Mistras Group (NYSE: MG) returns to profit with higher Q1 2026 margins
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Mistras Group, Inc. reported first quarter 2026 revenue of $169.0 million, up 4.6% year over year, driven by strong growth in strategic markets. Income from operations was $4.7 million, up $5.7 million from a prior-year loss, as gross margin expanded 120 basis points to 26.5%.
GAAP net income was $2.4 million, or $0.07 per diluted share, compared with a net loss of $3.2 million, while net income excluding special items reached $2.6 million, or $0.08 per diluted share. Adjusted EBITDA was $14.3 million, an 18.7% increase, with margin improving to 8.5%.
Strategic markets combined grew revenue by $15.3 million, or 30.1%, offsetting an $11.1 million decline in Oil & Gas from inspection deferrals and project delays. Operating cash flow was $2.8 million and free cash flow was negative $4.5 million, reflecting working capital changes and higher capital spending. Gross debt was $181.4 million, net debt $156.4 million, and the company reaffirmed its 2026 guidance for revenue of $730–$750 million and adjusted EBITDA of $91–$93 million.
Positive
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Negative
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Insights
Mistras returned to profitability with stronger margins while reaffirming 2026 guidance.
Mistras Group delivered Q1 2026 revenue of $169.0M, up 4.6% year over year, with particularly strong growth in strategic markets such as Aerospace & Defense, Infrastructure and Power Generation. These areas added $15.3M of revenue, more than offsetting Oil & Gas weakness.
Profitability improved sharply. Income from operations rose to $4.7M from a loss, and GAAP net income reached $2.4M, or $0.07 per diluted share. Adjusted EBITDA increased 18.7% to $14.3M, with margin expanding to 8.5%, helped by mix shift to higher-value work, pricing discipline and lower reorganization costs.
Free cash flow was negative $4.5M on $2.8M of operating cash and higher capital expenditures, and net debt stood at $156.4M as of March 31, 2026. The company reaffirmed full-year 2026 revenue guidance of $730–$750M and adjusted EBITDA of $91–$93M, indicating expectations for continued growth despite Oil & Gas headwinds.
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Revenue: $169.0M
Net income: $2.4M
Diluted EPS: $0.07
+5 more
8 metrics
Revenue
$169.0M
Q1 2026, up 4.6% year over year
Net income
$2.4M
Q1 2026 GAAP, versus $3.2M loss in Q1 2025
Diluted EPS
$0.07
Q1 2026 GAAP diluted earnings per share
Adjusted EBITDA
$14.3M
Q1 2026, up 18.7% year over year; 8.5% margin
Operating cash flow
$2.8M
Net cash provided by operating activities in Q1 2026
Free cash flow
-$4.5M
Q1 2026 non-GAAP free cash flow
Gross debt
$181.4M
Total debt as of March 31, 2026
2026 revenue guidance
$730.0M–$750.0M
Full-year 2026 revenue outlook reaffirmed
Key Terms
Adjusted EBITDA, free cash flow, non-GAAP financial measures, Income from operations before special items, +2 more
6 terms
Adjusted EBITDA financial
"Adjusted EBITDA of $14.3 million, an increase of 18.7%"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
free cash flow financial
"Free cash flow (non-GAAP) was negative $4.5 million"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
non-GAAP financial measures financial
"the Company uses the terms “Adjusted EBITDA,” “free cash flow,” "net debt" and "income from operations before special items," which are not measures of financial performance under U.S. GAAP"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
Income from operations before special items financial
"Income from operations before special items (non-GAAP)"
Vision2030 financial
"we execute on our long-term strategy, Vision2030."
net debt financial
"This press release also includes the term "net debt", a non-GAAP financial measure"
Net debt is the total amount a company owes after subtracting the cash and assets it has that can be used to pay off that debt. It shows how much debt is truly a burden, helping investors understand if a company is financially healthy or heavily borrowed. Think of it like calculating how much money you owe after using your savings to pay part of it.
