Acuren Corporation Announces Results for the Fourth Quarter and Full Year 2024
- Record full year revenue of $1.1 billion driven by deeper service line penetration with recurring customers, targeted new sales in key markets, and certain pricing initiatives -
- Acuren has redomiciled in the U.S. and listed on NYSE American -
- Establishes 2025 revenue outlook -
TOMBALL, Texas--(BUSINESS WIRE)--March 27, 2025--
Acuren Corporation (NYSE American: TIC) ("Acuren" or the "Company"), a leading provider of critical asset integrity services, today reported its financial results for the three months and full year ended December 31, 2024.
The presentation of our operating results reflects the Company's acquisition of ASP Acuren Holdings, Inc. ("ASP Acuren" or the "ASP Acuren Acquisition"). The period from July 30, 2024, through December 31, 2024, is referred to as the "Successor" period and the period from January 1, 2024 through July 29, 2024, as well as the twelve months ended December 31, 2023, is referred to as the "Predecessor" period.
Tal Pizzey, CEO of Acuren stated: "We finished 2024 having made significant progress on our financial goals, including exiting certain relationships with lower margin customers and positioning ourselves with strong momentum as a listed company. Our focus on expanding high-margin service offerings, combined with disciplined customer selection and operational excellence, we believe has strengthened our position as a leader in asset integrity services across North America. The aging infrastructure throughout our key markets continues to drive demand for our specialized services, and we believe that our team is exceptionally well-positioned to capitalize on these long-term and recurring opportunities."
Mr. Pizzey continued, "Our success is built on one foundational principle: 'A Higher Level of Reliability.' This isn't just our tagline--it's the core of our business model. Our essential inspection services protect customers' critical assets while representing just a fraction of their budgets. For our approximate 6,000 team members, reliability means steady careers in a safety-focused environment. Unlike many corporate values, reliability never becomes excessive, it simply builds trust and is designed to deliver consistent results. This is what makes Acuren a resilient investment with substantial growth potential. As we move forward as a public company, we remain committed to delivering sustainable growth, expanding margins and cash flow conversion while advancing our capabilities to meet the critical needs of our customers."
Full Year 2024 Highlights
-- 2024 Predecessor Revenue of $633.9 million and 2024 Successor Revenue of
$463.5 million compared to 2023 Predecessor Revenue of $1.05 billion.
-- Combined Revenue of $1.097 billion, up 4.5% from Predecessor Revenue for
the prior Predecessor period, with approximately half of the growth
driven by acquisitions completed by the Predecessor during 2024 while
exiting certain lower margin customer relationships.
-- 2024 Predecessor Net Loss of $15.7 million and 2024 Successor Net Loss of
$105.5 million compared to 2023 Predecessor Net Income of $4.9 million.
The net loss for the Predecessor and Successor periods in 2024 were
driven primarily by non-recurring transaction-related expenses recognized
in 2024.
-- Combined Adjusted EBITDA of $186.7 million, up 11.5% from Predecessor
Adjusted EBITDA for the prior Predecessor period. Combined Adjusted
EBITDA margin of 17.0%, compared to 15.9% from the prior Predecessor
period, due primarily to strong operating leverage resulting from higher
revenues in our Canadian operations as well as favorable service mix.
Fourth Quarter 2024 Highlights
-- Successor Revenue of $262.0 million compared to $270.1 million of
Predecessor Revenue in the prior Predecessor quarter driven primarily by
the timing of outage work as compared to the same Predecessor period
2023, adverse movement in foreign exchange rates, and exiting certain
lower margin customer relationships, partially offset by contributions
from acquisitions.
-- Successor Net Loss of $15.6 million compared to Predecessor Net Loss of
$14.5 million in the prior Predecessor quarter. The Successor Net Loss
for the 2024 quarter was driven primarily by non-recurring
transaction-related expenses.
-- Successor Adjusted EBITDA of $40.7 million, up 0.2% from the prior
Predecessor quarter. Successor Adjusted EBITDA margin of 15.5%, compared
to 15.1% in the prior Predecessor quarter, primarily attributable to
lower SG&A expenses.
