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MISTRAS Announces Second Quarter and First Half 2025 Results

1. MG reported Q2 2025 revenue of $185.4 million, down 2.3%. 2. Gross profit margin expanded to 29.1%, a 200 basis point increase. 3. Net income totaled $3.0 million; down from $6.4 million YoY. 4. Adjusted EBITDA reached $24.1 million, a record high for Q2. 5. Company expects free cash flow normalization in upcoming quarters.

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Why Bullish?

Despite revenue decline, improved margins and record EBITDA indicate operational strength. Historical context: MG's previous similar financial performances often led to positive price movements.

How important is it?

Overall financial performance suggests resilience, despite short-term challenges, which may attract investors.

Why Long Term?

Strategic initiatives leading to improved profitability may influence long-term investor confidence, as seen after past adjustments in cost management.

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Robust Quarterly Organic Revenue Growth in Aerospace & Defense and Industrial Markets, with a Significant Expansion in quarter-over-quarter Gross Profit Margin of 200 basis points, Generating Net Income of $3.0 million, and Achieving Adjusted EBITDA of $24.1 million for the Second Quarter of 2025 PRINCETON JUNCTION, N.J., Aug. 06, 2025 (GLOBE NEWSWIRE) -- MISTRAS Group, Inc. (NYSE: MG), a global leader in technology-enabled industrial asset integrity and testing solutions, reported financial results for its second quarter and six months ended June 30, 2025. Second Quarter 2025 Key Figures* Revenue of $185.4 million, a decrease of 2.3%, yet flat giving effect to the exclusion of voluntary Laboratory consolidationsGross profit of $53.9 million, up 5.1% or $2.6 million from $51.3 million, primarily due to an improved business mix and operating efficiencies; Gross profit margin of 29.1% as compared to 27.1%, an expansion of 200 basis pointsSelling, general, and administrative (“SG&A”) expenses of $39.8 million, up 10.0% or $3.6 million from $36.2 million, primarily due to foreign exchange loss of $2.8 millionNet income of $3.0 million and Earnings Per Diluted Share of $0.10; Net Income Excluding Special Items (Non-GAAP) of $5.8 million and Diluted Earnings Per Share Excluding Special Items (Non-GAAP) of $0.19 All-time highest second quarter Adjusted EBITDA of $24.1 million, compared to $22.1 million, an increase of 8.9%; Adjusted EBITDA margin of 13.0% as compared to 11.7%, an expansion of 130 basis points *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 unaudited condensed consolidated statements 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. Second Quarter and First Half 2025 Additional Detailed Highlights:Second Quarter results reflect the reclassification of certain overhead and personnel expenses in the Unaudited Condensed Consolidated Statements of Income (Loss), from SG&A to cost of revenue, as the Company determined this reclassification provides greater transparency regarding the true cost of the Company’s revenue, and aligns with how the Company's business is managed. These overhead and personnel expenses, 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 such revenue. The reclassification recorded within the financials was $4.8 million and $9.7 million for the three and six month periods ended June 30, 2024, respectively. The impact of the reclassification of these costs from SG&A to cost of revenue for full year 2024 was approximately $20.9 million. This reclassification of overhead and personnel expenses had no impact on Operating Income, Net Income or Adjusted EBITDA comparability.   