Earnings Snapshot
Revenue: $169.0M · Guidance included
Q1 2026
Revenue
$169.0M
+4.6% year over year
Net income
$2.4M
from $3.2M loss in Q1 2025
Diluted EPS
$0.07
from $(0.10) in Q1 2025
Adjusted EBITDA
$14.3M
+18.7% year over year
Guidance
Full-year 2026 revenue $730.0M–$750.0M and adjusted EBITDA $91.0M–$93.0M, with range driven mainly by Oil & Gas spending and timing.
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 5, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction | (Commission | (IRS Employer | ||||||||||||
| of incorporation) | File Number) | Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant’s telephone number, including area code: (609 ) 716-4000
Not Applicable
(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 (see General Instruction A.2 below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 ☐
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. o
Item 2.02. Results of Operations and Financial Condition
On May 5, 2026, Mistras Group, Inc. (the "Company," "we," "us" and "our") issued a press release announcing the financial results for our first quarter, which ended on March 31, 2026. A copy of the press release is attached as Exhibit 99.1 to this report.
Disclosure of Non-GAAP Financial Measures
In the press release attached, the Company uses the terms “Adjusted EBITDA,” “free cash flow,” "net debt" and "income from operations before special items," which are not measures of financial performance under U.S. generally accepted accounting principles (“GAAP”). The tables to the press release include reconciliations of these non-GAAP financial measures to the most comparable financial measure under GAAP. Also, in the tables to the press release, the non-GAAP financial measures "Segment and Total Company Income (Loss) from Operations before Special Items” (which includes income (loss) from operations before special items) are presented and reconciled to financial measures under GAAP within the table "Segment and Total Company Income (Loss) from Operations (GAAP) to Income from Operations before Special Items (Non-GAAP)." The non-GAAP financial measure "Diluted EPS Excluding Special Items (non-GAAP)," is presented and reconciled to the financial measure under GAAP within the table "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)." Information about these non-GAAP financial measures is included in the press release.
Our management uses and provides these non-GAAP financial measures as a measure of the Company's operating performance and liquidity to assist in comparing performance from period to period on a consistent basis, as a measure for planning and forecasting overall expectations for the Company and for evaluating actual results against such expectations. Adjusted EBITDA and free cash flow are also performance evaluation metrics used to determine incentive compensation for the Company's executive officers.
We believe that investors and other users of the financial statements benefit from the presentation of these non-GAAP financial measures because they provide additional metrics to compare the Company's operating performance and liquidity on a consistent basis and measure underlying trends and results of the Company's business. Adjusted EBITDA and income from operations before special items assist in evaluating our operating performance because they remove the impact of certain items that management believes do not directly reflect our core operations. For instance, Adjusted EBITDA generally excludes interest expense, provision for income taxes, depreciation and amortization, certain acquisition related costs, foreign exchange gain or loss, non-cash impairment charges and reorganization and other costs, each of which can vary substantially from company to company depending upon accounting methods and the book value and age of assets, capital structure, capital investment cycles and the method by which assets were acquired. It also eliminates stock-based compensation, which is a non-cash expense and is excluded by management when evaluating the underlying performance of our business operations.
Our management uses free cash flow when evaluating the performance of our business operations. This financial measure also takes into account cash used to purchase fixed assets needed for business operations which are not expensed. We believe this financial measure provides an additional tool to compare cash generated by our operations on a consistent basis and measure underlying trends and results in our business.
While Adjusted EBITDA and free cash flow are terms and financial measures commonly used by investors and securities analysts, they have limitations. As non-GAAP financial measures, Adjusted EBITDA and free cash flows have no standard meaning and, therefore, may not be comparable with similar financial measures for other companies. Similarly, segment and total company income from operations before special items and diluted EPS excluding special items has no standard meaning and may not be comparable to financial measures for other companies. Adjusted EBITDA and free cash flow are generally limited as analytical tools because they exclude charges and expenses we do incur as part of our operations as well as cash uses which are included in a GAAP cash flow statement. In addition, free cash flow does not represent residual cash flow available for discretionary expenditures since items such as debt repayments are not deducted in determining such measure.