Robert A.E. Franklin, Co-Chairman of Acuren commented: "Acuren's performance throughout 2024 reflects the company's strong market position and operational discipline. We're confident in our strategic direction and the substantial opportunities ahead in the testing, inspection, certification and compliance space. We believe our strong balance sheet provides significant flexibility to pursue value-enhancing initiatives while maintaining financial discipline. The fundamentals of our business remain compelling -- we provide essential, often mandated services that extend the life of critical infrastructure assets, with a focus on recurring maintenance work that provides stability regardless of broader economic conditions."
Capital Resources and Liquidity
As of December 31, 2024, the Company had cash and cash equivalents of $139.1 million and total debt of $754.8 million, net of debt issuance costs. Including undrawn capacity on the Company's revolving credit facility, total available liquidity was $214.1 million. As of December 31, 2024, the Company's weighted average basic and diluted shares of common stock outstanding were 121,454,845.
In January 2025, the Company successfully repriced its term loan, generating an estimated cash interest expense savings of $5.8 million annually. In February 2025, the Company's common stock began trading on the NYSE American.
Guidance
Acuren expects 2025 full year revenue growth to be in the low-to-mid-single digit percent range as compared to full year 2024 while we continue to exit certain lower margin customer relationships.
Webcast and Conference Call
Acuren will hold a webcast/dial-in conference call to discuss its financial results at 8:30 a.m. ET (7:30 a.m. CT) on Thursday, March 27, 2025. Participants on the call will include Talman Pizzey, Chief Executive Officer; Kristin Schultes, Chief Financial Officer and Robert A.E. Franklin, Co-Chairman.
To listen to the call by telephone, please dial 877-407-0789 or 201-689-8562. You may also attend and view the presentation via webcast by accessing the following URL:
https://viavid.webcasts.com/starthere.jsp?ei=1712055&tp_key=ca6885c47a
A replay of the call will be available shortly after completion of the live call/webcast via the webcast link above.
About Acuren Corporation
Acuren is a leading provider of critical asset integrity services. The company operates primarily in North America serving a broad range of industrial markets. It provides these essential and often compliance-mandated services in the industrial space and is focused on the recurring maintenance needs of its customers. The work Acuren does fits in the service category referred to as Testing, Inspection, Certification, and Compliance $(TICC)$, including Nondestructive Testing (NDT) in the field and the laboratory and in-lab destructive testing capabilities. More information can be found at https://www.acuren.com/.
Forward-Looking Statements
In this press release the Company may discuss events or results that have not yet occurred or been realized, commonly referred to as forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of Acuren Corporation ("Acuren" or the "Company"). Such discussion and statements may contain words such as "expect," "anticipate," "will," "should," "believe," "intend," "plan," "estimate," "predict," "seek," "continue," "pro forma" "outlook," "may," "might," "should," "can have," "have," "likely," "potential," "target," "indicative," "illustrative," and variations of such words and similar expressions, and relate in this press release, without limitation, to statements, beliefs, projections and expectations about future events, including, among other things, the Company's (i) ability to deliver sustainable growth and expand its capabilities, (ii) strategy and opportunities in the TICC industry, (iii) strong balance sheet and substantial growth potential and (iv) 2025 full year guidance for revenue growth. Such statements are based on the Company's expectations, intentions and projections regarding the Company's future performance, anticipated events or trends and other matters that are not historical facts.
These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. For a detailed discussion of cautionary statements and risks that may affect the Company's future results of operations and financial results, please refer to the Company's filings with the SEC, including, but not limited to, the risk factors in the Company's Registration Statement on Form S-4 filed with the SEC on December 12, 2024, and any supplements and post-effective amendments thereto. Forward-looking statements included in this press release speak only as of the date hereof and, except as required by applicable law, the Company does not undertake any obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or circumstances after the date of this press release.
Non-GAAP Financial Measures
This press release contains Combined Revenue, Combined Adjusted Gross Profit, Combined Adjusted Gross Profit Margin, Combined Adjusted EBITDA, Combined Adjusted EBITDA Margin, and Organic Change in Service Revenue which are non-U.S. GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission.
