GLOBE NEWSWIRE) — MISTRAS Group, Inc. (MG: NYSE), a leading “one source” multinational provider of integrated technology-enabled asset protection solutions, reported financial results for its first quarter ended March 31, 2025.

Highlights for the First Quarter 2025*

  • Revenue of $161.6 million, a decrease of 12.4%
  • Gross profit of $40.9 million, with gross profit margin of 25.3%, an increase of 30 basis points
  • Selling, general, and administrative (“SG&A”) expenses of $35.7 million, down 1.7%
  • Net loss of $3.2 million inclusive of Special items of $3.6 million, with Adjusted EBITDA of $12.0 million
  • Net cash provided by operating activities of $5.6 million, an increase of $5.0 million

*All comparisons are consolidated and versus the equivalent prior year period, unless otherwise noted and give effect to the reclassification of certain overhead and personnel expenses in the consolidated statement of income (loss) from SG&A to cost of revenue. Please see the reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures and additional information about the non-GAAP financial measures set forth in tables attached to this press release.

Natalia Shuman, President and Chief Executive Officer commented “despite the larger than anticipated year-over-year decline in revenue driven by overall market uncertainty, we were nevertheless able to rapidly calibrate costs and expenses down during the first quarter to our revenue level, in order to preserve our operational metrics. With a continued focus on cost and expense management, including a reduction in our administrative support functional costs, and coupled with anticipated revenue growth across all primary industries, we are confident these drivers will provide an improvement in key profitability measures over the remainder of the year.”

Ms. Shuman continued, “we are closely monitoring potential industry headwinds caused by global market uncertainty driven by our customers’ reactions to tariffs and other market conditions, changes to U.S. trade policy and other market conditions, and the potential impact this could have on our global businesses. We are well positioned to maintain share in the primary industries we serve by leveraging our proprietary technological advantages and testing methods. We are also focusing on our other existing end markets such as Industrials, Infrastructure, & Other Process Industries, where our testing and inspection services as well as data analytics would be enablers to drive growth in the future.”

For the first quarter of 2025, consolidated revenue was $161.6 million, a decrease of 12.4% from the first quarter of 2024. This decline was primarily driven by a $16.6 million decrease in Oil & Gas market revenues and declines in other key markets due to macroeconomic demand factors, which was partially offset by growth in the Industrials market. The overall Oil & Gas revenue decline was primarily driven by modest spring turnaround activity as anticipated, along with unexpected softness in demand in the Midstream sector.

Although gross profit declined in the first quarter of 2025, gross profit margin nevertheless increased 30 basis points. This improvement was due to lower healthcare claims expense in the current year period and a favorable sales mix.

The Company’s results reflect certain overhead and personnel expenses which have been reclassified in the Consolidated Statements of Income (loss) from SG&A to Cost of Revenue, as it is determined this reclassification would be preferable as it provides greater transparency regarding the true cost of the Company’s revenue and aligns with how the business is managed. These overhead and personnel costs, which were determined to be directly related to the Company’s delivery of services, are generally variable to revenue being recognized and results in gross profit that fully encompasses all costs necessary to generate that revenue. The reclassification recorded within the financials was $6.0 million and $4.9 million for the three months ended March 31, 2025 and March 31, 2024.

SG&A in the first quarter of 2025 was $35.7 million, down $0.6 million or 1.7%, from the prior year comparable period despite adverse foreign exchange translation within SG&A of $0.9 million. This decrease in SG&A reflects the continued cost discipline and focus on calibration of overhead costs relative to the revenue level achieved.

The Company reported a quarterly net loss of $3.2 million, or ($0.10) per share, compared to a net income of $1.0 million or $0.03 per share in the prior year period. Net loss excluding Special Items (non-GAAP) was ($0.3) million, or ($0.01) per share for the first quarter of 2025, compared to a net income of $2.2 million, or $0.07 per share in the prior year period.

Adjusted EBITDA was $12.0 million in the first quarter of 2025, compared to $16.2 million in the prior year period, a decline of 25.4%. Nevertheless, Adjusted EBITDA for the first quarter of 2025 was the second highest first quarter Adjusted EBITDA performance for the Company over the last five years.