None of these non-GAAP financial measures should be considered in isolation or as a substitute for analyzing our results as reported under U.S. GAAP.
Item 9.01. Financial Statement and Exhibits
Exhibit No. Description
99.1 Press release issued by Mistras Group, Inc. on May 5, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MISTRAS GROUP, INC. | |||||||||||
Date: May 5, 2026 | By: | /s/ Edward J. Prajzner | |||||||||
| Name: | Edward J. Prajzner | ||||||||||
| Title: | Senior Executive Vice President and Chief Financial Officer | ||||||||||
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Exhibit 99.1
MISTRAS Announces First Quarter 2026 Results
Strong Revenue Growth of 4.6%
Expansion in Gross Profit Margin of 120 Basis Points
GAAP Net Income of $2.4 million and Earnings Per Diluted Share of $0.07
Adjusted EBITDA of $14.3 million, an increase of 18.7%
PRINCETON JUNCTION, N.J., May 5, 2026 (GLOBE NEWSWIRE) -- MISTRAS Group, Inc. (NYSE: MG), a global leader in technology-enabled industrial asset integrity and testing solutions, today reported financial results for its first quarter ended March 31, 2026.
First Quarter 2026 Financial Highlights*
•Revenue of $169.0 million, an increase of 4.6%, driven by strong growth of 35.5% in Aerospace & Defense
•Gross profit of $44.7 million, reflecting a gross profit margin of 26.5%, an increase of 120 basis points
•Income from Operations of $4.7 million, an increase of $5.7 million, or 562.6%
•GAAP net income of $2.4 million, with earnings per diluted share of $0.07
•Adjusted EBITDA of $14.3 million, an increase of 18.7%, with an Adjusted EBITDA margin of 8.5%, up 110 basis points
*All comparisons are consolidated and versus the equivalent prior year period, unless otherwise noted. 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.
Management Commentary
Natalia Shuman, President and Chief Executive Officer, commented, “In the first quarter of 2026, we delivered our third consecutive quarter of mid-single digit revenue growth, reflecting the strength of our diversified platform, expansion of our key growth areas, and the disciplined execution of our strategic plan. During the first quarter, we generated a 30% increase in revenue in our strategic markets, including Aerospace & Defense, Power Generation, Infrastructure, and Industrials, which more than offset delays in the Oil & Gas market resulting from the recent spike in global oil prices causing project deferrals and lower levels of activity across the industry. We also delivered meaningful profitability improvements across the business as we execute on our long-term strategy, Vision2030.”
Ms. Shuman continued, “Looking ahead, we remain committed to investing in expanding capacity and throughput to capitalize on the current demand within our end markets. At the same time, we are benefiting from the actions
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that we have taken to strengthen our commercial capabilities, enhance operational efficiencies, and expand our integrated offerings. This combination of top and bottom-line focus has us well positioned to deliver profitable growth in 2026 and in the future.”
First Quarter 2026 Financial Results
Consolidated revenue was $169.0 million, an increase of 4.6% from the first quarter of 2025. This increase was primarily driven by growth in the Company’s strategic markets, which combined for an aggregate growth of $15.3 million, or a 30.1% increase, including a $7.2 million increase in Aerospace & Defense, a $6.1 million increase in Infrastructure, a $1.9 million increase in Power Generation, and a $0.1 million increase in Industrials. The increase in revenue was partially offset by a decline in Oil & Gas revenues of $11.1 million attributable to inspection deferrals and project delays as a result of global developments impacting crude oil prices, as well as an intentional shift to exit certain lower-margin run-and-maintain accounts.
