TIC Solutions reported financial results for the fourth quarter and year ended December 31, 2025.

TIC Solutions, Inc. (NYSE: TIC) ("TIC Solutions" or the "Company"), a leading provider of tech-enabled Testing, Inspection, Certification, and Compliance (TICC), engineering, and geospatial services, today reported its financial results for the fourth quarter and year ended December 31, 2025.

TIC Solutions announced today that Ben Heraud, currently President and Chief Operating Officer, will be appointed Chief Executive Officer, effective March 31, 2026, succeeding Tal Pizzey, who will retire from his role as Chief Executive Officer on that date after four decades of service to the Company. Mr. Pizzey will continue to serve on the Board of Directors and will act as an advisor to the Chief Executive Officer during and following the transition to ensure continuity.

Robert A.E. Franklin, Executive Chairman of TIC Solutions, stated: "On behalf of the Board of Directors, I want to thank Tal for his decades of leadership and dedication to the business. Tal guided us through our public listing and combination with NV5. The timing of Tal's retirement reflects a deliberate succession planning process aligned with our next stage of growth. Our strategy and capital allocation framework remain unchanged. We are confident that Ben's operational leadership and deep knowledge of the organization position TIC Solutions to advance our strategic priorities and deliver long-term value creation."

Tal Pizzey, Chief Executive Officer of TIC Solutions, stated: "Since joining Acuren as a graduate engineer in 1987, it has been a privilege to serve this business for nearly four decades, including as Chief Executive Officer. I am proud of what our teams have built – growing legacy Acuren to more than $1 billion in revenue, successfully transitioning to the public markets, and combining with NV5 to create TIC Solutions. This transition follows a thoughtful succession process undertaken with our Board as I prepare for retirement.

"Ben is the right leader to guide TIC Solutions through its next phase of growth, integration, and execution. He brings deep operational experience, a clear understanding of our combined platform, and a strong commitment to our customers and people. He is partnered with Kristin Schultes, whose financial discipline and capital allocation leadership as CFO have been instrumental to our success. Together, they represent the strength of TIC Solutions and are well positioned to expand the business. As a shareholder and member of the Board, I am confident in the future of the business and excited to support the next chapter of growth and value creation."

Ben Heraud, President and Chief Operating Officer of TIC Solutions, stated: "I am excited to be appointed as the Company's next Chief Executive Officer and look forward to assuming the role on March 31, 2026. I will build on the strong foundation established under Tal's leadership. We are entering an important chapter for TIC Solutions as we align our go-to-market strategy, streamline operations, and drive consistent execution across the combined business."

The presentation of our operating results reflects the Company's acquisition of ASP Acuren Holdings, Inc. (the "Acuren Acquisition") on July 30, 2024. Results for periods through July 30, 2024 are referred to as the "Predecessor" period, and results for periods after July 30, 2024 are referred to as the "Successor" period. "Combined" figures represent the mathematical addition of the Predecessor and Successor periods. The Company's fourth quarter and full year 2025 results include the financial performance of NV5 for the period following the closing on August 4, 2025. All periods prior to August 4, 2025 reflect Acuren results only and therefore exclude any contribution from NV5 given the timing of the transaction closing. The Acuren Acquisition (July 2024) and the NV5 Merger (August 2025) both materially affected year-over-year comparability of our financial results for the periods presented.

Full Year 2025 Highlights

2025 Successor Revenue of $1,530.3 million compared to 2024 Predecessor Revenue of $633.9 million and 2024 Successor Revenue of $463.5 million, representing an increase of 39% based on prior-year Combined Revenue of $1.1 billion.

2025 Successor Net Loss of $87.1 million compared to 2024 Predecessor Net Loss of $15.7 million and 2024 Successor Net Loss of $105.5 million, representing a 28% improvement based on prior-year Combined Net Loss of $121.2 million.