The Company recorded $3.0 million of reorganization and other costs in the second quarter of 2025 related to the Company’s continuing initiative to reduce and recalibrate overhead costs, in addition to incremental costs of other related actions. Net income was $3.0 million in the second quarter, or $0.10 per diluted share, as compared to net income of $6.4 million, or $0.20 per diluted share in the prior year comparable period. Second quarter net income excluding special items (non-GAAP), was $5.8 million, or $0.19 per diluted share, as compared to net income excluding special items (non-GAAP) of $6.8 million, or $0.21 per diluted share, in the prior year comparable period. In the first half of 2025, net cash used in operating activities was $3.5 million, a decrease from $5.1 million of net cash provided by operating activities in the prior year period, largely due to an increase in days sales outstanding and working capital timing. Specifically, in the second quarter of 2025, the Company had a buildup in unbilled accounts receivable and a delay in invoicing related to its conversion to a new enterprise resource planning (ERP) system effective as of April 1, 2025. Although unbilled and billed accounts receivable balances increased significantly during the period ended June 30, 2025 related to this ERP implementation, the Company expects a reduction in these balances over the remainder of the year. Free cash flow (non-GAAP) was negative $16.2 million in the first half of 2025, compared to negative $6.9 million in the prior year comparable period, attributable to the same factors impacting the Company's operating cash flow. On a trailing twelve month basis, which better normalizes year-over-year differences, net cash provided by operating activities was $41.6 million and free cash flow was $17.8 million, despite the first half 2025 year-over-year lagging results, compared to the prior year period. The Company expects free cash flow to normalize in the coming quarters and remains committed to strong free cash flow generation over the second half of 2025. The Company’s gross debt was $189.4 million as of June 30, 2025, compared to $169.6 million as of December 31, 2024 and $171.9 million as of March 31, 2025. The increase in gross debt during the period was attributable to the impacts to cash flow described above. The Company’s net debt, a non-GAAP financial measure, was $168.8 million as of June 30, 2025. The Company’s trailing 12-month total consolidated debt leverage ratio as defined in the Company's credit agreement was just under 2.75 to 1.0 as of June 30, 2025, which was up slightly from December 31, 2024, but still well within the total consolidated debt leverage ratio of 3.75 to 1.0 required under the credit agreement. The Company expects to end fiscal 2025 with a total consolidated debt leverage ratio below 2.50 to 1.0. Natalia Shuman, President and Chief Executive Officer commented:“I am very pleased to report our second quarter performance, which resulted in a record Adjusted EBITDA of $24.1 million, up 8.9% year-over-year, reflecting significant improvement in our operating leverage as a result of our strategic initiatives. As we re-tool, re-shape and re-invigorate our business, we have taken many decisive steps to enhance profitability and sharpen our focus. This reflects the strength of our operating model, disciplined cost management, and continued focus on driving efficiencies across the business. These second quarter results demonstrated our ability to deliver value despite market volatility, positioning us well to restart our growth engine. We have adjusted our Company’s organizational structure, delayered the organization, reinforced performance management at each of our labs, and implemented clear key performance indicators (KPIs) which we are using to continuously manage and control our costs. These are not just short-term cost calibrations, they are structural improvements designed to improve and expand decision making capacity, reinforce operational organization and help ensure operating leverage through all business cycles.” Ms. Shuman continued, “As the market continues to evolve, we are focused on aligning our capabilities to meet increasing demand for more integrated, agile, and data-enabled solutions. By combining advanced technologies with deep operational expertise, we are positioning MISTRAS to lead in high-growth sectors and provide critical support where reliability, safety, and performance matter most.” 2025 Outlook The Company is not providing full year guidance for fiscal 2025, as the CEO and renewed senior management team are still reviewing the Company’s entire portfolio of businesses. The Company is also continuously assessing market volatility, including the impact of changes in U.S. trade policies, the imposition of tariffs and related retaliatory tariffs, on its business and results for fiscal 2025. Nevertheless, the Company expects its 2025 Adjusted EBITDA to exceed the Adjusted EBITDA level in 2024, which had been the second highest annual level achieved all-time. Conference Call In connection with this release, MISTRAS will hold a conference call on August 7, 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://investors.mistrasgroup.com/events/event-details/fiscal-2025-q2-earnings-call. 