Transcat, Inc. (Nasdaq: TRNS) (“Transcat” or the “Company”), a leading provider of accredited calibration, repair, inspection and laboratory instrument services and value-added distributor of professional grade handheld test, measurement and control instrumentation, today reported financial results for its third quarter and nine-month period ended December 25, 2021 (the “third quarter”) of fiscal year 2022, which ends March 26, 2022 (“fiscal 2022”). Results include the previously reported acquisitions of BioTek Services, Inc. (“BioTek”) effective December 16, 2020, Upstate Metrology (“Upstate”) effective April 29, 2021 and Cal OpEx Limited (d/b/a NEXA Enterprise Asset Management), (“NEXA”) effective August 31, 2021.

“Our excellent third quarter results were driven by continued strong performance from our Service business.” commented Lee D. Rudow, President and CEO. “Service revenue grew 22% as robust demand in our highly regulated end markets drove 10.2% organic growth and was supplemented by 12% growth from acquisitions. Gross margin expanded 180 basis points to a third quarter record of 29.7% and was driven by operating leverage on our fixed costs from the strong organic growth and accretive gross margins from recent acquisitions.”

“Our Distribution segment revenue grew 7.2%, modestly below our expectations, as vendor lead times extended further toward the end of the calendar year. However, orders remained strong and we enter our fiscal fourth quarter with a record $9 million in backlog, up $3.3 million from prior year. Overall, our Service segment performance drove third quarter consolidated adjusted EBITDA of $5.5 million, an increase of 20% from the prior year.”

Mr. Rudow added, “Acquisitions continue to be an important part of our growth strategy. We are pleased with how the program has performed and the level of activity in our current pipeline. Our recent acquisitions enhance our long-term growth potential and have added unique capabilities, extended our geographic reach and increased our available market. The pipettes businesses we have acquired over the last two years, pipettes.com and Biotek, have created a powerful platform for growth and have exceeded our original expectations. NEXA, which has also performed well, is a natural complement to our core calibration offerings and expands our reach into Ireland and the attractive market for asset management services. Additionally, in late December, we announced the acquisition of Tangent Labs, which gives us new local presence in Indiana, an attractive life sciences market, and Huntsville, Alabama, which has a large aerospace and defense market.”

Third Quarter Fiscal 2022 Review (Results are compared with the third quarter of the fiscal year ended March 27, 2021 (“fiscal 2021”))

Consolidated revenue was $50.9 million, an increase of 15.5%. Consolidated gross profit was $13.6 million, an increase of $2.4 million, or 21.3%, and gross margin expanded 130 basis points to 26.8% due to strong operational performance in the Service segment. Operating expenses increased $2.5 million, or 29.2%, driven by incremental expenses from acquired businesses, increases in employee and stock compensation costs and investments in technology. Adjusted EBITDA was $5.5 million and increased by 19.8%. Net income per diluted share decreased to $0.21 from $0.23.

Service segment achieved strong revenue growth and gross margin expansion

Represents the accredited calibration, repair, inspection and laboratory instrument services business (59.4% of total revenue for the third quarter of fiscal 2022).

Service segment revenue increased 22.0% to $30.2 million and included $2.9 million of incremental revenue from acquisitions. Organic revenue growth was 10.2% and was driven by strong end market demand and continued market share gains.

The segment gross margin increased by 180 basis points due to operating leverage on our fixed costs and accretive gross margins from recent acquisitions.

Distribution shows revenue increases

Represents the sale and rental of new and used professional grade handheld test, measurement and control instrumentation (40.6% of total revenue for the third quarter of fiscal 2022).

Distribution sales increased 7.2% on improved market conditions and an easier comparison to the prior year period, which was impacted by the COVID-19 pandemic. Distribution segment gross margins were flat compared to prior year.

Nine Month Review (Results are compared with the first nine months of fiscal 2021)

Total revenue was $149.1 million, an increase of 19.7%. Consolidated gross profit was up $9.6 million, or 29.9%, and gross margin expanded to 28.0% or 220 basis points. Consolidated operating expenses increased $6.6 million, or 25.6%, driven by incremental expenses from acquired businesses, increases in employee and stock compensation costs, investments in technology and one-time transaction expenses related to acquisitions that closed in the fiscal year. As a result, consolidated operating income was $9.6 million compared with $6.6 million in last fiscal year’s period.

Net income was $8.3 million, or $1.10 per diluted share, compared with $4.6 million, or $0.61 per diluted share. Adjusted EBITDA was $18.7 million, an increase of 40.5% compared to prior year. See Note 1 on page 4 for a description of this non-GAAP financial measure and page 9 for the Adjusted EBITDA Reconciliation table.

Balance Sheet Highlights

At December 25, 2021, the Company had $48.3 million available for borrowing under its secured revolving credit facility. Total debt of $40.8 million was up $21.2 million from fiscal 2021 year-end. The Company’s leverage ratio, as defined in the credit agreement, was 1.47 at December 25, 2021, compared with 0.94 at March 27, 2021.

Outlook

Mr. Rudow concluded, “We are incredibly proud of our dedicated team, which has successfully executed through the challenges of the COVID-19 pandemic and consistently delivered excellent results. We have a strong balance sheet, sustainable Service segment gross margins and an active M&A pipeline. We are confident that the strength of our unique and enhanced value proposition and our new customer pipeline positions us well for continued strong organic growth.

