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Willdan Group Reports Second Quarter Results

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Willdan Group, Inc. (“Willdan”) (Nasdaq: WLDN) today announced its financial results for the second quarter ended July 3, 2026.

Second Quarter 2026 Highlightsa

  • Contract revenue of $231.0 million, up 33.2%.
  • Net revenueb of $117.2 million, up 23.5%.
  • Net income of $24.3 million, up 57.7%.
  • Adjusted EBITDAb of $33.0 million, up 50.6%.
  • GAAP Diluted EPS of $1.58, up 53.4%.
  • Adjusted Diluted EPSb of $2.07, up 38.0%.

The first half of fiscal 2026 had one fewer week than the first half of fiscal 2025, thus normalized results are also presented.

Six Months Year to Date 2026 Highlightsa

  • Contract revenue of $386.1 million, up 18.5% (up 23.1% normalized).
  • Net revenueb of $209.7 million, up 16.3% (up 20.8% normalized).
  • Net income of $32.9 million, up 63.4% (up 69.7% normalized).
  • Adjusted EBITDAb of $51.1 million, up 40.6% (up 46.0% normalized).
  • GAAP Diluted EPS of $2.13, up 56.6%.
  • Adjusted Diluted EPSb of $2.98, up 39.3%.

Executive Management Comments

“We delivered strong performance in the second quarter of 2026,” said Mike Bieber, Willdan's President and Chief Executive Officer. "Net revenue grew 23% year over year, including 18% organic growth, reflecting strong demand for our energy solutions. Margin expansion was driven by favorable business mix, operating leverage, and growth in our commercial business. We see compelling long-term opportunities from customers investing to meet growing electricity demand while improving grid reliability, resiliency, and affordability. Reflecting our strong performance and confidence in the opportunities ahead, we are raising our FY2026 financial targets.”

Fiscal Year 2026 Financial Targets

  • Net Revenueb between $415 million and $430 million.
  • Adjusted EBITDAb between $103 million and $107 million.
  • Adjusted Diluted EPSb between $5.00 per share and $5.15 per share.

Assumes 15.9 million diluted shares, 0% effective tax rate, and no future acquisitions.

Long-Term Financial Goals

  • Revenue and Net Revenue 15%-20% annual growth including acquisitions.
  • Annual Adjusted EBITDA to Net Revenue margin in the high 20s%.

a.

As compared to the same period of fiscal year 2025.
Normalized to reflect the 26-week first quarter of fiscal 2026 versus the 27-week first quarter of fiscal 2025.

b.

See “Use of Non-GAAP Financial Measures” below.

Second Quarter 2026 Conference Call

Willdan will be hosting a conference call to discuss its second quarter financial results today, at 5:30 p.m. Eastern/2:30 p.m. Pacific. To access the call, listeners should dial 877-407-2988 (or 201-389-0923). The conference call will be webcast simultaneously on Willdan’s website at https://edge.media-server.com/mmc/p/qyujt8ei/.

A replay of the conference call will be available through Willdan’s website at https://ir.willdangroup.com/events-presentations.

About Willdan Group, Inc.

Willdan Group, Inc. is a technical services company focused on energy and infrastructure solutions. The Company’s solutions include energy planning and analytics, consulting, software, public finance, engineering, and program implementation. Willdan serves utilities, state and local governments, and commercial customers in the United States and Canada. For additional information, visit Willdan's website at www.willdan.com.