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 PrajznerSenior Executive Vice President & Chief Financial Officer+1 (833) MISTRAS | investors@mistrasgroup.com Forward-Looking and Cautionary StatementsCertain 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, the impacts of our new ERP implementation, including the reduction and normalization of our accounts receivable balances, and recently announced tariffs and retaliatory tariffs and changes to U.S. trade policy on our business and financial results, and additional operational and strategic actions, such as the implementation of KPIs, that we have taken or expect or seek to take in furtherance of our strategies and activities to reduce overhead and related costs and 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 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 MeasuresIn 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 terms “free cash flow” and "trailing twelve months free cash flow," non-GAAP financial measures. The Company defines "free cash flow" as cash provided by operating activities less capital expenditures (which is classified as an investing activity). For the term “trailing twelve months free cash flow,” the Company aggregates cash provided by operating activities for the trailing twelve-month period ended June 30, 2025 and subtracts aggregated capital expenditures over the same trailing twelve month period. 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. The non-GAAP financial performance measure "Income (loss) from operations before special items” is used for each of our three operating segments, the Corporate segment and the "Total Company". Income (Loss) from operations before Special Items excludes: (a) transaction expenses related to acquisitions, such as professional fees and due diligence costs, (b) the net changes in the fair value of acquisition-related contingent consideration liabilities, (c) impairment charges, (d) reorganization and other costs, which includes items such as severance, labor relations matters and asset and lease termination costs and (e) other special items. These adjustments have been excluded from the GAAP measure because these expenses and credits are not related to our or any individual segment's core business operations. The acquisition related costs and special items can be a net expense or credit in any given period. 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 SubsidiariesUnaudited Condensed Consolidated Balance Sheets(in thousands, except share and per share data)       June 30, 2025 December 31, 2024ASSETS (unaudited)  Current Assets    Cash and cash equivalents $20,602  $18,317 Accounts receivable, net  159,823   127,281 Inventories  15,118   14,485 Prepaid expenses and other current assets  18,409   12,387 Total current assets  213,952   172,470 Property, plant and equipment, net  85,909   80,892 Intangible assets, net  39,571   39,708 Goodwill  185,125   181,442 Deferred income taxes  6,693   6,267 Other assets  39,793   42,259 Total assets $571,043  $523,038 LIABILITIES AND EQUITY    Current Liabilities    Accounts payable $18,238  $11,128 Accrued expenses and other current liabilities  90,482   85,233 Current portion of long-term debt  13,069   11,591 Current portion of finance lease obligations  5,677   5,317 Income taxes payable  1,028   1,656 Total current liabilities  128,494   114,925 Long-term debt, net of current portion  176,345   158,056 Obligations under finance leases, net of current portion  15,894   15,162 Deferred income taxes  2,216   1,973 Other long-term liabilities  31,919   34,027 Total liabilities  354,868   324,143 Commitments and contingencies    