- Record First Quarter Revenue of $155.3
Million, up 18% Year-Over-Year -
- Net Loss of $13.4 million; Basic and Diluted
Net Loss Per Share of $0.53 -
- Record First Quarter Consolidated Adjusted
EBITDA1 of $16.9 Million -
- Executed Three Highly Accretive Acquisitions
and Expanded Patent Portfolio -
- Reiterates Recently Raised 2024 Revenue and
Consolidated Adjusted EBITDA1 Guidance -
Montrose Environmental Group, Inc. (the “Company,” “Montrose” or
“MEG”) (NYSE: MEG) today announced results for the first quarter
ended March 31, 2024.
Montrose Chief Executive Officer and Director, Vijay
Manthripragada, commented, “The momentum in our business continues
as we start 2024 with solid first quarter results. Our organic
growth and outlook remain very strong, and our cadence of strategic
acquisitions has increased. We saw strength across our business
lines given secular and regulatory tailwinds, particularly in our
advisory and lab services, and we expect momentum to build over the
year within our remediation services. This broad strength across
our services resulted in record first quarter revenues and
Consolidated Adjusted EBITDA1.”
Mr. Manthripragada continued, “With the US EPA’s establishment
of maximum contaminant levels for several PFAS in April, coupled
with new regulations and increased enforcement of GHG emissions and
other air pollutants in Q1, we foresee a steady acceleration in
customer activity across all elements of our business. As a result,
we remain incredibly optimistic about Montrose’s long-term growth
potential, and we are confident in our ability to create
significant value for our shareholders and achieve our recently
increased 2024 guidance.”
_______________________________
(1) Consolidated Adjusted EBITDA, Adjusted
Net Income (Loss) and Adjusted Net Income (Loss) per Share are
non-GAAP measures. See the appendix to this release for a
discussion of these measures, including how they are calculated and
the reasons why we believe they provide useful information to
investors, and a reconciliation for historical periods to the most
directly comparable GAAP measures.
First Quarter 2024 Results
Total revenue in the first quarter of 2024 was $155.3 million
compared to $131.4 million in the prior year quarter, an increase
of 18.2%. The increase in revenues was primarily due to strong
organic revenue growth in our Assessment, Permitting and Response
and Measurement and Analysis segments, and the contributions of
acquisitions, partially offset by lower environmental emergency
response service revenues, the exiting of the Discontinued
Specialty Lab in December 2023, and the shift away from lower
margin revenue in our biogas business.
Net loss was $13.4 million, or a loss of $0.53 per share basic
and diluted, in the first quarter of 2024 compared to a net loss of
$14.7 million, or a loss of $0.63 per share basic and diluted, in
the prior year quarter. The year-over-year reduction in net loss
and net loss per share was primarily attributable to a net gain
from fair value adjustments related to our interest rate swaps,
compared to a net loss from fair value adjustments related to our
Series A-2 preferred stock conversion option and interest rate
swaps in the prior year, as well as lower income tax expense in the
current year, partially offset by higher interest expense in the
current year.
Adjusted Net Income1 was $8.4 million, and Diluted Adjusted Net
Income per Share1 was $0.16, in the first quarter of 2024 compared
to Adjusted Net Income1 of $10.4 million, and Diluted Adjusted Net
Income per Share1 of $0.17 in the prior year quarter. Both Adjusted
Net Income and Diluted Adjusted Net Income per Share were lower as
a result of higher interest and depreciation in the current period
versus the prior year, partially offset by lower income tax
expense. Current year Diluted Adjusted Net Income per Share also
benefitted from lower dividends on our Series A-2 preferred stock
following the partial redemption. Diluted Adjusted Net Income per
Share1 is calculated as Adjusted Net Income1 attributable to
stockholders divided by fully diluted shares.