Our results of operations as reported in our consolidated financial statements for the Successor and Predecessor periods are in accordance with GAAP. The presentation of the combined financial information of the Predecessor and Successor for the twelve months ended December 31, 2024, is not in accordance with GAAP. Combined financial information consists of the mathematical addition of selected financial data of the Predecessor and Successor periods. No other adjustments are made to the combined presentation. However, we believe that for purposes of discussion and analysis, the combined financial information is useful for management and investors to assess our ongoing financial and operational performance and trends. Accordingly, in addition to presenting our results of operations as reported in our consolidated financial statements in accordance with GAAP, certain tables and discussion included within this release also present the combined results for the twelve months ended December 31, 2024.
As used in this press release, Combined Adjusted Gross Profit is defined as Combined Gross Profit less depreciation expense included in cost of revenue for the Predecessor and Successor periods. Combined Adjusted Gross Profit Margin is defined as Combined Gross Profit divided by Combined Revenue. Combined EBITDA is defined as earnings before interest, taxes, depreciation and amortization for the Predecessor and Successor periods and Combined Adjusted EBITDA is defined as Combined EBITDA excluding the impact of certain non-cash and other specifically identified items for the Predecessor and Successor periods. Combined Adjusted EBITDA Margin is defined as Combined Adjusted EBITDA divided by Combined Revenue. Organic change in service revenues is calculated as the difference between the reported service revenues for the current period and reported service revenues for the current period converted at fixed foreign currency exchange rates (excluding material acquisitions) divided by prior year fixed currency service revenues.
The Company uses these non-GAAP financial measures and additional financial information both in explaining its results to shareholders and the investment community and in its internal evaluation and management of its businesses. The Company's management believes that these non-GAAP financial measures and the information they provide are useful to investors since these measures (a) permit investors to view the Company's performance using the same tools that management uses to evaluate the Company's past performance, reportable business segments and prospects for future performance, (b) permit investors to compare the Company with its peers, (c) determines certain elements of management's incentive compensation, and (d) provide consistent period-to-period comparisons of the results.
While the Company believes these non-GAAP measures are useful in evaluating the Company's performance, this information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Additionally, these non-GAAP financial measures may differ from similar measures presented by other companies. A reconciliation of these non-GAAP financial measures is included later in this press release.
Acuren Corporation
Consolidated Balance Sheets
(amounts in thousands, except share and per share data)
(Unaudited)
Successor Predecessor
December 31, December 31,
2024 2023
---------------- ------------------
Assets
Current assets
Cash and cash equivalents $ 139,134 $ 87,061
Accounts receivable, net 236,520 233,244
Prepaid expenses and other
current assets 18,582 13,608
----------- -----------
Total current assets 394,236 333,913
----------- -----------
Property, plant and equipment, net 189,233 112,264
Operating lease right-of-use assets,
net 30,001 22,441
Goodwill 845,939 511,501
Intangible assets, net 740,657 264,335
Deferred income tax asset 765 2,368
Other assets 6,908 15,793
----------- -----------
Total assets 2,207,739 1,262,615
=========== ===========
Liabilities and Equity
Current liabilities
Accounts payable $ 13,877 $ 23,206
Accrued expenses and other
current liabilities 67,676 65,775
Current portion of debt 7,750 7,280
Current portion of lease
obligations 17,028 16,623
----------- -----------
