FY15 Q4 Earnings Release - 8K


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): August 5, 2015
 
Mistras Group, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001- 34481
 
22-3341267
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)
 
195 Clarksville Road
 
 
Princeton Junction, New Jersey
 
08550
(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):
 
o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d 2(b))
 
o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02.  Results of Operations and Financial Condition
 
On August 5, 2015, Mistras Group, Inc. (the “Company,” “we” or “us”) issued a press release announcing the financial results for the fourth quarter and full fiscal year for the fiscal year ending May 31, 2015.  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” which is not a measure of financial performance under U.S. generally accepted accounting principles (“GAAP”).  Information regarding this non-GAAP financial measure and its use by the Company is set forth in the Company’s annual report on Form 10-K filed August 8, 2014 and a reconciliation of Adjusted EBITDA to a financial measure under GAAP is included in a table attached to the press release.
 
The tables attached to the press release also include the non-GAAP financial measures "Segment and Total Company Income (Loss) from Operations before Acquisition-Related Expense (Benefit), net,” “Net Income Excluding Structural Charges” and “Diluted EPS Excluding Structural Charges,” reconciling these measures to financial measures under GAAP.  These non-GAAP measures exclude from the GAAP measures (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 and (c) certain other charges the Company generally does not incur in the normal course of business.  These items have been excluded from the GAAP measures because these expenses and credits are not related to the Company’s core business operations and are related solely to the Company’s acquisition activities or charges incurred outside of the ordinary course of business.  Changes in the fair value of acquisition-related contingent consideration liabilities can be a net expense or credit in any given period, and fluctuate based upon the then current value of cash consideration the Company expects to pay in the future for prior acquisitions, without impacting cash generated from the Company’s business operations.
 
Management believes that these measures provide investors with useful information and more meaningful period over period comparisons by identifying and excluding these acquisition-related costs and non-recurring items so that the performance of the core business operations can be identified and compared.  Management also believes that these measures help our investors to better understand the profitability trends of our business, and facilitate easier comparisons of our profitability to prior and future periods and to our peers.
 
The term "free cash flow" is also a non-GAAP financial measure used in the press release. In the paragraph in which this term is used, the Company explains this measurement and the financial measures under GAAP that comprise free cash flow. Management believes this measure assists investors in understanding the cash generated from operations net of cash needed to be re-invested in the business for capital expenditures.

These non-GAAP measures should be considered in addition to, and not as a replacement for or superior to, the comparable GAAP measures.  These measures have limitations because there are no standards to determine which adjustments to GAAP measures should be made, and/or may not be comparable with similar measures for other companies.  In addition, acquisitions are a part of our growth strategy, and therefore acquisition-related items are a necessary cost of our business. Segment and Total Company Income from Operations before Acquisition-Related Expense (Benefit), net, Net Income Excluding Structural Charges and free cash flow are not metrics used to determine incentive compensation. Adjusted EBITDA and Diluted EPS Excluding Structural Charges are used to determine a portion of the incentive compensation for executive officers.
 
Item 9.01.  Financial Statement and Exhibits
 
(d)  Exhibits
 
99.1                        Press release issued by Mistras Group, Inc. dated August 5, 2015


2



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: August 5, 2015
By:
/s/ Michael C. Keefe
 
 
Name:
Michael C. Keefe
 
 
Title:
Executive Vice President, General Counsel and Secretary

Exhibit No.
 