Cash Flow and Balance Sheet
The Company’s net cash provided by operating activities was $5.6 million for the first quarter of 2025, compared to $0.6 million in the prior year period. Free cash flow (non-GAAP) was negative $0.2 million for the first quarter of 2025, compared to negative $5.3 million in the prior year period. The Company’s improved free cash flow was primarily attributable to a favorable working capital reduction compared to the prior year period.

The Company’s gross debt was $171.9 million as of March 31, 2025, compared to $169.6 million as of December 31, 2024. The Company is typically a net borrower in the first quarter of each year and remains committed to using free cash flow to fund strategic capital expenditures and reduce debt throughout the remainder of 2025.

Reorganization and Other Costs
For the first quarter of 2025, the Company recorded $3.1 million of reorganization and other costs related to continued calibration of the Company’s support, overhead, and other related costs.

2025 Outlook
The Company is not providing full year guidance for fiscal 2025 due to unprecedented market uncertainty as a result of tariffs, changes to U.S. trade policy and other market conditions and while the new CEO is still reviewing the Company’s entire portfolio of businesses.

Conference Call
In connection with this release, MISTRAS will hold a conference call on May 8, 2025, at 9:00 a.m. Eastern Standard Time.

To listen to the live webcast of the conference call, visit the Investor Relations section of MISTRAS Group’s website at www.mistrasgroup.com.

Individuals may pre-register at: https://mistras-q1-earnings.open-exchange.net/.

Following the conference call, an archived webcast of the call will be available for one year by visiting the Investor Relations section of MISTRAS Group’s website.

About MISTRAS Group, Inc. – One Source for Asset Protection Solutions®

MISTRAS Group, Inc. (NYSE: MG) is a global leader in technology-enabled industrial asset integrity solutions, serving critical industries including oil & gas, aerospace & defense, power & utilities, manufacturing, and civil infrastructure. The company provides a diversified portfolio of products and services, ranging from advanced non-destructive testing and pipeline inspections to real-time condition monitoring, maintenance planning, and specialized engineering, powered by a proprietary management software suite that centralizes integrity data for predictive analytics and benchmark analysis. With a long-standing track record of innovation and deep industry expertise, MISTRAS helps clients reduce risk, extend asset life, and optimize operational performance. Learn more at www.mistrasgroup.com.

INVESTORS CONTACT:
Edward Prajzner
Senior Executive Vice President & Chief Financial Officer
+1 (833) MISTRAS | [email protected]

Forward-Looking and Cautionary Statements
Certain statements contained in this press release are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include, but are not limited to, the impacts of foreign currency exchange risks and recently announced U.S. foreign tariffs and changes to U.S trade policy on our business and financial results, and additional operational and strategic actions that we expect or seek to take in furtherance of our strategies and activities to enhance our financial results and future growth. Such forward-looking statements relate to MISTRAS’ financial results and estimates, products and services, business model, operational and strategic initiatives to improve operating leverage, strategy, growth opportunities, profitability and competitive position, and other matters. These forward-looking statements generally use words such as “future,” “possible,” “potential,” “targeted,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “predict,” “project,” “will,” “may,” “should,” “could,” “would” and other similar words and phrases. Such statements are not guarantees of future performance or results and will not necessarily be accurate indications of the times at, or by which, such performance or results will be achieved, if at all. These statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in these statements. A list, description and discussion of these and other risks and uncertainties can be found in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the U.S Securities and Exchange Commission filed on March 11, 2025, as updated by our reports on Form 10-Q and Form 8-K. The forward-looking statements are made as of the date hereof, and MISTRAS undertakes no obligation to update such statements as a result of new information, future events or otherwise.