Total current liabilities 106,331 112,884
----------- -----------
Debt, net of current portion 747,048 668,031
Non-current lease obligations 40,753 38,061
Deferred income tax liability 150,672 35,294
Other liabilities 11,763 26,346
----------- -----------
Total liabilities 1,056,567 880,616
----------- -----------
Commitments and contingencies
Equity
Series A Preferred Stock
(Successor), $0.0001 par value,
1,000,000 shares issued and
outstanding - -
Common Stock, $0.0001 par value,
121,476,215 shares issued and
outstanding at December 31, 2024
(Successor); $0.01 par value,
5,700,000 shares issued and
5,024,802 shares outstanding at
December 31, 2023 (Predecessor) 12 50
Treasury stock (Predecessor),
7,769 common shares at cost - (1,029)
Additional paid-in capital 1,293,638 366,327
Accumulated earnings (deficit) (106,989) 17,447
Accumulated other comprehensive
loss (35,489) (796)
----------- -----------
Total equity 1,151,172 381,999
----------- -----------
Total liabilities and equity $ 2,207,739 $ 1,262,615
=========== ===========
Acuren Corporation
Consolidated Statements of Operations and Other Comprehensive
Income (Loss)
(amounts in thousands, except share and per share data)
(Unaudited)
2024 2023
-------------------------------- -------------
Successor Predecessor Predecessor
------------- ----------------- -------------
July 30 to January 1 to July January 1 to
December 31 29 (As Restated) December 31
------------- ----------------- -------------
Service revenue $ 463,527 $ 633,866 $1,050,057
Cost of revenue 359,848 471,881 810,534
----------- --------- ---------
Gross profit 103,679 161,985 239,523
Selling,
general and
administrative
expenses 150,306 121,369 185,022
Transaction
costs 35,998 5,204 -
----------- --------- ---------
Income (loss) from
operations (82,625) 35,412 54,501
Interest
expense, net 31,061 39,379 60,022
Loss on
extinguishment
of debt - 9,073 -
Other expense
(income), net (2,978) $(580.SI)$ (1,241)
----------- --------- ---------
Income (loss)
before provision
for income taxes (110,708) (12,460) (4,280)
Benefit for
income taxes (5,256) 3,243 2,009
----------- --------- ---------
Net income (loss) (105,452) (15,703) (6,289)
Other
comprehensive
income (loss):
Foreign
currency
translation
adjustments (35,489) (18,004) 11,184
----------- --------- ---------
Total other
comprehensive
income (loss) (35,489) (18,004) 11,184
----------- --------- ---------
Total
comprehensive
income (loss) $ (140,941) $ (33,707) $ 4,895
=========== ========= =========
Basic loss per
Common Share and
Series A
Preferred Share ($0.86) -- --
Diluted loss per
Common Share and
Series A
Preferred Share ($0.86) -- --
Basic loss per
Common Share -- ($3.13) ($1.25)
Diluted loss per
Common Share -- ($3.13) ($1.25)
Weighted average
Common Shares
outstanding, basic
and diluted 121,454,845 -- --
Weighted average
shares of Series A
Preferred Stock
outstanding, basic
and diluted 1,000,000 -- --
Weighted average
Common Shares
outstanding,
basic - 5,024,802 5,024,802
Weighted average
Common Shares
outstanding,
diluted - 5,024,802 5,024,802
Acuren Corporation
Condensed Consolidated Statements of Operations and Other
Comprehensive Income (Loss)
(amounts in thousands, except share and per share data)
(Unaudited)
October 1 to December 31
----------------------------
Successor Predecessor
------------- -------------
2024 2023
----------- ---------
Service revenue $ 262,042 $ 270,134
Cost of revenue 207,567 211,202
----------- ---------
Gross profit 54,475 58,932
Selling, general and administrative
expenses 46,471 49,130
Transaction costs 11,444 --
----------- ---------
Income (loss) from operations (3,440) 9,802
Interest expense, net 17,725 20,956
Loss on extinguishment of debt - --
Other income, net (2,378) (1,299)
----------- ---------
Income (loss) before provision for
income taxes (18,787) (9,855)
Benefit for income taxes (3,159) 4,627
----------- ---------
Net income (loss) (15,628) (14,482)
Other comprehensive income (loss):
Foreign currency translation
adjustments (46,387) 8,656
----------- ---------
Total other comprehensive income
(loss) (46,387) 8,656
Total comprehensive income (loss) $ (62,015) $ (5,826)
=========== =========
Basic loss per Common Share and Series