Description
99.1

 
Press release issued by Mistras Group, Inc. dated August 5, 2015

3
FY15 Q4 Earnings Release - Exhibit 99.1


Exhibit 99.1
 
Mistras Group Announces Results for Fourth Quarter FY’15
 
 
MISTRAS Group, Inc. August 5, 2015 4:01 PM
 
PRINCETON JUNCTION, N.J. - (GLOBE NEWSWIRE) —Mistras Group, Inc. (MG: NYSE), a leading "one source" global provider of technology-enabled asset protection solutions, today reported financial results for its fourth quarter and entire fiscal year 2015, which ended May 31, 2015.
Revenues for the fourth quarter of fiscal 2015 were $174.7 million, 2.5% less than the prior year’s fourth quarter. Adverse foreign exchange rates reduced fourth quarter revenues by $9.3 million. Revenues for the fourth quarter of fiscal 2015 increased by 2.7% on a constant dollar basis. Net income for the fourth quarter of fiscal 2015 was $2.2 million, or $0.07 per diluted share, compared with net income of $6.4 million or $0.22 per diluted share in the prior year period.
During the fourth quarter of fiscal year 2015 the Company recognized $3.7 million ($0.13 per diluted share) of net of tax charges relating to several important structural changes. These charges totaled $4.7 million on a pre-tax basis as follows:
Divesting its international subsidiaries in Russia and Japan. The Company sold these businesses to their respective management teams, resulting in a $2.5 million pre-tax loss. The Company will sell products to these companies but no longer have a direct presence in either market.
Realigned the management structure of the Services segment, promoting Mike Lange to Vice Chairman and Group Executive Vice President, Strategic Planning and Business Development, and Dennis Bertolotti to Group Executive Vice President of the Services segment and the Americas. One senior management headcount was reduced, resulting in pre-tax severance of $0.4 million;
Reduced headcount at several international subsidiaries, resulting in $0.8 million of pre-tax severance charges; and
Reduced the cost structure in France, recognizing lease termination and other pre-tax costs aggregating $1.0 million.
Excluding these charges, net income in the fourth quarter of fiscal year 2015 was $5.9 million, or $0.20 per diluted share. Adjusted EBITDA was $17.7 million in the fourth quarter of fiscal year 2015, compared with $19.3 million in the prior year period.
For the entire fiscal year 2015, revenues increased 14.1%, reaching $711.3 million. Net income was $16.1 million, or $0.54 per diluted share, compared with $22.5 million or $0.77 per diluted share in the prior year. Excluding fiscal 2015 structural charges, net income for fiscal year 2015 was $20.0 million or $0.68 per diluted share. Adjusted EBITDA was $71.7 million for fiscal year 2015 compared with $70.4 million in the prior fiscal year.





Financial Highlights:
Revenue Growth Rates:
 
 
 
 
 
 
 
Total
Acquisitions
Organic
FX
Total Company
Q4
(2.5
)%
+7.0
%
(4.3
)%
(5.2
)%
 
Year
+14.1
 %
+12.0
%
+4.2
 %
(2.1
)%
 
 
 
 
 
 
Services Segment
Q4
+4.7
 %
+9.6
%
(3.9
)%
(1.0
)%
 
Year
+21.9
 %
+16.3
%
+6.1
 %
(0.4
)%
 
 
 
 
 
 
International Segment
Q4
(23.7
)%
+0.5
%
(5.1
)%
(19.1
)%
 
Year
(8.9
)%
+1.5
%
(3.6
)%
(6.8
)%
 
 
 
 
 
 
Products and Systems Segment
Q4


(19.4
)%

 
Year


(6.8
)%



Gross Profit
 
Gross margin for the fourth quarter was 25.7% of revenues vs. 25.9% in the prior year.

Operating Cash Flow
 
Operating cash flow for fiscal year 2015 improved by 37% to $50.6 million, compared with $36.9 million in the prior year.
Free cash flow (defined as operating cash flow less capital expenditures) for fiscal year 2015 improved to $35.5 million, compared with $20.0 million in the prior year.