Gross profit and gross profit margin increased in the first quarter of 2026, with gross profit margin expanding 120 basis points from the first quarter of 2025. The increase in gross profit and gross profit margin was driven by a favorable business mix shift towards higher-value work, sustained pricing discipline, and continued operational efficiencies.
Selling, general, and administrative (SG&A) expenses in the first quarter of 2026 were $37.0 million, up $1.3 million or 3.7%, from the prior year comparable period, primarily reflecting strategic investments to support commercial execution and promote growth in our strategic markets, while maintaining discipline in overhead costs.
Income from operations was $4.7 million, representing a significant increase of $5.7 million as compared to the prior year period. The increase in income from operations was primarily due to higher gross profit dollars generated and lower reorganization costs.
Net income was $2.4 million, or $0.07 per diluted share, as compared to a net loss of $3.2 million, or $(0.10) per diluted share, in the prior year period. Net income excluding special items (non-GAAP) was $2.6 million, or $0.08 per diluted share, for the first quarter of 2026, compared to a net loss of $0.3 million, or $(0.01) per diluted share, in the prior year period.
Adjusted EBITDA was $14.3 million in the first quarter of 2026, compared to $12.0 million in the prior year period, an increase of 18.7%. Adjusted EBITDA margin improved by 110 basis points, from 7.4% in the prior year period to 8.5% in the first quarter of 2026.
Cash Flow and Balance Sheet
The Company’s net cash provided by operating activities was $2.8 million for the first quarter of 2026, a decrease from $5.6 million of net cash provided by operating activities in the prior year period. Free cash flow (non-GAAP) was negative $4.5 million for the first quarter of 2026, compared to negative $0.2 million in the prior year period. The decrease in net cash provided by operating activities and free cash flow was largely due to unfavorable working capital dynamics, primarily a reduction in accrued expenses, and higher capital expenditures year-over-year.
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The Company’s gross debt was $181.4 million as of March 31, 2026, compared to $178.0 million as of December 31, 2025. 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 2026.
2026 Outlook
Given the Company's performance to date, it is reaffirming its full-year guidance of revenue between $730.0 million to $750.0 million and adjusted EBITDA between $91.0 million to $93.0 million. The range in this outlook is primarily driven by the expected timing and spending levels in the Company's Oil & Gas end market.
Oil and Gas field inspections may continue to be impacted by high crude oil prices into the second quarter of 2026, while the Company continues to see solid demand and execution in its strategic growth markets.
Conference Call
MISTRAS will hold a conference call on May 6, 2026 at 9:00 a.m. Eastern Time to discuss its financial results. To listen to the live webcast of the conference call, visit the Investor Relations section of MISTRAS Group’s website. Individuals wishing to participate in the live question and answer session may pre-register at the following link: https://mistras-q1-earnings-2026.open-exchange.net/.
About MISTRAS Group, Inc.
MISTRAS Group, Inc. (NYSE: MG) is a global leader in technology-enabled industrial asset integrity and laboratory testing solutions, serving critical strategic markets including oil & gas, aerospace & defense, industrials, power generation & transmission, infrastructure, engineering, and research. MISTRAS 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 J. Prajzner
Senior Executive Vice President & Chief Financial Officer
+1 (833) MISTRAS | investors@mistrasgroup.com
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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, statements under the heading “2026 Outlook,” investments in our platforms and integrated solutions, demand growth in certain of our end markets, the Company’s expectations regarding continued growth and margin expansion, the impacts of the recent conflict in the Middle East, 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. Such risks, uncertainties and contingencies include, among others: risks related to our dependency on customers in the oil and gas industry and the impact of global energy market volatility; risks related to ongoing geopolitical conflicts, including the war between Russia and Ukraine and the unrest in the Middle East; risks related to climate change; risks related to a reduction in business with our significant customers; risks related to our international operations; any failure in our initiatives to improve our financial performance or a delay in achieving expected results within expected time frames; risks in the inability to attract and retain a sufficient number of certified technicians, engineers and scientists; our ability to develop new asset protection solutions, increase the functionality of our current offerings and meet the needs and demands of our customers; risks regarding our information technology and security; our use of ratification intelligence in our business; changes to U.S. tariffs and import/export regulations; risks related to the concentrated ownership of our common stock. 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, 2025 filed with the U.S Securities and Exchange Commission filed on March 11, 2026, 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, other income, 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 "free cash flow", 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. 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 such as environmental expense and legal settlement and insurance recoveries. 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.