“For the fourth quarter of fiscal 2022, which is historically the strongest quarter of our fiscal year due to the seasonality of our Service business, we expect Service revenue growth to be in the high-teens. We expect Service gross margin to be in the range of 35% as we benefit from a seasonally higher level of volume. Distribution revenue is expected to grow high single-digits in the fourth quarter. Total operating expenses are expected to increase approximately $0.5 million sequentially from the third quarter and will include expenses associated with our recent acquisition of Tangent Labs.”

Transcat expects its income tax rate for fiscal 2022 to range between 14% to 15%, unchanged from previous expectations.

Webcast and Conference Call

Transcat will host a conference call and webcast on Wednesday, February 2, 2022 at 11:00 a.m. ET. Management will review the financial and operating results for the third quarter, as well as the Company’s strategy and outlook. A question and answer session will follow the formal discussion. The review will be accompanied by a slide presentation, which will be available at www.transcat.com/investor-relations. The conference call can be accessed by calling (201) 689-8471. Alternatively, the webcast can be monitored at www.transcat.com/investor-relations.

A telephonic replay will be available from 2:00 p.m. ET on the day of the call through Wednesday, February 9, 2022. To listen to the archived call, dial (412) 317-6671 and enter conference ID number 13726586, or access the webcast replay at www.transcat.com/investor-relations, where a transcript will be posted once available.

NOTE 1 – Non-GAAP Financial Measures

In addition to reporting net income, a U.S. generally accepted accounting principle (“GAAP”) measure, we present Adjusted EBITDA (earnings before interest, income taxes, depreciation and amortization, non-cash stock compensation expense, restructuring expense, non-cash loss on sale of building and acquisition related transaction expenses), which is a non-GAAP measure. The Company’s management believes Adjusted EBITDA is an important measure of operating performance because it allows management, investors and others to evaluate and compare the performance of its core operations from period to period by removing the impact of the capital structure (interest), tangible and intangible asset base (depreciation and amortization), taxes, stock-based compensation expense and other items, which is not always commensurate with the reporting period in which it is included. As such, the Company uses Adjusted EBITDA as a measure of performance when evaluating its business segments and as a basis for planning and forecasting. Adjusted EBITDA is not a measure of financial performance under GAAP and is not calculated through the application of GAAP. As such, it should not be considered as a substitute for the GAAP measure of net income and, therefore, should not be used in isolation of, rather in conjunction with, the GAAP measure. Adjusted EBITDA, as presented, may produce results that vary from the GAAP measure and may not be comparable to a similarly defined non-GAAP measure used by other companies. See the attached Adjusted EBITDA Reconciliationtable below.

ABOUT TRANSCAT

Transcat, Inc. is a leading provider of accredited calibration, repair, inspection and laboratory instrument services. The Company is focused on providing best-in-class services and products to highly regulated industries, particularly the Life Science industry, which includes pharmaceutical, biotechnology, medical device and other FDA-regulated businesses; as well as aerospace and defense, and energy and utilities. Transcat provides periodic on-site services, mobile calibration services, pickup and delivery, in-house services at its 22 Calibration Service Centers strategically located across the United States, Puerto Rico, Canada and Ireland, and services at 20 imbedded customer-site locations. The breadth and depth of measurement parameters addressed by Transcat’s ISO/IEC 17025 scopes of accreditation are believed to be the best in the industry.

Transcat also operates as a leading value-added distributor that markets, sells and rents new and used national and proprietary brand instruments to customers primarily in North America. The Company believes its combined Service and Distribution segment offerings, experience, technical expertise and integrity create a unique and compelling value proposition for its customers.

Transcat’s strategy is to leverage the complementary nature of its two operating segments, its comprehensive service capabilities, strong brand, enhanced e-commerce capabilities and leading distribution platform to drive organic sales growth. The Company will also look to expand its addressable calibration market through acquisitions and capability investments to further realize the inherent leverage of its business model.

More information about Transcat can be found at: Transcat.com.

Safe Harbor Statement

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of historical fact and thus are subject to risks, uncertainties and assumptions. Forward-looking statements are identified by words such as “expects,” “estimates,” “projects,” “anticipates,” “believes,” “could,” “plans,” “aims” and other similar words. All statements addressing operating performance, events or developments that Transcat expects or anticipates will occur in the future, including but not limited to statements relating to anticipated revenue, profit margins, the Company’s response to the coronavirus (“COVID-19”) pandemic, the commercialization of software projects, sales operations, capital expenditures, cash flows, operating income, growth strategy, segment growth, potential acquisitions, integration of acquired businesses, market position, customer preferences, outlook and changes in market conditions in the industries in which Transcat operates are forward-looking statements. Forward-looking statements should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties include those more fully described in Transcat’s Annual Report and Quarterly Reports filed with the Securities and Exchange Commission, including under the heading entitled “Risk Factors.” Should one or more of these risks or uncertainties materialize, or should any of the Company’s underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on the Company’s forward-looking statements, which speak only as of the date they are made. Except as required by law, the Company disclaims any obligation to update, correct or publicly announce any revisions to any of the forward-looking statements contained in this news release, whether as the result of new information, future events or otherwise.

FINANCIAL TABLES FOLLOW.

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