First quarter 2024 Consolidated Adjusted EBITDA1 was $16.9
million, compared to $16.6 million in the prior year quarter. The
increase in Consolidated Adjusted EBITDA1, was due to higher
revenues. Consolidated Adjusted EBITDA1 as a percentage of revenues
decreased primarily due to the acquisition of Matrix in June 2023,
which typically experiences low or negative margins in the first
quarter due to seasonality.
Operating Cash Flow, Liquidity and Capital Resources
Cash used in operating activities for the first quarter ended
March 31, 2024 was $22.0 million compared to cash provided by
operating activities of $3.0 million in the prior year quarter.
Lower cash flow from operations was driven primarily by the timing
of temporary working capital spend in the current quarter compared
to the prior year. Cash flow from operating activities is expected
to improve over the course of the year and expectations for
full-year cash generation are consistent with prior years.
In January 2024, Montrose voluntarily redeemed $60.0 million of
the outstanding Convertible and Redeemable Series A-2 Preferred
Stock with cash. Following this redemption, the principal balance
of the Series A-2 Preferred Stock outstanding was reduced to $122.2
million and remains classified as mezzanine equity.
In February 2024, the Company amended its Senior Secured Credit
Agreement, to provide for an additional $100.0 million in credit
availability, comprised of an additional $50.0 million term loan
and $50.0 million revolving credit facility. As of March 31, 2024,
we had total debt, before debt issuance costs, of $297.7
million.
In April 2024, Montrose completed a public offering of 3,450,000
shares of its common stock, raising approximately $122.4 million in
proceeds, net of underwriting discounts and commissions. The
proceeds from the offering have been and will be used for general
corporate purposes and continued acceleration of strategic growth
initiatives, including, but not limited to, acquisitions or
business expansion, commercialization of intellectual property
given expanded environmental regulations, research and development,
software development, capital expenditures, working capital and the
repayment of debt.
Pro forma for the offering, Montrose had $218.8 million of
liquidity, including $43.8 million of cash and $175 million of
availability on its revolving credit facility, as of March 31,
2024, and a leverage ratio of 2.1 times.
Acquisitions
In January 2024, Montrose acquired Epic Environmental, a leading
environmental consultancy in Australia. Headquartered in Brisbane,
Epic Environmental is part of the Company’s Remediation and Reuse
segment.
In February 2024, Montrose acquired Two Dot Environmental
Consulting, a leading environmental consultancy focused on energy
and renewable energy clients in the Rocky Mountain region of the
U.S. Two Dot is part of the Company’s Remediation and Reuse
segment.
In April 2024, Montrose acquired Engineering & Technical
Associates., a leader in Process Safety Management. ETA is part of
the Company’s Assessment, Permitting & Response segment.
Full Year 2024 Outlook
The Company reiterates its full year 2024 Revenue and
Consolidated Adjusted EBITDA1 outlook provided on April 2, 2024.
The company expects Revenue to be in the range of $690 million to
$740 million. Consolidated Adjusted EBITDA1 is expected to be in
the range of $95 million to $100 million for the full year 2024.
The midpoints of the ranges incorporate an expectation of low
double digit organic revenue growth and continued year-on-year
Consolidated Adjusted EBITDA1 margin expansion.
Our Revenue and Consolidated Adjusted EBITDA1 outlook does not
include any benefit from future acquisitions.
Webcast and Conference Call
The Company will host a webcast and conference call on
Wednesday, May 8, 2024 at 8:30 a.m. Eastern time to discuss first
quarter financial results. Their prepared remarks will be followed
by a question and answer session. A live webcast of the conference
call will be available in the Investors section of the Montrose
website at www.montrose-env.com. The conference call will also be
accessible by dialing 1-888-886-7786 (Domestic) and 1-416-764-8658
(International). For those who are unable to listen to the live
broadcast, an audio replay of the conference call will be available
on the Montrose website for 30 days.