Use of Non-GAAP Financial Measures
In addition to financial information prepared in accordance with generally accepted accounting principles in the U.S. (GAAP), this press release also contains adjusted financial measures that are not prepared in accordance with GAAP and that we believe provide investors and management with supplemental information relating to the Company’s operating performance and trends that facilitate comparisons between periods and with respect to trends and projected information. The term “Adjusted EBITDA” used in this release is a financial measure not calculated in accordance with GAAP and is defined by the Company as net income attributable to MISTRAS Group, Inc. plus: interest expense, provision for income taxes, depreciation and amortization, share-based compensation expense, certain acquisition related costs (including transaction due diligence costs and adjustments to the fair value of contingent consideration), foreign exchange (gain) loss, non-cash impairment charges, reorganization and other costs and, if applicable, certain additional special items which are noted. A reconciliation of Adjusted EBITDA to Net Income (Loss) as computed under GAAP is set forth in a table attached to this press release. The Company also uses the term “free cash flow”, a non-GAAP financial measure the Company defines as cash provided by operating activities less capital expenditures (which is classified as an investing activity). The Company additionally uses the terms:

“Segment and Total Company Income (Loss) from Operations (GAAP) to Income (Loss) from Operations before Special Items (non-GAAP)”, “Net Income (Loss) (GAAP) and Diluted EPS (GAAP) to Net Income Excluding Special Items (non-GAAP) and Diluted EPS Excluding Special Items (non-GAAP)” which reconciles the non-GAAP amounts to the GAAP financial measure. This press release also includes the term “net debt”, a non-GAAP financial measure which the Company defines as the sum of the current and long-term portions of long-term debt, less cash and cash equivalents. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures are also set forth in tables attached to this press release. Each of these non-GAAP financial measures has material limitations as a performance or liquidity measure and should not be considered alternatives to Net Income (Loss) or any other measures derived in accordance with GAAP. Because Income (loss) from operations before special items and other non-GAAP financial measures used in this press release may not be calculated in the same manner by all companies, these measures may not be comparable to other similarly titled measures used by other companies.

Mistras Group, Inc. and Subsidiaries
Unaudited Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
 
  March 31, 2025   December 31, 2024
 
ASSETS (unaudited)          
Current Assets                
Cash and cash equivalents $ 18,536     $ 18,317    
Accounts receivable, net   128,192       127,281    
Inventories   14,141       14,485    
Prepaid expenses and other current assets   15,104       12,387    
 Total current assets   175,973       172,470    
Property, plant and equipment, net   82,796       80,892    
Intangible assets, net   39,187       39,708    
Goodwill   181,530       181,442    
Deferred income taxes   6,351       6,267    
Other assets   40,952       42,259    
 Total assets $ 526,789     $ 523,038    
LIABILITIES AND EQUITY                
Current Liabilities                
Accounts payable $ 13,385     $ 11,128    
Accrued expenses and other current liabilities   85,485       85,233    
Current portion of long-term debt   12,374       11,591    
Current portion of finance lease obligations   5,735       5,317    
Income taxes payable   573       1,656    
 Total current liabilities   117,552       114,925    
Long-term debt, net of current portion   159,500       158,056    
Obligations under finance leases, net of current portion   15,871       15,162    
Deferred income taxes   2,093       1,973    
Other long-term liabilities   32,772       34,027    
 Total liabilities   327,788       324,143    
Commitments and contingencies                
Equity                
Preferred stock, 10,000,000 shares authorized            
Common stock, $0.01 par value, 200,000,000 shares authorized, 31,325,787 and 31,010,375 shares issued and outstanding   406       402    
Additional paid-in capital   251,629       250,832    
Accumulated deficit   (13,170 )     (9,984 )  
Accumulated other comprehensive loss   (40,200 )     (42,682 )  
 Total Mistras Group, Inc. stockholders’ equity   198,665       198,568    
Noncontrolling interests   336       327    
 Total equity   199,001       198,895    
 Total liabilities and equity $ 526,789     $ 523,038    
 

Mistras Group, Inc. and Subsidiaries
Unaudited Condensed Consolidated Statements of Income (Loss)
(in thousands, except per share data)
 
  Three months ended March 31,
 
  2025   2024  
               
Revenue $ 161,615     $ 184,442  
Cost of revenue   115,286       132,355  
Depreciation   5,437       5,934  
Gross profit   40,892       46,153  
Selling, general and administrative expenses   35,652       36,252  
Environmental expense   540        
Reorganization and other costs   3,087       1,558  
Research and engineering   299       343  
Depreciation and amortization   2,326       2,447  
(Loss) income from operations   (1,012 )     5,553  
Interest expense   3,324       4,430  
(Loss) income before (benefit) provision for income taxes   (4,336 )     1,123  
(Benefit) provision for income taxes   (1,168 )     119  
Net (loss) income   (3,168 )     1,004  
Less: net income attributable to noncontrolling interests, net of taxes   18       9  
Net (loss) income attributable to Mistras Group, Inc. $ (3,186 )   $ 995  
               