A Preferred Share ($0.13) --
Diluted loss per Common Share and
Series A Preferred Share ($0.13) --
Basic loss per Common Share -- ($2.88)
Diluted loss per Common Share -- ($2.88)
Weighted average Common Shares
outstanding, basic and diluted 121,476,215 --
Weighted average shares of Series A
Preferred Stock outstanding, basic and
diluted 1,000,000 --
Weighted average Common Shares
outstanding, basic - 5,024,802
Weighted average Common Shares
outstanding, diluted - 5,024,802
Acuren Corporation
Condensed Consolidated Statements of Cash Flows
(amounts in thousands)
(Unaudited)
2024 2023
------------------------------- ---------------
Successor Predecessor Predecessor
------------ ----------------- ---------------
July 30 to January 1 to July January 1 to
December 31 29 (As Restated) December 31
------------ ----------------- ---------------
Cash flows from
operating
activities:
Net income (loss) $ (105,452) $ (15,703) $ (6,289)
Adjustments to
reconcile net loss
to net cash
provided by
operating
activities:
Provision for
credit losses 2,703 408 1,353
Depreciation
and
amortization 47,313 45,777 94,818
Noncash lease
expense 3,667 5,453 9,992
Share-based
compensation
expense 64,626 17,858 4,975
Amortization of
deferred
financing
costs 1,366 2,406 3,586
Loss on
extinguishment
of debt - 9,073 -
Fair value
adjustments on
interest rate
derivatives - 3,102 7,244
Deferred income
taxes (13,983) (8,376) (23,442)
Other (503) $(588.SI)$ (78)
Changes in
operating
assets and
liabilities,
net of effects
of business
acquisitions:
Accounts
receivable 27,782 (32,797) 881
Prepaid
expenses
and other
current
assets (9,380) (2,829) (3,243)
Accounts
payable (4,479) (9,691) 2,917
Accrued
expenses
and other
current
liabilities (7,875) 17,848 5,958
Operating
lease
obligations (3,429) (5,751) (9,284)
Other assets
and
liabilities 273 (5,751) 6,421
---------- --- ------- --------
Net cash provided
by operating
activities 2,629 20,439 95,809
---------- --- ------- --- --------
Cash flows from
investing
activities:
Purchases of
property,
plant and
equipment (13,241) (14,334) (22,141)
Proceeds from
sale of
property,
plant and
equipment 776 1,029 1,617
Acquisition of
ASP Acuren,
net of cash
acquired (1,822,186)
Acquisition of
businesses,
net of cash
acquired - (44,680) (6,010)
---------- --- ------- --------
Net cash used in
investing
activities (1,834,651) (57,985) (26,534)
---------- --- ------- --------
Cash flows from
financing
activities:
Borrowings
under
long-term
debt 775,000 30,000 195,000
Repayments of
long-term
debt (1,938) (16,346) (81,384)
Payments of
debt issuance
costs (21,355) - (2,844)
Principal
payments on
finance lease
obligations (3,991) (5,836) (9,948)
Dividends paid
to
stockholder - - (150,000)
Proceeds from
issuance of
common shares
and exercise
of warrants,
net of
issuance
costs 666,630 -
---------- --- ------- --- ---------------
Net cash provided
by (used in)
financing
activities 1,414,346 7,818 (49,176)
---------- --- ------- --- --------
Net effect of
exchange rate
fluctuations on
cash and cash
equivalents (123) (7,877) 4,377
---------- --- ------- --------
Net change in cash
and cash
equivalents (417,799) (37,605) 24,476
Cash and cash
equivalents
Beginning of
period 556,933 87,061 62,585
---------- --- ------- --- --------
End of period $ 139,134 $ 49,456 $ 87,061
========== === ======= === ========
Acuren Corporation
Reconciliation of Combined Revenue
(amounts in thousands)
(Unaudited)
Combined Combined
period period Three
January 1, January 1, months
2024 through 2023 through ended Three months
December 31, December 31, December ended December
2024 2023 31, 2024 31, 2023
------------- ------------- --------- ---------------
Revenue from
predecessor
period $ 633,866 $ 1,050,057 $ -- $ 270,134
Revenue from
successor
period 463,527 - 262,042 -
--------- --------- -------- -----------
Total
combined
revenue(1) $ 1,097,393 $ 1,050,057 $ 262,042 $ 270,134
========= ========= ======== ===========
1. The combined financial information for the year ended December 31, 2024
includes the results of operations of ASP Acuren (Predecessor) for the
period from January 1, 2024 to July 29, 2024 and Acuren Corporation
(Successor) for the period from July 30, 2024 to December 31, 2024.