The Company’s operations and profitability were adversely impacted in fiscal year 2015 by the Nation’s first refinery strike in 25 years and by uncertainty related to the price of oil, which caused some customers to defer previously scheduled projects. Despite these adverse factors, the Company’s Services and Products and Systems segments combined to grow their revenues by $95 million (20%) and their Adjusted EBITDA by $10.0 million (15%), respectively, during fiscal year 2015. These gains were a result of strong execution in a difficult environment, highlighted by close collaboration with customers and a focus on reducing costs.
In contrast, the Company’s International segment experienced declines in revenues of $14 million, or (9%), and Adjusted EBITDA of $7 million, or (49%), respectively, during fiscal year 2015. Adverse foreign exchange rates accounted for most of the revenue decline, while a misalignment of staffing resources with market demand was the biggest factor in the profit decline.
Sotirios Vahaviolos, Chairman and Chief Executive Officer stated, "Fiscal year 2015 was a year of mixed performance, both for the market and for our Company. The combined impact of the oil price drop and the refinery strikes abruptly halted market growth during our third quarter. Despite these difficulties, Our North American results met our expectations, as the Mistras value proposition continued to be very compelling to our customers and our team executed well. Operating cash flows improved by $14 million during fiscal year 2015 and we paid down more than $40 million of debt in the second half of the fiscal year. However, we were disappointed with our International segment results. Most of this segment’s 9% revenue decline was due to foreign exchange, but market conditions were also softer than we expected, particularly in Russia and Brazil, and our utilization of billable service technicians suffered in these and in other markets.”





Dr. Vahaviolos continued, “As market conditions worsened, we had hundreds of conversations with our customers to ensure that we are in alignment with their needs and priorities. We became acutely aware of the market’s desire for value and lower spending. These conversations caused us to intensify our internal efforts and take the difficult actions mentioned earlier in this press release. Going forward, Mistras will focus on serving vibrant markets where we can make a dramatic difference for our customers and generate terrific results.”
Dr. Vahaviolos concluded, “On the whole, I am pleased with our North American performance and I am very confident that our structural changes will have a positive and immediate impact upon the Company’s performance, particularly overseas.”
Planning Assumptions and Guidance for Fiscal 2016
The Company is introducing its planning assumptions and guidance for fiscal year 2016. The market price of petroleum products continues to be volatile, influenced by both economic and political factors. Against this backdrop, the Company expects the market price of oil will approximate $55 during its fiscal year, and that the market for inspection services will be roughly flat. Foreign exchange rates fell significantly during fiscal 2015 and the U.S. dollar rose against every major currency. For example, at its present levels the Euro is approximately 12% lower than in fiscal year 2015. The Company’s planning assumption is that foreign exchange rates will remain near present levels. 
Total revenues for fiscal year 2016 are expected to be between $710 million and $725 million, representing an increase over 2015 of from 0% to 2%, including the expected adverse impact of FX and dispositions, or 2% to 4% exclusive of these factors. Assumptions include:
Low single digit revenue increases from both organic and acquisition sources.
FX impact and dispositions reducing revenue by approximately $20 million.
Total Adjusted EBITDA is expected to be between $72 million and $78 million, representing an increase of from 1% to 9% over fiscal year 2015 results.
Conference Call
In connection with this release, Mistras will hold a conference call on Thursday, August 6, 2015 at 9:00 a.m. (Eastern). Individuals in the U.S. wishing to participate in the conference call by phone may call 1-844-832-7227 and use confirmation code 92985495 when prompted. The International dial-in number is 1-224-633-1529. The call will be also be webcast and can be accessed on Mistras' website, www.mistrasgroup.com.

About Mistras Group, Inc.

Mistras offers one of the broadest "one source" services and technology-enabled asset protection solution portfolios in the industry used to evaluate the structural integrity of energy, industrial and public infrastructure. Mission critical services and solutions are delivered globally and provide customers with the ability to extend the useful life of their assets, improve productivity and profitability, comply with government safety and environmental regulations and enhance risk management operational decisions.
Mistras uniquely combines its industry leading products and technologies - 24/7 on-line monitoring of critical assets; mechanical integrity ("MI") and non-destructive testing ("NDT") services; destructive testing services; and its proprietary world class data warehousing and analysis software - to provide comprehensive and competitive products, systems and services solutions from a single source provider.
For more information, please visit the company's website at www.mistrasgroup.com.