Net (loss) income per common share              
Basic $ (0.10 )   $ 0.03  
Diluted $ (0.10 )   $ 0.03  
Weighted-average common shares outstanding:              
Basic   31,095       30,680  
Diluted   31,095       31,356  
 

Mistras Group, Inc. and Subsidiaries
Unaudited Operating Data by Segment
(in thousands)
 
  Three months ended March 31,
 
  2025   2024  
Revenues                
North America $ 128,902     $ 150,349    
International   33,214       33,047    
Products and Systems   3,091       3,210    
Corporate and eliminations   (3,592 )     (2,164 )  
  $ 161,615     $ 184,442    
     
     
  Three months ended March 31,
 
  2025   2024  
Gross profit                
North America $ 30,165     $ 35,245    
International   9,088       9,269    
Products and Systems   1,623       1,613    
Corporate and eliminations   16       26    
  $ 40,892     $ 46,153    
 

Mistras Group, Inc. and Subsidiaries
Unaudited Revenues by Category
(in thousands)
 
Revenue by industry was as follows:
 
Three Months Ended March 31, 2025 North America   International   Products &
Systems
  Corp/Elim   Total
 
Oil & Gas $ 85,731   $ 10,646   $ 187         $ 96,564  
Aerospace & Defense   14,007     6,281     116           20,404  
Industrials   11,688     6,517     365           18,570  
Power Generation & Transmission   3,224     985     444           4,653  
Other Process Industries   6,501     3,744     8           10,253  
Infrastructure, Research & Engineering   3,701     2,562     958           7,221  
Petrochemical   2,523     110               2,633  
Other   1,527     2,369     1,013     (3,592 )     1,317  
Total $ 128,902   $ 33,214   $ 3,091   $ (3,592 )   $ 161,615  
 

Three Months Ended March 31, 2024 North America   International   Products &
Systems
  Corp/Elim   Total
 
Oil & Gas $ 103,027   $ 10,066   $ 72         $ 113,165  
Aerospace & Defense   15,375     6,732     11           22,118  
Industrials   8,909     5,853     437           15,199  
Power Generation & Transmission   3,592     1,682     578           5,852  
Other Process Industries   7,928     3,933     39           11,900  
Infrastructure, Research & Engineering   3,972     2,205     409           6,586  
Petrochemical   3,813     531               4,344  
Other   3,733     2,045     1,664     (2,164 )     5,278  
Total $ 150,349   $ 33,047   $ 3,210   $ (2,164 )   $ 184,442  
 

Oil & Gas Revenue by sub-industry was as follows:
 
  Three months ended March 31,
 
  2025   2024  
  ($ in thousands)
 
Oil and Gas Revenue            
Upstream $ 40,251   $ 41,767  
Midstream   15,808     21,392  
Downstream   40,505     50,006  
Total $ 96,564   $ 113,165  
 

Consolidated Revenue by type was as follows:
 
  Three months ended March 31,
 
  2025   2024  
  ($ in thousands)
 
Field Services $ 110,175   $ 126,355  
Shop Laboratories   15,029     17,195  
Data Analytical Solutions   13,981     15,539  
Other   22,430     25,353  
Total $ 161,615   $ 184,442  
 

Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Segment and Total Company Income (Loss) from Operations (GAAP) to
Income (Loss) from Operations before Special Items (non-GAAP)
(in thousands)
 