Acuren Corporation
Reconciliation of Adjusted Gross Profit and Gross Margin Percentage
(amounts in thousands)
(Unaudited)
Successor period - Three months ended December 31, 2024 2024
----------------------------------------------------------- ------
Gross profit $54,475
Depreciation expense included in cost of revenue 13,801
------
Adjusted gross profit $68,276
======
Adjusted gross margin percentage 26.1%
Successor period July 30 to December 31, 2024 2024
----------------------------------------------------------- -------
Gross profit $103,679
Depreciation expense included in cost of revenue 25,282
Predecessor period January 1 to July 29, 2024
Gross profit 161,985
Depreciation expense included in cost of revenue 22,123
-------
Adjusted gross profit for the combined period January 1,
2024 through December 31, 2024 $313,069
=======
Adjusted gross margin percentage for the combined period
January 1, 2024 through December 31, 2024 (1) 28.5%
Acuren Corporation
Reconciliation of Adjusted Gross Profit and Gross Margin Percentage
(amounts in thousands)
(Unaudited)
Predecessor period - Three months ended December 31, 2023 2023
----------------------------------------------------------- ------
Gross profit $58,932
Depreciation expense included in cost of revenue 13,515
------
Adjusted gross profit 72,447
======
Adjusted gross margin percentage (1) 26.8%
Predecessor period - Twelve months ended December 31, 2023 2023
----------------------------------------------------------- -------
Gross profit $239,523
Depreciation expense included in cost of revenue 54,504
-------
Adjusted gross profit 294,027
=======
Adjusted gross margin percentage (1) 28.0%
1. The Adjusted Gross margin percentage is calculated as Adjusted Gross
profit divided by combined revenues for the 2024 period and divided by
revenues for the 2023 period
Acuren Corporation
Reconciliation of Adjusted EBITDA to Net Income (Loss)
(amounts in thousands)
(Unaudited)
Successor period - Three months ended December 31, 2024 2024
----------------------------------------------------------- -------
Net income (loss) $(15,628)
Benefit for income taxes (3,159)
Interest expense, net 17,725
Depreciation and amortization expense 26,882
Adjustments - Three months ended December 31, 2024
Pre-ASP Acuren seller-related expenses and stock
compensation(1) --
One time non-cash equity charges(2) --
Acquisition related transaction and integration
expenses(3) 594
ASP Acuren transaction related expenses(4) 11,444
Non cash stock compensation expense(5) 1,817
Other non-recurring charges(6) 1,070
-------
Adjusted EBITDA for the three months ended December 31, 2024 $ 40,745
=======
Adjusted EBITDA margin for the three months ended December
31, 2024(8) 15.5%
Successor period July 30 to December 31, 2024 2024
---------------------------------------------------------- --------
Net income (loss) $(105,452)
Benefit for income taxes (5,256)
Interest expense, net 31,061
Depreciation and amortization expense 47,313
Predecessor period January 1 to July 29, 2024
Net income (loss) (15,703)
Provision for income taxes 3,243
Interest expense, net 39,379
Depreciation and amortization expense 45,777
Adjustments - January 1 to December 31, 2024
Pre-ASP Acuren seller-related expenses and stock
compensation(1) 29,477
One time non-cash equity charges(2) 69,821
Acquisition related transaction and integration
expenses(3) 2,878
ASP Acuren transaction related expenses(4) 41,202
Non cash stock compensation expense(5) 2,152
Other non-recurring charges(6) 790
--------
Adjusted EBITDA for the combined period January 1, 2024
through December 31, 2024(7) $ 186,682
========
Adjusted EBITDA margin for the combined period from January
1, 2024 through December 31, 2024(8) 17.0%
Acuren Corporation
Reconciliation of Adjusted EBITDA to Net Income (Loss)
(amounts in thousands)
(Unaudited)
Predecessor period October 1 to December 31, 2023 2023
----------------------------------------------------------- -------
Net income (loss) $(14,482)
Provision for income taxes 4,627
Interest expense, net 20,956
Depreciation and amortization expense 23,664
Adjustments - Three months ended December 31, 2023
Pre-ASP Acuren seller-related expenses and stock
compensation(1) 1,776
One time non-cash equity charges(2) -
Acquisition related transaction and integration
expenses(3) 2,726