Forward-Looking and Cautionary Statements
 
Certain statements made in this press release are "forward-looking statements" about Mistras' financial results and estimates, products and services, business model, 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 fiscal year 2014 filed with the Securities and Exchange Commission on August 8, 2014, 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 Measures
 
The term "Adjusted EBITDA" used in this release is a financial measurement not calculated in accordance with generally accepted accounting principles in the U.S. ("US GAAP"). A Reconciliation of Adjusted EBITDA to a comparable financial measurement under US GAAP is set forth in a table attached to this press release. In addition, the Company has also included in the attached tables, non-GAAP measurements “EBITDA”, “Segment and Total Company Income from Operations before Acquisition-Related Expense (Benefit), net”, "Net Income Excluding Structural Charges" and "Diluted EPS Excluding Structural Charges," reconciling these measurements to financial measurements under US GAAP. In this release, the term free cash flow, a non-GAAP measurement is also used. We define free cash flow as cash provided by operating activities less capital expenditures (which is classified as an investing activity). The Company believes that investors and other users of the financial statements benefit from the presentation of these non-GAAP measurements because they provide additional metrics to compare the Company's operating performance on a consistent basis and measure underlying trends and results of the Company's business.








Mistras Group, Inc. and Subsidiaries
Unaudited Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
 
 
 
 
 
 
 
 
May 31, 2015
 
May 31, 2014
ASSETS
 
 

 
 

Current Assets
 
 

 
 

Cash and cash equivalents
 
$
10,555

 
$
10,020

Accounts receivable, net
 
133,228

 
137,824

Inventories
 
10,841

 
11,376

Deferred income taxes
 
5,144

 
3,283

Prepaid expenses and other current assets
 
11,698

 
12,626

Total current assets
 
171,466

 
175,129

Property, plant and equipment, net
 
79,256

 
77,811

Intangible assets, net
 
51,276

 
57,875

Goodwill
 
166,414

 
130,516

Deferred income taxes
 
1,208

 
1,344

Other assets
 
2,107

 
1,297

Total Assets
 
$
471,727

 
$
443,972

 
 
 
 
 
LIABILITIES AND EQUITY
 
 

 
 

Current Liabilities
 
 

 
 

Accounts payable
 
$
10,529

 
$
14,978

Accrued expenses and other current liabilities
 
55,914

 
54,650

Current portion of long-term debt
 
17,902

 
8,058

Current portion of capital lease obligations
 
8,646

 
7,251

Income taxes payable
 
532

 
1,854

Total current liabilities
 
93,523

 
86,791

Long-term debt, net of current portion
 
95,557

 
68,590

Obligations under capital leases, net of current portion
 
10,717

 
13,664

Deferred income taxes
 
16,984

 
15,521

Other long-term liabilities
 
9,934

 
17,014

Total Liabilities
 
226,715

 
201,580

 
 
 
 
 
Commitments and contingencies
 
 

 
 

 
 
 
 
 
Equity
 
 

 
 

Preferred stock, 10,000,000 shares authorized
 

 

Common stock, $0.01 par value, 200,000,000 shares authorized
 
287

 
284

Additional paid-in capital
 
208,064

 
201,831

Retained earnings
 
57,581

 
41,500

Accumulated other comprehensive loss
 
(21,113
)
 
(1,511
)
Total Mistras Group, Inc. stockholders’ equity
 
244,819

 
242,104

Noncontrolling interests
 
193

 
288

Total Equity
 
245,012

 
242,392

Total Liabilities and Equity
 
$
471,727

 
$
443,972







Mistras Group, Inc. and Subsidiaries
Unaudited Condensed Consolidated Statements of Income
(in thousands, except per share data)
 
 
 
Three months ended May 31,
 
Year ended May 31,
 
 
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
 
Revenue
 
$
174,686

 
$
179,127

 
$
711,252

 
$
623,447

Cost of revenues
 
124,263

 
128,050

 
506,281

 
432,695

Depreciation
 
5,457

 
4,688

 
20,238

 
17,809

Gross profit
 
44,966

 
46,389

 
184,733

 
172,943

 
 
 
 
 
 
 
 
 
Selling, general and administrative expenses
 
38,820

 
33,348

 
143,978

 
123,690

Research and engineering
 
599

 
809

 
2,521

 
2,995

Depreciation and amortization
 
3,050

 
2,891

 
13,048

 
10,620

Acquisition-related expense, net
 
(2,130
)
 