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Mistras Group, Inc. and Subsidiaries
Unaudited Summary Condensed Consolidated Balance Sheets
(in thousands)
| March 31, 2026 | December 31, 2025 | |||||||||||||
| ASSETS | (unaudited) | |||||||||||||
| Cash and cash equivalents | $ | 24,989 | $ | 28,008 | ||||||||||
| Accounts receivable, net | 151,407 | 154,673 | ||||||||||||
| Other current assets | 34,489 | 33,511 | ||||||||||||
| Property, plant and equipment, net | 95,253 | 93,164 | ||||||||||||
| Goodwill | 183,653 | 184,829 | ||||||||||||
| Other long-term assets | 82,879 | 84,596 | ||||||||||||
| Total assets | $ | 572,670 | $ | 578,781 | ||||||||||
| LIABILITIES AND EQUITY | ||||||||||||||
| Accounts payable | $ | 18,040 | $ | 14,943 | ||||||||||
| Current portion of long-term debt | 12,862 | 12,849 | ||||||||||||
| Other current liabilities | 85,919 | 96,516 | ||||||||||||
| Long-term debt, net of current portion | 168,491 | 165,143 | ||||||||||||
| Other long-term liabilities | 53,761 | 53,685 | ||||||||||||
| Equity | 233,597 | 235,645 | ||||||||||||
| Total liabilities and equity | $ | 572,670 | $ | 578,781 | ||||||||||
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Mistras Group, Inc. and Subsidiaries
Unaudited Condensed Consolidated Statements of Income (Loss)
(in thousands, except per share data)
| Three months ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Revenue | $ | 169,034 | $ | 161,615 | |||||||
| Cost of revenue | 118,817 | 115,286 | |||||||||
| Depreciation | 5,485 | 5,437 | |||||||||
| Gross profit | 44,732 | 40,892 | |||||||||
| Selling, general and administrative expenses | 36,986 | 35,652 | |||||||||
| Reorganization and other costs | 475 | 3,087 | |||||||||
| Environmental expense, net | (131) | 540 | |||||||||
| Research and engineering | 221 | 299 | |||||||||
| Depreciation and amortization | 2,499 | 2,326 | |||||||||
| Income (loss) from operations | 4,682 | (1,012) | |||||||||
| Other income, net | (932) | — | |||||||||
| Interest expense | 2,879 | 3,324 | |||||||||
| Income (loss) before provision for income taxes | 2,735 | (4,336) | |||||||||
| Provision (benefit) for income taxes | 378 | (1,168) | |||||||||
| Net income (loss) | 2,357 | (3,168) | |||||||||
| Less: net income (loss) attributable to noncontrolling interests, net of taxes | (31) | 18 | |||||||||
| Net income (loss) attributable to Mistras Group, Inc. | $ | 2,388 | $ | (3,186) | |||||||
| Net income (loss) per common share: | |||||||||||
| Basic | $ | 0.08 | $ | (0.10) | |||||||
| Diluted | $ | 0.07 | $ | (0.10) | |||||||
| Weighted-average common shares outstanding: | |||||||||||
| Basic | 31,619 | 31,095 | |||||||||
| Diluted | 32,655 | 31,095 | |||||||||
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Mistras Group, Inc. and Subsidiaries
