Every material Form 8-K Mistras Group, Inc. has filed with the SEC since August 10, 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
The 40-day go-shop period for Mistras Group's proposed all-cash sale to H.I.G. Capital affiliates expired at 11:59 p.m. ET on October 27, 2026, with no alternative acquisition proposals received. Shareholders will vote at a special meeting on November 24, 2026, and the deal is expected to close in late 2026 or early 2027, subject to stockholder approval and regulatory approvals.
Go-shop expired 11:59 p.m. ET on October 27, 2026; no alternative proposals were received before expiration
Financial advisor Robert W. Baird contacted or was contacted by 122 third parties, and 40 signed confidentiality agreements
All-cash price of $20.35 per share, an enterprise value of about $866 million including debt, a premium of about 8% and 13% to 30- and 90-day VWAP
Special meeting of stockholders to be held virtually on November 24, 2026; closing expected late 2026 or early 2027
Mistras Group, Inc. (NYSE: MG) agreed on September 17, 2026 to be acquired by affiliates of H.I.G. Capital for $20.35 per share in cash, an enterprise value of approximately $866 million including debt. The price represents a premium of approximately 8% and 13% to the company's 30- and 90-day volume-weighted average share prices, and the stock would stop trading on the NYSE after the deal closes, which is expected in late 2026 or early 2027. Completion requires stockholder approval and regulatory clearances, and a 40-day go-shop period runs until October 27, 2026.
Merger consideration of $20.35 per share in cash, with stock options, RSUs and PRSUs also converted to cash payments
Premium of approximately 8% and 13% to the 30- and 90-day VWAP for the period ended September 17, 2026
Company termination fee of approximately $27.5 million; Parent termination fee of approximately $49.9 million
Go-shop period ends 11:59 p.m. Eastern Time on October 27, 2026; voting and support agreements cover approximately 31% of common stock
Mistras Group reported second-quarter 2026 revenue of $193.1 million, up 4.2%, and GAAP net income of $7.6 million, or $0.23 per diluted share, compared with $3.0 million, or $0.10, a year earlier. The company raised its full-year 2026 guidance to $740.0 million to $755.0 million in revenue and $92.0 million to $95.0 million in Adjusted EBITDA, and said net debt was $150.1 million at June 30, 2026.
Q2 revenue of $193.1 million, up 4.2%, with gross profit margin of 29.2%
GAAP diluted EPS of $0.23 vs. $0.10 a year earlier; income from operations of $12.9 million vs. $8.4 million
2026 guidance raised to $740.0 million to $755.0 million in revenue and $92.0 million to $95.0 million in Adjusted EBITDA
Net debt of $150.1 million at June 30, 2026; trailing leverage ratio of 2.2x
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