2025 Successor Adjusted EBITDA of $234.1 million, representing a 25% improvement based on prior-year Combined Adjusted EBITDA of $186.7 million.

Fourth Quarter 2025 Highlights

2025 Successor Revenue of $508.3 million compared to 2024 Successor Revenue of $262.0 million, representing an increase of 94%, primarily reflecting the inclusion of NV5 results.

2025 Successor Net Loss of $47.2 million compared to 2024 Successor Net Loss of $15.6 million.

2025 Successor Adjusted EBITDA of $76.4 million compared to 2024 Successor Adjusted EBITDA of $40.7 million, an increase of 87% year-over-year.

Mr. Heraud continued: "We delivered approximately 4% combined revenue growth in 2025, assuming a full year contribution from NV5, and reached our highest annual combined revenue of approximately $2.1 billion while advancing integration of the business. Fourth quarter results reflect disciplined execution in a mixed environment.

"Across the portfolio, Consulting Engineering benefited from continued strength in infrastructure and buildings engineering, including data centers, which continue to see significant organic growth. Geospatial delivered growth in analytics and software revenues. Inspection and Mitigation saw growth in industrial, midstream, wind, and automotive markets, partially offsetting softness in the Gulf Coast, where we elected not to pursue work at less favorable margins. While that decision impacted quarterly profitability, it reflects our commitment to maintaining commercial rigor and long-term margin quality through disciplined pricing, opportunity selection, and customer mix management."

Mr. Franklin commented: "2025 marked our first full year as a public company, our listing on the NYSE, and our transformational combination with NV5. We exited the year with a more scalable platform positioned to realize the long-term earnings power of the business. TIC Solutions today is a scaled, asset-light business with recurring and programmatic services, embedded compliance-driven demand, and strong free cash flow characteristics.

"We continued to implement cost synergy initiatives in the fourth quarter and expect approximately half of our $25 million cost synergy program to be realized in 2026. As we reduce net leverage toward our long-term objective of below 3 times, we expect to increase the pace of disciplined tuck-in and strategic acquisitions consistent with our return thresholds, supported by the business's strong cash flow generation."

Capital Resources and Liquidity

As of December 31, 2025, the Company had total liquidity of $550.6 million, including cash and cash equivalents of $439.5 million plus undrawn capacity on the Company's $125.0 million revolving credit facility. Total term loan debt was $1.6 billion, net of unamortized debt issuance costs at quarter end.

In October 2025, the Company completed a $250 million private placement of approximately 20.8 million shares of common stock (inclusive of pre-funded warrants) at $12.00 per share to an existing shareholder. The proceeds strengthen the Company's balance sheet and provide additional flexibility for general corporate purposes, including integration-related initiatives.

Share Repurchase Program

On March 10, 2026, the Company's Board of Directors authorized a $200.0 million stock repurchase program. The program authorizes the Company to repurchase, from time to time, up to an aggregate of $200.0 million of its outstanding shares of common stock through open market repurchases (including pursuant to Rule 10b-18 under the Securities Exchange Act of 1934) and/or in privately negotiated transactions, at management's discretion and subject to market and business conditions, applicable legal requirements, and other factors. The share repurchase program does not obligate the Company to acquire any specific amount of common stock. Repurchased shares will be retired. The program has no expiration date and may be modified, suspended, or terminated at any time by the Board of Directors in its sole discretion.

Guidance

For the full year 2026, TIC Solutions expects the following ranges:

Revenue of $2,150 to $2,250 million

Adjusted EBITDA of $330 to $355 million

Webcast and Conference Call

TIC Solutions will hold a webcast/dial-in conference call to discuss its financial results at 8:30 a.m. (Eastern Time) on Thursday, March 12, 2026. Participants on the call will include Tal Pizzey, Chief Executive Officer, Ben Heraud, President and Chief Operating Officer, Kristin Schultes, Chief Financial Officer, and Robert A.E. Franklin, Executive Chairman.

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