(1,127
)
 
(5,167
)
 
(2,657
)
Income from operations
 
4,627

 
10,468

 
30,353

 
38,295

Interest expense
 
1,204

 
883

 
4,622

 
3,192

Income before provision for income taxes
 
3,423

 
9,585

 
25,731

 
35,103

Provision for income taxes
 
1,283

 
3,153

 
9,740

 
12,528

Net income
 
2,140

 
6,432

 
15,991

 
22,575

Less: net loss (income) attributable to noncontrolling interests, net of taxes
 
31

 
(13
)
 
90

 
(57
)
Net income attributable to Mistras Group, Inc.
 
$
2,171

 
$
6,419

 
$
16,081

 
$
22,518

 
 
 
 
 
 
 
 
 
Earnings per common share
 
 

 
 

 
 

 
 

Basic
 
$
0.08

 
$
0.23

 
$
0.56

 
$
0.79

Diluted
 
$
0.07

 
$
0.22

 
$
0.54

 
$
0.77

Weighted average common shares outstanding:
 
 

 
 
 
 
 
 
Basic
 
28,703

 
28,446

 
28,613

 
28,365

Diluted
 
29,594

 
29,479

 
29,590

 
29,324







Mistras Group, Inc. and Subsidiaries
Unaudited Operating Data by Segment
(in thousands)

 
Three months ended May 31,
 
Year ended May 31,
 
2015
 
2014
 
2015
 
2014
Revenues
 

 
 

 
 

 
 

Services
$
135,573

 
$
129,435

 
$
540,224

 
$
443,229

International
32,343

 
42,363

 
146,953

 
161,395

Products and Systems
8,667

 
10,745

 
31,255

 
33,544

Corporate and eliminations
(1,897
)
 
(3,416
)
 
(7,180
)
 
(14,721
)
 
$
174,686

 
$
179,127

 
$
711,252

 
$
623,447

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended May 31,
 
Year ended May 31,
 
2015
 
2014
 
2015
 
2014
Gross profit
 

 
 

 
 

 
 

Services
$
33,749

 
$
30,301

 
$
135,201

 
$
114,182

International
6,777

 
11,394

 
34,572

 
44,893

Products and Systems
4,111

 
4,719

 
14,314

 
14,495

Corporate and eliminations
329

 
(25
)
 
646

 
(627
)
 
$
44,966

 
$
46,389

 
$
184,733

 
$
172,943

 
 
 
 
 
 
 
 






Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of
Segment and Total Company Income (Loss) from Operations before Acquisition-Related Expense (Benefit), net (non-GAAP) to Segment and Total Company Income (Loss) from Operations (GAAP)
(in thousands)

 
Three months ended May 31,
 
Year ended May 31,
 
2015
 
2014
 
2015
 
2014
Services:
 

 
 
 
 

 
 

Income from operations before acquisition-related (benefit) expense, net
$
11,684

 
$
11,685

 
$
48,503

 
$
44,846

Acquisition-related (benefit) expense, net
(1,250
)
 
1,162

 
(639
)
 
1,625

Income from operations
12,934

 
10,523

 
49,142

 
43,221

International:
 

 
 

 
 

 
 

(Loss) Income from operations before acquisition-related (benefit) expense, net
$
(2,605
)
 
$
1,260

 
$
(3,501
)
 
$
6,786

Acquisition-related (benefit) expense, net
(867
)
 
214

 
(2,926
)
 
(3,452
)
(Loss) Income from operations
(1,738
)
 
1,046

 
(575
)
 
10,238

Products and Systems:
 

 
 

 
 

 
 

Income from operations before acquisition-related (benefit), net
$
1,131

 
$
1,405

 
$
2,461

 
$
1,517

Acquisition-related (benefit), net

 

 

 
(1,035
)
Income from operations
1,131

 
1,405

 
2,461

 
2,552

Corporate and Eliminations:
 