Unaudited Operating Data by Segment
(in thousands)
| Three months ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Revenue | |||||||||||
| North America | $ | 135,321 | $ | 128,902 | |||||||
| International | 36,290 | 33,214 | |||||||||
| Products and Systems | 2,653 | 3,091 | |||||||||
| Corporate and eliminations | (5,230) | (3,592) | |||||||||
| Total | $ | 169,034 | $ | 161,615 | |||||||
| Three months ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Gross Profit | |||||||||||
| North America | $ | 33,536 | $ | 30,165 | |||||||
| International | 10,095 | 9,088 | |||||||||
| Products and Systems | 1,067 | 1,623 | |||||||||
| Corporate and eliminations | 34 | 16 | |||||||||
| Total | $ | 44,732 | $ | 40,892 | |||||||
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Mistras Group, Inc. and Subsidiaries
Unaudited Revenues by Category
(in thousands)
Revenue by industry was as follows:
| Three Months Ended March 31, 2026 | North America | International | Products & Systems | Corp/Elim | Total | ||||||||||||||||||||||||
| Oil & Gas | $ | 76,884 | $ | 8,494 | $ | 104 | $ | — | $ | 85,482 | |||||||||||||||||||
| Aerospace & Defense | 19,703 | 7,903 | 33 | — | 27,639 | ||||||||||||||||||||||||
| Industrials | 11,125 | 7,285 | 233 | — | 18,643 | ||||||||||||||||||||||||
| Power Generation & Transmission | 5,193 | 790 | 542 | — | 6,525 | ||||||||||||||||||||||||
| Other Process Industries | 5,221 | 3,782 | 12 | — | 9,015 | ||||||||||||||||||||||||
| Infrastructure, Research & Engineering | 8,089 | 4,280 | 919 | — | 13,288 | ||||||||||||||||||||||||
| Petrochemical | 2,906 | 930 | — | — | 3,836 | ||||||||||||||||||||||||
| Other | 6,200 | 2,826 | 810 | (5,230) | 4,606 | ||||||||||||||||||||||||
| Total | $ | 135,321 | $ | 36,290 | $ | 2,653 | $ | (5,230) | $ | 169,034 | |||||||||||||||||||
| 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 | |||||||||||||||||||
8
The Company has combined Field Services and Data Analytical Solutions revenues and retitled this grouping “Integrated Field Solutions”. The Company did this to accentuate the ongoing integration of its innovation offerings, as a key focus of its Vision2030 strategic plan. Accelerating the expansion of the Data Analytical Solutions brand remains a key priority, and the Company believes this is best achieved by further integration of its technology with its technical know-how in the field, focused on customer-centric opportunities.
The Company has retrospectively reclassified certain revenue types for each quarterly period in 2025 in order to conform the classification with the current period presentation. The table below presents the reclassified balances for each quarterly period for the year ended December 31, 2025.