About Montrose
Montrose is a leading environmental solutions company focused on
supporting commercial and government organizations as they deal
with the challenges of today, and prepare for what’s coming
tomorrow. With ~3200 employees across 100+ locations worldwide,
Montrose combines deep local knowledge with an integrated approach
to design, engineering, and operations, enabling Montrose to
respond effectively and efficiently to the unique requirements of
each project. From comprehensive air measurement and laboratory
services to regulatory compliance, emergency response, permitting,
engineering, and remediation, Montrose delivers innovative and
practical solutions that keep its clients on top of their immediate
needs – and well ahead of the strategic curve. For more
information, visit www.montrose-env.com.
Forward‐Looking Statements
This press release contains 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. Forward-looking statements may be identified by the use of
words such as “intend,” “expect”, and “may”, and other similar
expressions that predict or indicate future events or that are not
statements of historical matters. Forward-looking statements are
based on current information available at the time the statements
are made and on management’s reasonable belief or expectations with
respect to future events, and are subject to risks and
uncertainties, many of which are beyond the Company’s control, that
could cause actual performance or results to differ materially from
the belief or expectations expressed in or suggested by the
forward-looking statements. Additional factors or events that could
cause actual results to differ may also emerge from time to time,
and it is not possible for the Company to predict all of them.
Forward-looking statements speak only as of the date on which they
are made, and the Company undertakes no obligation to update any
forward-looking statement to reflect future events, developments or
otherwise, except as may be required by applicable law. Investors
are referred to the Company’s filings with the Securities and
Exchange Commission, including its Annual Report on Form 10-K for
the year ended December 31, 2023, for additional information
regarding the risks and uncertainties that may cause actual results
to differ materially from those expressed in any forward-looking
statement.
MONTROSE ENVIRONMENTAL GROUP,
INC.
UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE LOSS
(In thousands, except per share
data)
Three Months Ended March
31,
2024
2023
Revenues
$
155,325
$
131,428
Cost of revenues (exclusive of
depreciation and amortization shown below)
96,557
81,633
Selling, general and administrative
expense
57,074
49,613
Fair value changes in business acquisition
contingencies
106
(398
)
Depreciation and amortization
11,653
10,555
Loss from operations
(10,065
)
(9,975
)
Other expense
Other income (expense), net
507
(1,836
)
Interest expense, net
(3,306
)
(1,541
)
Total other income (expense), net
(2,799
)
(3,377
)
Loss before expense from income taxes
(12,864
)
(13,352
)
Income tax expense
493
1,367
Net loss
$
(13,357
)
$
(14,719
)
Equity adjustment from foreign currency
translation
(35
)
12
Comprehensive loss
(13,392
)
(14,707
)
Convertible and redeemable series A-2
preferred stock dividend
(2,814
)
(4,100
)
Net loss attributable to common
stockholders
(16,171
)
(18,819
)
Weighted average common shares
outstanding— basic and diluted
30,381
29,857
Net loss per share attributable to
common stockholders— basic and diluted
$
(0.53
)
$
(0.63
)
MONTROSE ENVIRONMENTAL GROUP,
INC.
UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(In thousands, except share
data)
March 31, 2024
December 31, 2023
Assets
Current assets:
Cash, cash equivalents and restricted
cash
$
9,486
$
23,240
Accounts receivable, net
104,734
112,360
Contract assets
73,466
51,629
Prepaid and other current assets
16,752
13,695
Total current assets
204,438
200,924
Non-current assets:
Property and equipment, net
59,745
56,825
Operating lease right-of-use asset,
net
32,869
32,260
Finance lease right-of-use asset, net
14,588
13,248
Goodwill
463,450
364,449
Other intangible assets, net
134,424
140,813
Other assets
8,584
8,267
Total assets
$
918,098
$
816,786
Liabilities, Convertible and Redeemable
Series A-2 Preferred Stock and Stockholders’ Equity
Current liabilities:
Accounts payable and other accrued
liabilities
58,645
59,920
Accrued payroll and benefits
24,125
34,660
Business acquisitions contingent
consideration, current
11,782
3,592
Current portion of operating lease
liabilities
10,074
9,963
Current portion of finance lease
liabilities
4,155
3,956
Current portion of long-term debt
16,715
14,196
Total current liabilities
125,496
126,287
Non-current liabilities:
Business acquisitions contingent
consideration, long-term
28,679
2,448
Other non-current liabilities
6,309
6,569
Deferred tax liabilities, net
5,849
6,064
Conversion option
19,037
19,017
Operating lease liability, net of current
portion
25,459
25,048
Finance lease liability, net of current
portion
8,921
8,185
Long-term debt, net of deferred financing
fees
280,948
148,988
Total liabilities
$
500,698
$
342,606
Commitments and contingencies
Convertible and redeemable series A-2
preferred stock $0.0001 par value
Authorized, issued and outstanding shares:
11,667 and 17,500 at March 31, 2024 and December 31, 2023,
respectively; aggregate liquidation preference of $122.2 million
and $182.2 million at March 31, 2024 and December 31, 2023,
respectively
92,928
152,928
Stockholders’ equity:
Common stock, $0.000004 par value;
authorized shares: 190,000,000 at March 31, 2024 and December 31,
2023; issued and outstanding shares: 30,617,862 and 30,190,231 at
March 31, 2024 and December 31, 2023, respectively
—
—
Additional paid-in-capital
548,443
531,831
Accumulated deficit
(223,713
)
(210,356
)
Accumulated other comprehensive (loss)
income
(258
)
(223
)
Total stockholders’ equity
324,472
321,252
Total liabilities, convertible and
redeemable series A-2 preferred stock and stockholders’ equity
$
918,098
$
816,786
MONTROSE ENVIRONMENTAL GROUP,
INC.
UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Three Months Ended March
31,
2024
2023
Operating activities:
Net loss
$
(13,357
)
$
(14,719
)
Adjustments to reconcile net loss to net
cash provided by operating activities:
(Recovery) provision for credit loss
(886
)
444
Depreciation and amortization
11,653
10,555
Amortization of right-of-use asset
2,625
2,491
Stock-based compensation expense
11,272
13,035
Fair value changes in financial
instruments
(297
)
1,873
Fair value changes in business acquisition
contingencies
106
(398
)
Deferred income taxes
(414
)
1,367
Other
(91
)
458
Changes in operating assets and
liabilities, net of acquisitions:
Accounts receivable and contract
assets
(9,093
)
9,615
Prepaid expenses and other current
assets
(2,538
)
(3,363
)
Accounts payable and other accrued
liabilities
(7,824
)
(11,643
)
Accrued payroll and benefits
(10,000
)
(4,350
)
Change in operating leases
(3,177
)
(2,336
)
Net cash (used in) provided by operating
activities
(22,021
)
3,029
Investing activities:
Proceeds from corporate owned and property
insurance
40
75
Purchases of property and equipment
(5,979
)
(4,134
)
Proprietary software development and other
software costs
(1,300
)
(638
)
Purchase price true ups
320
(505
)
Cash paid for acquisitions, net of cash
acquired
(58,119
)
(6,525
)
Net cash used in investing activities
(65,038
)
(11,727
)
Financing activities:
Proceeds from line of credit
166,995
—
Repayment of the line of credit
(78,799
)
—
Repayment of aircraft loan
(261
)
—
Proceeds from term loan
50,000
—
Repayment of term loan
(3,281
)
(2,188
)
Payment of contingent consideration and
other purchase price true ups
(363
)
(27
)
Repayment of finance leases
(1,083
)
(1,029
)
Payments of deferred financing costs
(348
)
—
Proceeds from issuance of common stock for
exercised stock options
487
2,690
Dividend payment to the series A-2
stockholders
—
(4,100
)
Repayment to the series A-2
stockholders
(60,000
)
—
Net cash provided by (used in) financing
activities
73,347
(4,654
)
Change in cash, cash equivalents and
restricted cash
(13,712
)
(13,352
)
Foreign exchange impact on cash
balance
(42
)
318
Cash, cash equivalents and restricted
cash:
Beginning of year
23,240
89,828
End of period
$
9,486
$
76,794
Supplemental disclosures of cash flows
information:
Cash paid for interest
$
3,098
$
1,347
Cash paid for income tax
$
292
$
155
Supplemental disclosures of non-cash
investing and financing activities:
Accrued purchases of property and
equipment
$
163
$
3,096
Property and equipment purchased under
finance leases
$
2,058
$
2,405
Common stock issued to acquire new
businesses
$
6,580
$
—
Acquisitions unpaid contingent
consideration
$
40,461
$
7,855
Acquisitions contingent consideration paid
in common stock
$
1,087
$
—
Accrued dividend payment
$
2,814
$
—
MONTROSE ENVIRONMENTAL GROUP,
INC.