  Three months ended March 31,
 
  2025   2024  
                 
North America:                
Income from operations (GAAP) $ 6,515     $ 13,561    
Reorganization and other costs   1,358          
Income from operations before special items (non-GAAP) $ 7,873     $ 13,561    
International:                
Income from operations (GAAP) $ 1,081     $ 1,124    
Reorganization and other costs   178       102    
Income from operations before special items (non-GAAP) $ 1,259     $ 1,226    
Products and Systems:                
Income from operations (GAAP) $ 327     $ 314    
Reorganization and other costs   151       2    
Income from operations before special items (non-GAAP) $ 478     $ 316    
Corporate and Eliminations:                
Loss from operations (GAAP) $ (8,935 )   $ (9,446 )  
Environmental expense   540          
Reorganization and other costs   1,400       1,454    
Loss from operations before special items (non-GAAP) $ (6,995 )   $ (7,992 )  
Total Company:                
(Loss) income from operations (GAAP) $ (1,012 )   $ 5,553    
Environmental expense   540          
Reorganization and other costs   3,087       1,558    
Income from operations before special items (non-GAAP) $ 2,615     $ 7,111    
 

Mistras Group, Inc. and Subsidiaries
Unaudited Summary Cash Flow Information
(in thousands)
 
  Three months ended March 31,
 
  2025   2024  
Net cash provided by (used in):                
Operating activities $ 5,645     $ 604    
Investing activities   (5,414 )     (5,648 )  
Financing activities   (702 )     5,127    
Effect of exchange rate changes on cash   690       (874 )  
Net change in cash and cash equivalents $ 219     $ (791 )  
 

Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Net Cash Provided by Operating Activities (GAAP) to Free Cash Flow (non-GAAP)
(in thousands)
 
  Three months ended March 31,
 
  2025   2024  
                 
Net cash provided by operating activities (GAAP) $ 5,645     $ 604    
Less:                
Purchases of property, plant and equipment   (4,555 )     (4,804 )  
Purchases of intangible assets   (1,267 )     (1,117 )  
Free cash flow (non-GAAP) $ (177 )   $ (5,317 )  
 

Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Gross Debt (GAAP) to Net Debt (non-GAAP)
(in thousands)
 
  March 31, 2025   December 31, 2024
 
                 
Current portion of long-term debt $ 12,374     $ 11,591    
Long-term debt, net of current portion   159,500       158,056    
Total Debt (Gross)   171,874       169,647    
Less: Cash and cash equivalents   (18,536 )     (18,317 )  
Total Debt (Net) $ 153,338     $ 151,330    
 

Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Net Income (Loss) (GAAP) to Adjusted EBITDA (non-GAAP)
(in thousands)
 
  Three Months Ended March 31,
 
  2025   2024  
                 
Net (loss) income (GAAP) $ (3,168 )   $ 1,004    
Less: Net income attributable to non-controlling interests, net of taxes   18       9    
Net (loss)/income attributable to Mistras Group, Inc. $ (3,186 )   $ 995    
Interest expense   3,324       4,430    
Income tax (benefit)/expense   (1,168 )     119    
Depreciation and amortization   7,763       8,381    
Share-based compensation expense   1,302       1,228    
Reorganization and other costs(1)   3,087       1,558    
Environmental expense   540          
Foreign exchange loss (gain)   374       (561 )  
Adjusted EBITDA (non-GAAP) $ 12,036     $ 16,150    
 
          
(1) For the three months ended March 31, 2025, the Company recognized share-based compensation expense within Reorganization and other costs of $1.0 million.
 

Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Net Income (Loss) (GAAP) and Diluted EPS (GAAP) to
Net Income (Loss) Excluding Special Items (non-GAAP) and Diluted EPS Excluding Special Items (non-GAAP)
(tabular dollars in thousands, except per share data)
 
  Three Months Ended March 31,
 
  2025   2024  
Net (loss) income attributable to Mistras Group, Inc. (GAAP) $ (3,186 )   $ 995    
Special items   3,627       1,558    
Tax impact on special items   (781 )     (381 )  
Special items, net of tax $ 2,846     $ 1,177    
Net (loss) income attributable to Mistras Group, Inc. Excluding Special Items (non-GAAP) $ (340 )   $ 2,172    
                 
Diluted EPS (GAAP)(1) $ (0.10 )   $ 0.03    
Special items, net of tax   0.09       0.04    
Diluted EPS Excluding Special Items (non-GAAP) $ (0.01 )   $ 0.07    
 
   
(1) For the three months ended March 31, 2025, 145,000 shares related to stock options and 808,000 shares related to restricted stock units were excluded from the calculation of diluted (loss) earnings per share due to the net loss for the period.
 

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