| 2025 Quarterly Revenues | |||||||||||||||||||||||
| Three months ended March 31, 2025 | Three months ended June 30, 2025 | Three months ended September 30, 2025 | Three months ended December 31, 2025 | ||||||||||||||||||||
| Revenue by type | |||||||||||||||||||||||
| Integrated Field Solutions | $ | 139,115 | $ | 158,386 | $ | 166,578 | $ | 155,678 | |||||||||||||||
| In-Laboratory Services | 22,500 | 27,019 | 28,971 | 25,777 | |||||||||||||||||||
| Total | $ | 161,615 | $ | 185,405 | $ | 195,549 | $ | 181,455 | |||||||||||||||
| Three Months Ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Revenue by type | |||||||||||
| Integrated Field Solutions | $ | 139,861 | $ | 139,115 | |||||||
| In-Laboratory Services | 29,173 | 22,500 | |||||||||
| Total | $ | 169,034 | $ | 161,615 | |||||||
9
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, | |||||||||||
| 2026 | 2025 | ||||||||||
| North America: | |||||||||||
| Income from operations (GAAP) | $ | 10,420 | $ | 6,515 | |||||||
| Reorganization and other costs | 74 | 1,358 | |||||||||
| Income from operations before special items (non-GAAP) | $ | 10,494 | $ | 7,873 | |||||||
| International: | |||||||||||
| Income from operations (GAAP) | $ | 1,476 | $ | 1,081 | |||||||
| Reorganization and other costs | 221 | 178 | |||||||||
| Income from operations before special items (non-GAAP) | $ | 1,697 | $ | 1,259 | |||||||
| Products and Systems: | |||||||||||
| Income (loss) from operations (GAAP) | $ | (11) | $ | 327 | |||||||
| Reorganization and other costs | — | 151 | |||||||||
| Income (loss) from operations before special items (non-GAAP) | $ | (11) | $ | 478 | |||||||
| Corporate and Eliminations: | |||||||||||
| Loss from operations (GAAP) | $ | (7,203) | $ | (8,935) | |||||||
| Environmental expense, net | (131) | 540 | |||||||||
| Reorganization and other costs | 180 | 1,400 | |||||||||
| Loss from operations before special items (non-GAAP) | $ | (7,154) | $ | (6,995) | |||||||
| Total Company: | |||||||||||
| Income (loss) from operations (GAAP) | $ | 4,682 | $ | (1,012) | |||||||
| Environmental expense, net | (131) | 540 | |||||||||
| Reorganization and other costs | 475 | 3,087 | |||||||||
| Income from operations before special items (non-GAAP) | $ | 5,026 | $ | 2,615 | |||||||
10
Mistras Group, Inc. and Subsidiaries
Unaudited Summary Cash Flow Information
(in thousands)
| Three months ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Net cash provided by (used in): | |||||||||||
| Operating activities | $ | 2,809 | $ | 5,645 | |||||||
| Investing activities | (5,558) | (5,414) | |||||||||
| Financing activities | (349) | (702) | |||||||||
| Effect of exchange rate changes on cash and cash equivalents | 79 | 690 | |||||||||
| Net change in cash and cash equivalents | $ | (3,019) | $ | 219 | |||||||
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, | |||||||||||
| 2026 | 2025 | ||||||||||
| Net cash provided by operating activities (GAAP) | $ | 2,809 | $ | 5,645 | |||||||
| Less: | |||||||||||
| Purchases of property, plant and equipment | (5,968) | (4,555) | |||||||||
| Purchases of intangible assets | (1,293) | (1,267) | |||||||||
| Free cash flow (non-GAAP) | $ | (4,452) | $ | (177) | |||||||
11
Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Gross Debt (GAAP) to Net Debt (non-GAAP)
(in thousands)
| March 31, 2026 | December 31, 2025 | |||||||||||||
| Current portion of long-term debt | $ | 12,862 | $ | 12,849 | ||||||||||
| Long-term debt, net of current portion | 168,491 | 165,143 | ||||||||||||
| Total Debt (Gross) | 181,353 | 177,992 | ||||||||||||
| Less: Cash and cash equivalents | (24,989) | (28,008) | ||||||||||||
| Total Debt (Net) | $ | 156,364 | $ | 149,984 | ||||||||||
12
Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Net Income (loss) (GAAP) to Adjusted EBITDA (non-GAAP)
(in thousands)
| Three months ended March 31, | |||||||||||
| 2026 | 2025 | ||||||||||
| Net income (loss) (GAAP) | $ | 2,357 | $ | (3,168) | |||||||