SEGMENT REVENUES AND ADJUSTED
EBITDA
(In thousands)
(Unaudited)
Three Months Ended March
31,
2024
2023
Segment
Segment
Segment
Adjusted
Segment
Adjusted
Revenues
EBITDA(1)
Revenues
EBITDA
Assessment, Permitting and Response
$
58,580
$
16,280
$
52,214
$
14,266
Measurement and Analysis
45,494
6,504
42,527
(2)
6,387
(3)
Remediation and Reuse
51,251
5,012
36,687
5,278
Total Operating Segments
155,325
27,795
131,428
25,931
Corporate and Other
—
(10,873
)
—
(9,328
)
Total
$
155,325
$
16,922
$
131,428
$
16,603
_____________________________________
(1)
For purposes of evaluating segment profit,
the Company’s chief operating decision maker reviews Segment
Adjusted EBITDA as a basis for making the decisions to allocate
resources and assess performance.
(2)
Includes revenue of $1.4 million from the
Discontinued Specialty Lab.
(3)
Includes Adjusted EBITDA of $1.3 million
from the Discontinued Specialty Lab.
Non-GAAP Financial Information
In addition to our results under GAAP, in this release we also
present certain other supplemental financial measures of financial
performance that are not required by, or presented in accordance
with, GAAP, including, Consolidated Adjusted EBITDA, Adjusted Net
Income and Basic and Diluted Adjusted Net Income per Share. We
calculate Consolidated Adjusted EBITDA as net income (loss) before
interest expense, income tax expense (benefit) and depreciation and
amortization, adjusted for the impact of certain other items,
including stock-based compensation expense and acquisition-related
costs, as set forth in greater detail in the table below. We
calculate Adjusted Net Income as net income (loss) before
amortization of intangible assets, stock-based compensation
expense, fair value changes to financial instruments and contingent
earnouts, discontinued specialty lab, and other gain or losses, as
set forth in greater detail in the table below. Basic and Diluted
Adjusted Net Income per Share represents Adjusted Net Income
attributable to stockholders divided by the fully diluted number of
shares of common stock outstanding during the applicable
period.
Consolidated Adjusted EBITDA is one of the primary metrics used
by management to evaluate our financial performance and compare it
to that of our peers, evaluate the effectiveness of our business
strategies, make budgeting and capital allocation decisions and in
connection with our executive incentive compensation. Adjusted Net
Income and Basic and Diluted Adjusted Net Income per Share are
useful metrics to evaluate ongoing business performance after
interest and tax. These measures are also frequently used by
analysts, investors and other interested parties to evaluate
companies in our industry. Further, we believe they are helpful in
highlighting trends in our operating results because they allow for
more consistent comparisons of financial performance between
periods by excluding gains and losses that are non-operational in
nature or outside the control of management, and, in the case of
Consolidated Adjusted EBITDA, by excluding items that may differ
significantly depending on long-term strategic decisions regarding
capital structure, the tax jurisdictions in which we operate and
capital investments.