ASP Acuren transaction related expenses(4) -
Non cash stock compensation expense(5) -
Other non-recurring charges(6) 1,417
-------
Adjusted EBITDA(7) $ 40,684
=======
Adjusted EBITDA margin (8) 15.1%
Predecessor period January 1 to December 31, 2023 2023
----------------------------------------------------------- -------
Net income (loss) $ (6,289)
Provision for income taxes 2,009
Interest expense, net 60,022
Depreciation and amortization expense 94,818
Adjustments - Twelve months ended December 31, 2023
Pre-ASP Acuren seller-related expenses and stock
compensation(1) 8,492
One time non-cash equity charges(2) -
Acquisition related transaction and integration
expenses(3) 5,715
ASP Acuren transaction related expenses(4) -
Non cash stock compensation expense(5) -
Other non-recurring charges(6) 2,612
-------
Adjusted EBITDA(7) $167,379
=======
Adjusted EBITDA margin (8) 15.9%
1. Adjustment to add back expenses related primarily to the previous
owner's compensation, stock incentive plans and debt extinguishment
costs.
2. Adjustment to add back the one time non cash stock compensation expenses
for Founder Preferred Shares and independent director stock options for
which the performance target was achieved when the acquisition of ASP
Acuren occurred.
3. Adjustment to add back transaction and acquisition integration related
costs and similar items for acquisitions not including the acquisition
of ASP Acuren.
4. Adjustment to add back the transaction related expenses for the ASP
Acuren acquisition.
5. Adjustment to add back stock compensation expense.
6. Adjustment to add back other non-recurring charges including
restructuring charges, IT development charges and certain gains, losses
and balance adjustments.
7. The combined financial information for the year ended December 31, 2024
includes the results of operations of ASP Acuren (Predecessor) for the
period from January 1, 2024 to July 29, 2024 and Acuren Corporation
(Successor) for the period from July 30, 2024 to December 31, 2024.
8. The Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by
combined revenues for the 2024 period and divided by revenues for the
2023 period.
Acuren Corporation
Organic Change in Service Revenues
(amounts in thousands)
(Unaudited)
Three months ended December 31, 2024
--------------------------------------------------------------------------------
Service Organic
revenue Foreign Service revenue change in
change (as currency change (fixed service
reported) translation(1) currency)(2) Acquisitions(3) revenue(4)
------------- -------------- ------------------- --------------- -----------
Consolidated (3.0)% (1.0)% (2.0)% 2.0% (4.0)%
Combined period from January 1, 2024 through December 31, 2024
-------------------------------------------------------------------------------
Service Organic
revenue Foreign Service revenue change in
change (as currency change (fixed service
reported) translation(1) currency)(2) Acquisitions(3) revenue(4)
------------- -------------- ------------------- --------------- ----------
Consolidated 4.5% (0.5)% 5.0% 2.0% 3.0%
1. Represents the effect of foreign currency on reported net revenues,
calculated as the difference between reported net revenues and net
revenues at fixed currencies for both periods. Fixed currency amounts
are based on translation into U.S. Dollars at fixed foreign currency
exchange rates established by management at the beginning of 2024.
2. Amount represents the year-over-year change when comparing both years
after eliminating the impact of fluctuations in foreign exchange rates
by translating foreign currency denominated results at fixed foreign
currency rates for both periods.
3. Adjustment to exclude service revenue from material acquisitions from
their respective dates of acquisition until the first year anniversary
from date of acquisition.
4. Organic change in net revenues provides a consistent basis for a
year-over-year comparison in net revenues as it excludes the impacts of
material acquisitions, divestitures, and the impact of changes due to
foreign currency translation.
View source version on businesswire.com: https://www.businesswire.com/news/home/20250327902309/en/
CONTACT: Investor Relations
Dan Scott / Rodny Nacier
ICR Inc.
IR@acuren.com
(END) Dow Jones Newswires
March 27, 2025 07:00 ET (11:00 GMT)
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