| Less: Net income (loss) attributable to non-controlling interests, net of taxes | (31) | 18 | |||||||||
| Net income (loss) attributable to Mistras Group, Inc. | $ | 2,388 | $ | (3,186) | |||||||
| Interest expense | 2,879 | 3,324 | |||||||||
| Income tax expense (benefit) | 378 | (1,168) | |||||||||
| Depreciation and amortization | 7,984 | 7,763 | |||||||||
| Share-based compensation expense | 1,251 | 1,302 | |||||||||
| Reorganization and other related costs | 475 | 3,087 | |||||||||
| Environmental expense, net | (131) | 540 | |||||||||
| Foreign exchange (gain) loss | (932) | 374 | |||||||||
| Adjusted EBITDA (non-GAAP) | $ | 14,292 | $ | 12,036 | |||||||
| Revenue | $ | 169,034 | $ | 161,615 | |||||||
| Adjusted EBITDA Margin (non-GAAP) | 8.5 | % | 7.4 | % | |||||||
13
Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of Net Income (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, | |||||||||||
| 2026 | 2025 | ||||||||||
| Net income (loss) attributable to Mistras Group, Inc. (GAAP) | $ | 2,388 | $ | (3,186) | |||||||
| Special items | 344 | 3,627 | |||||||||
| Tax impact on special items | (84) | (781) | |||||||||
| Special items, net of tax | $ | 260 | $ | 2,846 | |||||||
| Net income (loss) attributable to Mistras Group, Inc. Excluding Special Items (non-GAAP) | $ | 2,648 | $ | (340) | |||||||
Diluted EPS (GAAP)(1) | $ | 0.07 | $ | (0.10) | |||||||
| Special items, net of tax | 0.01 | 0.09 | |||||||||
| Diluted EPS Excluding Special Items (non-GAAP) | $ | 0.08 | $ | (0.01) | |||||||
_______________
(1) For the three months ended March 31, 2026, 275,000 shares related to restricted stock units ("RSUs") were anti-dilutive and therefore were excluded from the calculation of diluted earnings per share. For the three months ended March 31, 2025, 145,000 shares, related to stock options and 808,000 shares, related to RSUs were excluded from the calculation of diluted earnings (loss) per share due to the net loss for the period.
14
FAQ
How did Mistras Group (MG) perform financially in Q1 2026?
Mistras Group delivered revenue of $169.0 million in Q1 2026, up 4.6% year over year. The company generated GAAP net income of $2.4 million, reversing a $3.2 million loss, and improved adjusted EBITDA to $14.3 million with an 8.5% margin.
What drove Mistras Group’s revenue growth in Q1 2026?
Revenue growth came mainly from strategic markets, which rose by $15.3 million, or 30.1%. Aerospace & Defense increased $7.2 million, Infrastructure $6.1 million, Power Generation $1.9 million, and Industrials $0.1 million, more than offsetting lower Oil & Gas revenue.
How profitable was Mistras Group in Q1 2026 compared to 2025?
Mistras Group reported Q1 2026 GAAP net income of $2.4 million, or $0.07 per diluted share, versus a $3.2 million net loss in Q1 2025. Adjusted EBITDA increased to $14.3 million from $12.0 million, with margin improving from 7.4% to 8.5%.
What is Mistras Group’s outlook for full-year 2026?
Mistras Group reaffirmed full-year 2026 guidance for revenue between $730.0 million and $750.0 million. The company also expects adjusted EBITDA between $91.0 million and $93.0 million, with the range influenced primarily by timing and spending in the Oil & Gas end market.
How did Oil & Gas and strategic markets perform for Mistras Group?
In Q1 2026, Oil & Gas revenue declined by $11.1 million due to inspection deferrals, project delays and exiting lower-margin accounts. Strategic markets, including Aerospace & Defense, Infrastructure, Power Generation and Industrials, grew a combined $15.3 million, or 30.1%, driving overall revenue growth.
What were Mistras Group’s cash flow and debt levels in Q1 2026?
Net cash provided by operating activities was $2.8 million in Q1 2026, while free cash flow was negative $4.5 million due to working capital changes and higher capital spending. Gross debt totaled $181.4 million and net debt was $156.4 million as of March 31, 2026.