These non-GAAP measures do, however, have certain limitations
and should not be considered as an alternative to net income
(loss), earnings (loss) per share or any other performance measure
derived in accordance with GAAP. Our presentation of Consolidated
Adjusted EBITDA, Adjusted Net Income and Basic and Diluted Adjusted
Net Income per Share should not be construed as an inference that
our future results will be unaffected by unusual or non-recurring
items for which we may make adjustments. In addition, Consolidated
Adjusted EBITDA, Adjusted Net Income and Basic and Diluted Adjusted
Net Income per Share may not be comparable to similarly titled
measures used by other companies in our industry or across
different industries, and other companies may not present these or
similar measures. Management compensates for these limitations by
using these measures as supplemental financial metrics and in
conjunction with our results prepared in accordance with GAAP. We
encourage investors and others to review our financial information
in its entirety, not to rely on any single measure and to view
Consolidated Adjusted EBITDA, Adjusted Net Income and Basic and
Diluted Adjusted Net Income per Share in conjunction with the
related GAAP measures.
Additionally, we have provided estimates regarding Consolidated
Adjusted EBITDA for 2024. These projections account for estimates
of revenue, operating margins and corporate and other costs.
However, we cannot reconcile our projection of Consolidated
Adjusted EBITDA to net income (loss), the most directly comparable
GAAP measure, without unreasonable efforts because of the
unpredictable or unknown nature of certain significant items
excluded from Consolidated Adjusted EBITDA and the resulting
difficulty in quantifying the amounts thereof that are necessary to
estimate net income (loss). Specifically, we are unable to estimate
for the future impact of certain items, including income tax
(expense) benefit, stock-based compensation expense, fair value
changes and the accounting for the issuance of the Series A-2
preferred stock. We expect the variability of these items could
have a significant impact on our reported GAAP financial
results.
In this release we also reference our organic growth. We define
organic growth as the change in revenues excluding revenues from i)
our environmental emergency response business, ii) acquisitions for
the first twelve months following the date of acquisition, and iii)
businesses held for sale, disposed of or discontinued. As a result
of the growth in CTEH non-emergency response work, which is similar
to services provided in our advisory businesses, we are including
CTEH revenues from non-emergency response work in organic growth.
This change did not impact previously reported organic growth.
Management uses organic growth as one of the means by which it
assesses our results of operations. Organic growth is not, however,
a measure of revenue growth calculated in accordance with U.S.
generally accepted accounting principles, or GAAP, and should be
considered in conjunction with revenue growth calculated in
accordance with GAAP. We have grown organically over the long term
and expect to continue to do so.
Montrose Environmental Group,
Inc.
Reconciliation of Net Loss to
Adjusted Net Income
(In thousands)
(Unaudited)
For the Three Months Ended
March 31,
2024
2023
Net loss
$
(13,357
)
$
(14,719
)
Amortization of intangible assets (1)
7,429
7,240
Stock-based compensation (2)
11,272
13,035
Acquisition costs (3)
2,525
775
Fair value changes in financial
instruments (4)
(297
)
1,873
Expenses related to financing transactions
(5)
144
4
Fair value changes in business acquisition
contingencies (6)
106
(398
)
Discontinued Specialty Lab (7)
596
2,436
Other (gains) losses and expenses (8)
481
134
Tax effect of adjustments (9)
(465
)
—
Adjusted Net Income
$
8,435
$
10,380
Preferred dividends Series A-2
(2,814
)
(4,100
)
Adjusted Net Income attributable to
stockholders
$
5,621
$
6,280
Net Loss per share attributable to
stockholders, basic and diluted
$
(0.53
)
$
(0.63
)
Basic Adjusted Net Income per share
(10)
$
0.19
$
0.21
Diluted Adjusted Net Income per share
(11)
$
0.16
$
0.17
Weighted average common shares
outstanding
30,381
29,857
Fully diluted shares
35,686
35,891
___________________________________
(1)
Represents amortization of intangible
assets.
