Acquisition and Investments - The NV5 Acquisition was completed on August 4, 2025, for an aggregate purchase price of approximately $1.7 billion, including $870.9 million in cash and 73.2 million shares of common stock[148]. - The company completed other immaterial acquisitions during the periods presented, affecting the comparability of its results of operations[158]. - The NV5 Acquisition contributed $180.7 million in incremental revenues for the three months ended September 30, 2025[168]. - The NV5 Acquisition also resulted in an increase of $94.9 million in cost of revenues for the three months ended September 30, 2025[169]. - Consulting Engineering revenue was $119.6 million for the nine months ended September 30, 2025, primarily due to the NV5 Acquisition and growth in data center and infrastructure projects[199]. - Geospatial revenue was $61.1 million for the nine months ended September 30, 2025, with segment gross profit of $28.0 million[200]. Financial Performance - Revenue for the three months ended September 30, 2025, was $473.9 million, an increase of $170.9 million, or 56%, compared to $201.5 million for the same period in 2024[168]. - Revenue for the nine months ended September 30, 2025, was $1.0 billion, an increase of $186.7 million, or 22%, compared to $633.9 million for the same period in 2024[178]. - Gross profit for the three months ended September 30, 2025, was $152.7 million, an increase of $78.0 million, or 104%, compared to $49.2 million for the same period in 2024, with a gross profit margin of 32.2%[171]. - Gross profit for the nine months ended September 30, 2025, was $270.5 million, an increase of $59.3 million, or 28.1%, compared to $161.9 million in the previous period[180]. - Gross profit margin for the nine months ended September 30, 2025, was 26%, compared to 24% in the previous period[180]. - Inspection and Mitigation revenue was $841.3 million for the nine months ended September 30, 2025, an increase of $4.2 million, or 1%, compared to $635.3 million during the predecessor period[197]. Expenses and Costs - Selling, general and administrative (SG&A) expenses were $140.5 million for the three months ended September 30, 2025, an increase of $18.0 million, or 15%, compared to $103.8 million for the same period in 2024[172]. - SG&A expenses for the nine months ended September 30, 2025, were $248.2 million, an increase of $23.0 million, or 10%, compared to $121.4 million in the previous period[181]. - Interest expense, net, was $26.5 million for the three months ended September 30, 2025, an increase of $7.4 million, or 38%, compared to $13.3 million for the same period in 2024[175]. - Interest expense, net, increased by $5.3 million, or 10%, to $58.0 million for the nine months ended September 30, 2025, driven by increased indebtedness from the NV5 Acquisition[184]. - Total depreciation and amortization expense increased by $43.0 million, or 65%, to $109.2 million for the nine months ended September 30, 2025, primarily due to the NV5 Acquisition[183]. - Transaction costs decreased to $18.8 million for the three months ended September 30, 2025, a decrease of $11.0 million, or 37%, compared to $24.6 million for the same period in 2024[173]. Cash Flow and Indebtedness - Net cash provided by operating activities for the nine months ended September 30, 2025, was $45.3 million, an increase of $43.0 million compared to the predecessor period[206]. - Net cash used in investing activities was $856.4 million for the nine months ended September 30, 2025, a decrease of $1.0 billion compared to the predecessor period[207]. - Net cash provided by financing activities was $833.9 million for the nine months ended September 30, 2025, a decrease of $592.6 million compared to the predecessor period[208]. - As of September 30, 2025, the company had $1.6 billion of indebtedness outstanding under the Term Loans and no amounts outstanding under the Revolving Credit Facility[202]. - The company believes that available cash and cash equivalents, cash flows from future operations, and access to capital markets are sufficient to fund operations over the next 12 months[201]. Regulatory and Economic Factors - The company has observed inflationary pressures during 2024 and into 2025, impacting costs, and is implementing cost management and price initiatives to mitigate these effects[159]. - The company is monitoring the impact of the U.S. government shutdown that began on October 1, 2025, which may affect existing contracts and revenue recognition[160]. - The "One Big Beautiful Bill Act" enacted on July 4, 2025, includes favorable changes to federal tax law, impacting the company's effective tax rate and cash tax position[149]. Revenue Recognition - The company’s revenue is recognized based on the transfer of goods or services, with performance obligations satisfied over time or at a point in time[162]. - Selling, general and administrative expenses consist primarily of employee compensation, information systems costs, and facility-related expenses[164].
Acuren Corp(TIC) - 2025 Q3 - Quarterly Report