Equity    Preferred stock, 10,000,000 shares authorized  —   — Common stock, $0.01 par value, 200,000,000 shares authorized, 31,538,050 and 31,010,375 shares issued and outstanding  465   402 Additional paid-in capital  253,879   250,832 Accumulated deficit  (10,153)  (9,984)Accumulated other comprehensive loss  (28,343)  (42,682)Total Mistras Group, Inc. stockholders’ equity  215,848   198,568 Noncontrolling interests  327   327 Total equity  216,175   198,895 Total liabilities and equity $571,043  $523,038           Mistras Group, Inc. and SubsidiariesUnaudited Condensed Consolidated Statements of Income (Loss)(in thousands, except per share data)     Three months ended June 30, Six months ended June 30,  2025  2024  2025   2024        Revenue$185,405 $189,773 $347,020  $374,215Cost of revenue 125,739  132,536  241,025   264,892Depreciation 5,721  5,897  11,158   11,831Gross profit 53,945  51,340  94,837   97,492Selling, general and administrative expenses 39,793  36,181  75,445   72,431Reorganization and other costs 2,951  518  6,038   2,076Environmental expense 518  —  1,058   —Legal settlement and insurance recoveries, net —  60  —   60Research and engineering 269  231  568   575Depreciation and amortization 1,986  2,391  4,312   4,839Income from operations 8,428  11,959  7,416   17,511Interest expense 4,239  4,413  7,563   8,842Income (loss) before provision (benefit) for income taxes 4,189  7,546  (147)  8,669Provision (benefit) for income taxes 1,063  1,173  (105)  1,292Net income (loss)  3,126  6,373  (42)  7,377Less: net income attributable to noncontrolling interests, net of taxes 109  4  127   13Net income (loss) attributable to Mistras Group, Inc.$3,017 $6,369 $(169) $7,364        Net income (loss) per common share       Basic$0.10 $0.21 $—  $0.24Diluted$0.10 $0.20 $—  $0.23Weighted-average common shares outstanding:       Basic 31,439  30,979  31,268   30,842Diluted 31,693  31,293  31,268   31,358              Mistras Group, Inc. and SubsidiariesUnaudited Operating Data by Segment(in thousands)     Three months ended June 30, Six months ended June 30,  2025   2024   2025   2024 Revenue       North America$147,992  $156,394  $276,894  $306,743 International 39,077   34,264   72,291   67,311 Products and Systems 2,740   3,373   5,831   6,583 Corporate and eliminations (4,404)  (4,258)  (7,996)  (6,422)Total$185,405  $189,773  $347,020  $374,215                   Three months ended June 30, Six months ended June 30,  2025   2024   2025   2024 Gross profit       North America$40,384  $39,874  $70,549  $75,250 International 12,270   9,890   21,358   19,157 Products and Systems 1,337   1,555   2,960   3,036 Corporate and eliminations (46)  21   (30)  49  $53,945  $51,340  $94,837  $97,492                  Mistras Group, Inc. and SubsidiariesUnaudited Revenues by Category(in thousands) Revenue by industry was as follows: Three Months Ended June 30, 2025North America International Products & Systems Corp/Elim TotalOil & Gas$92,634 $9,943 $239 $—  $102,816Aerospace & Defense 16,848  7,014  140  —   24,002Industrials 11,647  7,597  360  —   19,604Power Generation & Transmission 9,320  2,097  376  —   11,793Other Process Industries 5,877  5,172  —  —   11,049Infrastructure, Research & Engineering 3,461  4,020  579  —   8,060Petrochemical 3,112  1  —  —   3,113Other 5,091  3,234  1,046  (4,404)  4,967Total$147,992 $39,077 $2,740 $(4,404) $185,405                 Three Months Ended June 30, 2024North America International Products & Systems Corp/Elim TotalOil & Gas$96,356 $12,735 $165 $—  $109,256Aerospace & Defense 16,596  5,697  47  —   22,340Industrials 11,853  5,878  563  —   18,294Power Generation & Transmission 7,332  1,254  447  —   9,033Other Process Industries 10,368  4,504  37  —   14,909Infrastructure, Research & Engineering 5,125  2,813  695  —   8,633Petrochemical 3,848  171  —  —   4,019Other 4,916  1,212  1,419  (4,258)  3,289Total$156,394 $34,264 $3,373 $(4,258) $189,773                 Six Months Ended June 30, 2025North America International Products & Systems Corp/Elim TotalOil & Gas$178,365 $20,589 $426 $—  $199,380Aerospace & Defense 30,855  13,295  256  —   44,406Industrials 23,335  14,114  725  —   38,174Power Generation & Transmission 12,544  3,082  