(2)
Represents non-cash stock-based
compensation expenses related to (i) option awards issued to
employees, (ii) restricted stock grants issued to directors and
selected employees, (iii) and stock appreciation rights grants
issued to selected employees.
(3)
Includes financial and tax diligence,
consulting, legal, valuation, accounting and travel costs and
acquisition-related incentives related to our acquisition
activity.
(4)
Amounts relate to the change in fair value
of the interest rate swap instruments and the embedded derivative
attached to the Series A-2 preferred stock.
(5)
Amounts represent non-capitalizable
expenses associated with refinancing and amending our debt
facilities.
(6)
Amounts reflect the difference between the
expected settlement value of acquisition related earn-out payments
at the time of the closing of acquisitions and the expected (or
actual) value of earn-outs at the end of the relevant period.
(7)
Amounts consist of operating losses before
depreciation related to the Discontinued Specialty Lab.
(8)
Amount in 2024 consists of costs
associated with a lease abandonment. Amount in 2023 consists of
costs associated with an aviation loss.
(9)
The Company applied the estimated
effective tax rate on portions of the adjustments related to our
significant foreign entities, and determined the US portion of the
adjustments do not have any tax impact since we are in a full
deferred tax asset valuation allowance as of March 31, 2024.
(10)
Represents Adjusted Net Income
attributable to stockholders divided by the weighted average number
of shares of common stock outstanding.
(11)
Represents Adjusted Net Income
attributable to stockholders divided by fully diluted number of
shares of common stock.
Montrose Environmental Group,
Inc.
Reconciliation of Net Loss to
Consolidated Adjusted EBITDA
(In thousands)
(Unaudited)
Three Months Ended March
31,
2024
2023
Net loss
$
(13,357
)
$
(14,719
)
Interest expense
3,306
1,541
Income tax expense (benefit)
493
1,367
Depreciation and amortization
11,653
10,555
EBITDA
$
2,095
$
(1,256
)
Stock-based compensation (1)
11,272
13,035
Acquisition costs (2)
2,525
775
Fair value changes in financial
instruments (3)
(297
)
1,873
Expenses related to financing transactions
(4)
144
4
Fair value changes in business acquisition
contingencies (5)
106
(398
)
Discontinued Specialty Lab (6)
596
2,436
Other (gains) losses and expenses (7)
481
134
Consolidated Adjusted EBITDA
$
16,922
$
16,603
___________________________________
(1)
Represents non-cash stock-based
compensation expenses related to (i) option awards issued to
employees, (ii) restricted stock grants issued to directors and
selected employees, (iii) and stock appreciation rights grants
issued to selected employees.
(2)
Includes financial and tax diligence,
consulting, legal, valuation, accounting and travel costs and
acquisition-related incentives related to our acquisition
activity.
(3)
Amounts relate to the change in fair value
of the interest rate swap instruments and the embedded derivative
attached to the Series A-2 preferred stock.
(4)
Amounts represent non-capitalizable
expenses associated with refinancing and amending our debt
facilities.
(5)
Reflects the difference between the
expected settlement value of acquisition related earn-out payments
at the time of the closing of acquisitions and the expected (or
actual) value of earn-outs at the end of the relevant period.
(6)
Amounts consist of operating losses before
depreciation related to the Discontinued Specialty Lab.
(7)
Amount in 2024 consists of costs
associated with a lease abandonment. Amount in 2023 consist of
costs associated with an aviation loss.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240507220404/en/
Investor Relations: Rodny Nacier (949) 988-3383
ir@montrose-env.com
Media Relations: Sarah Kaiser (225) 955-1702
pr@montrose-env.com
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