 
 

 
 

 
 

Loss from operations before acquisition-related (benefit) expense, net
$
(7,713
)
 
$
(5,009
)
 
$
(22,277
)
 
$
(17,511
)
Acquisition-related (benefit) expense, net
(13
)
 
(2,503
)
 
(1,602
)
 
205

Loss from operations
(7,700
)
 
(2,506
)
 
(20,675
)
 
(17,716
)
Total Company
 

 
 

 
 

 
 

Income from operations before acquisition-related (benefit), net
$
2,497

 
$
9,341

 
$
25,186

 
$
35,638

Acquisition-related (benefit), net
(2,130
)
 
(1,127
)
 
(5,167
)
 
(2,657
)
Income from operations
4,627

 
10,468

 
30,353

 
38,295


























Mistras Group, Inc. and Subsidiaries
Unaudited Summary Cash Flow Information
(in thousands)

 
Year ended May 31,
 
2015
 
2014
 
 
Net cash provided by (used in):
 

 
 

Operating Activities
$
50,624

 
$
36,873

Investing Activities
(49,941
)
 
(38,005
)
Financing Activities
481

 
3,262

Effect of exchange rate changes on cash
(629
)
 
88

Net change in cash and cash equivalents
$
535

 
$
2,218

 
 
 
 







Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of
Net Income to EBITDA and Adjusted EBITDA
(in thousands)



 
Three months ended May 31,
 
Year ended May 31,
 
2015
 
2014
 
2015
 
2014
 
 
 
 
Net Income
$
2,140

 
$
6,432

 
$
15,991

 
$
22,575

Less: net income attributable to noncontrolling interests, net of taxes
31

 
(13
)
 
90

 
(57
)
Net income attributable to Mistras Group, Inc.
$
2,171

 
$
6,419

 
$
16,081

 
$
22,518

Interest expense
1,204

 
883

 
4,622

 
3,192

Provision for income taxes
1,283

 
3,153

 
9,740

 
12,528

Depreciation and amortization
8,507

 
7,579

 
33,286

 
28,429

EBITDA
$
13,165

 
$
18,034

 
$
63,729

 
$
66,667

Share-based compensation expense
1,723

 
2,248

 
6,579

 
6,261

Acquisition-related expense, net
(2,130
)
 
(1,127
)
 
(5,167
)
 
(2,657
)
Charges related to sale of foreign operations
2,516

 

 
2,516

 

Severance costs
1,144

 

 
1,587

 

Foreign exchange losses
260

 
189

 
1,474

 
101

Lease termination and other charges
1,029

 

 
1,029

 

Adjusted EBITDA
$
17,707

 
$
19,344

 
$
71,747

 
$
70,372

 
 
 
 
 
 
 
 









Mistras Group, Inc. and Subsidiaries
Unaudited Reconciliation of
Net Income (GAAP) and Diluted Earnings Per Share (GAAP) to
Net Income Excluding Structural Charges (non-GAAP)
and Diluted EPS Excluding Structural Charges (non-GAAP)
(in thousands)

 
Three months ended May 31,
 
Year ended May 31,
 
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
Net income (GAAP)
$
2,140

 
$
6,432

 
$
15,991

 
$
22,575

Charges related to sale of foreign operations, net of tax
2,235

 

 
2,235

 

Severance costs, net of tax
793

 

 
1,109

 

Asset write-offs and lease terminations, net of tax
711

 

 
711

 

Net Income Excluding Structural Charges (non-GAAP)
$
5,879

 
$
6,432

 
$
20,046

 
$
22,575

 
 
 
 
 
 
 
 
Diluted earnings per common share (GAAP)
$
0.07

 
$
0.22

 
$
0.54

 
$
0.77

Expected loss on sale of foreign operations
0.08

 

 
0.08

 

Severance costs
0.03

 

 
0.04

 

Asset write-offs and lease terminations
0.02

 

 
0.02

 

Diluted EPS Excluding Structural Charges (non-GAAP)
$
0.20

 
$
0.22

 
$
0.68

 
$
0.77