820  —   16,446Other Process Industries 12,378  8,916  8  —   21,302Infrastructure, Research & Engineering 7,162  6,582  1,537  —   15,281Petrochemical 5,635  111  —  —   5,746Other 6,620  5,602  2,059  (7,996)  6,285Total$276,894 $72,291 $5,831 $(7,996) $347,020                 Six Months Ended June 30, 2024North America International Products & Systems Corp/Elim TotalOil & Gas$199,383 $22,801 $237 $—  $222,421Aerospace & Defense 31,971  12,429  58  —   44,458Industrials 20,762  11,731  1,000  —   33,493Power Generation & Transmission 10,924  2,936  1,025  —   14,885Other Process Industries 18,296  8,437  76  —   26,809Infrastructure, Research & Engineering 9,097  5,018  1,104  —   15,219Petrochemical 7,661  702  —  —   8,363Other 8,649  3,257  3,083  (6,422)  8,567Total$306,743 $67,311 $6,583 $(6,422) $374,215                 The Company has retrospectively reclassified certain Oil and Gas sub-category revenues for the periods shown below in order to conform the classification with the current period presentation. Total Oil and Gas sub-category revenues were unchanged in total.  2024 Quarterly Revenues Three months ended March 31, Three months ended June 30, Three months ended September 30, Three months ended December 31,Oil and Gas Revenue by sub-category       Upstream$39,514 $41,013 $40,756 $36,753Midstream 18,533  20,786  20,790  20,033Downstream 55,118  47,457  37,957  40,212Total$113,165 $109,256 $99,503 $96,998  2025 Quarterly Revenues Three months ended March 31,Oil and Gas Revenue by sub-category Upstream$36,820Midstream 15,341Downstream 44,403Total$96,564  Three Months Ended June 30, Six Months Ended June 30,  2025  2024  2025  2024Oil and Gas Revenue by sub-category       Upstream$38,180 $41,013 $75,000 $80,527Midstream 18,575  20,786  33,916  39,319Downstream 46,061  47,457  90,464  102,575Total$102,816 $109,256 $199,380 $222,421             Consolidated Revenue by type was as follows:  Three Months Ended June 30, Six Months Ended June 30,  2025  2024  2025  2024Revenue by type       Field Services$123,484 $134,528 $233,659 $260,883Shop Laboratories 15,682  16,938  30,711  34,133Data Analytical Solutions 18,330  18,342  32,311  33,881Other 27,909  19,965  50,339  45,318Total$185,405 $189,773 $347,020 $374,215             Mistras Group, Inc. and SubsidiariesUnaudited 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 June 30, Six months ended June 30,  2025   2024   2025   2024 North America:       Income from operations (GAAP)$16,758  $18,727  $23,273  $32,287 Reorganization and other costs 1,113   92   2,471   92 Legal settlement and insurance recoveries, net —   60   —   60 Income from operations before special items (non-GAAP)$17,871  $18,879  $25,744  $32,439 International:       Income from operations (GAAP)$4,004  $1,647  $5,085  $2,771 Reorganization and other costs 92   161   270   263 Income from operations before special items (non-GAAP)$4,096  $1,808  $5,355  $3,034 Products and Systems:       Income from operations (GAAP)$336  $495  $663  $809 Reorganization and other costs —   —   151   2 Income from operations before special items (non-GAAP)$336  $495  $814  $811 Corporate and Eliminations:       Loss from operations (GAAP)$(12,670) $(8,910) $(21,605) $(18,356)Environmental expense 518   —   1,058   — Reorganization and other costs 1,746   265   3,146   1,719 Loss from operations before special items (non-GAAP)$(10,406) $(8,645) $(17,401) $(16,637)Total Company:       Income from operations (GAAP)$8,428  $11,959  $7,416  $17,511 Environmental expense 518   —   1,058   — Reorganization and other costs 2,951   518   6,038   2,076 Legal settlement and insurance recoveries, net —   60   —   60 Income from operations before special items (non-GAAP)$11,897  $12,537  $14,512  $19,647                  Mistras Group, Inc. and SubsidiariesUnaudited Summary Cash Flow Information(in thousands)     Three months ended June 30, Six months ended June 30,  2025   2024   2025   2024 Net cash provided by (used in):       Operating activities$(9,098) $4,511  $(3,453) $5,115 Investing activities (6,451)  (5,569)  (11,865)  (11,217)Financing activities 15,623   134   14,921   5,261 Effect of exchange rate changes on cash 1,992   1,246   2,682   372 Net change in cash and cash equivalents$2,066  $322  $2,285  $(469)                 Mistras Group, Inc. and SubsidiariesUnaudited Reconciliation of Net Cash Provided by Operating Activities (GAAP) to Free Cash Flow (non-GAAP)(in thousands)     Three months ended June 30, Six months ended June 30,  2025   2024   2025   2024 Net cash provided by operating activities (GAAP)$(9,098) $4,511  $(3,453) $5,115 Less:       Purchases of property, plant and equipment (5,870)  (4,795)  (10,425)  (9,599)Purchases of intangible assets (1,048)  (1,287)  (2,315)  (2,404)Free cash flow (non-GAAP)$(16,016) $(1,571) $(16,193) $(6,888)                 Mistras Group, Inc. and SubsidiariesUnaudited Trailing Twelve months Free Cash Flow (non-GAAP)(in thousands)   Trailing twelve months ended(1) June 30, 2025Net cash provided by operating activities (GAAP)$41,561 Less: Purchases of property, plant and equipment (18,728)Purchases of intangible assets (4,995)Free cash flow (non-GAAP)$17,838  _____________(1) As reported and reconciled for each respective quarterly period during the trailing twelve months ended June 30, 2025. Refer to the Company's Current Reports on Form 8-K furnishing pursuant to Item 2.02 the Company's financial results for each respective quarterly period included in the trailing twelve month period. Mistras Group, Inc. and SubsidiariesUnaudited Reconciliation of Gross Debt (GAAP) to Net Debt (non-GAAP)(in thousands)       June 30, 2025 December 31, 2024Current portion of long-term debt $13,069  $11,591 Long-term debt, net of current portion  176,345   158,056 Total Debt (Gross)  189,414   169,647 Less: Cash and cash equivalents  (20,602)  (18,317)Total Debt (Net) $168,812  $151,330           Mistras Group, Inc. and SubsidiariesUnaudited Reconciliation of Net Income (Loss) (GAAP) to Adjusted EBITDA (non-GAAP)(in thousands)     Three Months Ended June 30, Six Months Ended June 30,  2025  2024   2025   2024       Net income (loss) (GAAP)$3,126 $6,373  $(42) $7,377 Less: Net income attributable to non-controlling interests, net of taxes 109  4   127   13 Net income (loss) attributable to Mistras Group, Inc.$3,017 $6,369  $(169) $7,364 Interest expense 4,239  4,413   7,563   8,842 Income tax (benefit)/expense 1,063  1,173   (105)  1,292 Depreciation and amortization 7,707  8,288   15,470   16,670 Share-based compensation expense 1,827  1,536   3,129   2,764 Reorganization and other related costs(1) 2,951  518   6,038   2,076 Environmental expense 518  —   1,058   — Legal settlement and insurance recoveries, net —  60   —   60 Foreign exchange loss (gain) 2,784  (227)  3,157   (789)Adjusted EBITDA (non-GAAP)$24,106 $22,130  $36,141  $38,279  _______________(1) For the three months ended June 30, 2025, the Company recognized share-based compensation expense within Reorganization and other costs of $0.5 million. For the six months ended June 30, 2025, the Company recognized share-based compensation expense within Reorganization and other costs of $1.5 million. Mistras Group, Inc. and SubsidiariesUnaudited 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 June 30, Six Months Ended June 30,  2025   2024   2025   2024 Net income (loss) attributable to Mistras Group, Inc. (GAAP)$3,017  $6,369  $(169) $7,364 Special items 3,469   578   7,096   2,136 Tax impact on special items (720)  (140)  (1,501)  (521)Special items, net of tax$2,749  $438  $5,595  $1,615 Net income attributable to Mistras Group, Inc. Excluding Special Items (non-GAAP)$5,766  $6,807  $5,426  $8,979         Diluted EPS (GAAP)(1)$0.10  $0.20  $—  $0.23 Special items, net of tax 0.09   0.01   0.18   0.05 Diluted EPS Excluding Special Items (non-GAAP)$0.19  $0.21  $0.18  $0.28  _______________(1) For the three months ended June 30, 2025, 375,000 shares, related to stock options and 877,000 shares, related to restricted stock units were anti-dilutive and therefore were excluded from the calculation of diluted earnings (loss) per share. For the six months ended June 30, 2025, 106,000 shares, related to stock options and 867,000 shares, related to restricted stock units were excluded from the calculation of diluted earnings (loss) per share due to the net loss for the period.

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