Use of Non-GAAP Financial Measures

“Net Revenue,” defined as contract revenue as reported in accordance with U.S. generally accepted accounting principles (“GAAP”) minus subcontractor services and other direct costs, is a non-GAAP financial measure. Net Revenue is a supplemental measure that Willdan believes enhances investors’ ability to analyze Willdan’s business trends and performance because it substantially measures the work performed by Willdan’s employees. In the course of providing services, Willdan routinely subcontracts various services. Generally, these subcontractor services and other direct costs are passed through to Willdan’s clients and, in accordance with GAAP and industry practice, are included in Willdan’s revenue when it is Willdan’s contractual responsibility to procure or manage such subcontracted activities. Because subcontractor services and other direct costs can vary significantly from project to project and period to period, changes in revenue may not necessarily be indicative of Willdan’s business trends. Accordingly, Willdan segregates subcontractor services and other direct costs from revenue to promote a better understanding of Willdan’s business by evaluating revenue exclusive of subcontract services and other direct costs associated with external service providers. A reconciliation of Willdan’s contract revenue as reported in accordance with GAAP to Net Revenue is provided at the end of this press release. A reconciliation of targeted contract revenue for fiscal year 2026 as reported in accordance with GAAP to targeted Net Revenues for fiscal year 2026, which is a forward-looking non-GAAP financial measure, is not provided because Willdan is unable to provide such reconciliation without unreasonable effort. The inability to provide a reconciliation is due to the uncertainty and inherent difficulty of predicting the subcontractor services and other director costs that are subtracted from contract revenues in order to derive Net Revenues. While subcontractor costs have increased recently, subcontractor costs can vary significantly from period to period. Subcontractor costs and other direct costs were 45.7% and 44.7% of contract revenue for the six months ended July 3, 2026 and July 4, 2025, respectively, and 46.5% of contract revenue for the fiscal year 2025.

“Adjusted EBITDA,” defined as net income plus interest expense, income tax expense, stock-based compensation, interest accretion, depreciation and amortization, transaction costs, and gain on sale of equipment, is a non-GAAP financial measure. Adjusted EBITDA is a supplemental measure used by Willdan’s management to measure Willdan’s operating performance. Willdan believes Adjusted EBITDA is useful because it allows Willdan’s management to evaluate its operating performance and compare the results of its operations from period to period and against its peers without regard to its financing methods, capital structure and non-operating expenses. Willdan uses Adjusted EBITDA to evaluate its performance for, among other things, budgeting, forecasting and incentive compensation purposes.

Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s costs of capital and stock-based compensation, as well as the historical costs of depreciable assets. A reconciliation of net income as reported in accordance with GAAP to Adjusted EBITDA is provided at the end of this press release. A reconciliation of targeted net income for fiscal year 2026 as reported in accordance with GAAP to Adjusted EBITDA for fiscal year 2026, which is a forward-looking non-GAAP financial measure, is not provided because Willdan is unable to provide such reconciliation without unreasonable effort. The inability to provide a reconciliation is due to the uncertainty and inherent difficulty of predicting the interest expense, income tax expense, stock-based compensation, interest accretion, depreciation and amortization, and gain on sale of equipment that are subtracted from net income in order to derive Adjusted EBITDA.

“Adjusted Net Income,” defined as net income plus stock-based compensation, intangible amortization, interest accretion, and transaction costs, each net of tax, is a non-GAAP financial measure.

“Adjusted Diluted EPS,” defined as net income plus stock-based compensation, intangible amortization, interest accretion, and transaction costs, each net of tax, all divided by the diluted weighted-average shares outstanding, is a non-GAAP financial measure. Adjusted Net Income and Adjusted Diluted EPS are supplemental measures used by Willdan’s management to measure its operating performance. Willdan believes Adjusted Net Income and Adjusted Diluted EPS are useful because they allow Willdan’s management to more closely evaluate and explain the operating results of Willdan’s business by removing certain non-operating expenses.

Reconciliations of net income as reported in accordance with GAAP to Adjusted Net Income and diluted EPS as reported in accordance with GAAP to Adjusted Diluted EPS are provided at the end of this press release. Reconciliations of targeted net income as reported in accordance with GAAP to targeted Adjusted Net Income for fiscal year 2026, which is a forward-looking non-GAAP financial measure, and targeted diluted EPS as reported in accordance with GAAP to targeted Adjusted Diluted EPS for fiscal year 2026, which is a forward-looking non-GAAP financial measure, are not provided because Willdan is unable to provide such reconciliations without unreasonable effort. The inability to provide such reconciliations is due to the uncertainty and inherent difficulty of predicting the stock-based compensation, intangible amortization, and interest accretion, each net of tax, that are subtracted from net income and diluted EPS in order to derive Adjusted Net Income and Adjusted Diluted EPS, respectively.

Willdan’s definitions of Net Revenue, Adjusted EBITDA, Adjusted Net Income and Adjusted Diluted EPS have limitations as analytical tools and may differ from other companies reporting similarly named measures or from similarly named measures Willdan has reported in prior periods. These measures should be considered in addition to, and not as a substitute for, or superior to, other measures of financial performance prepared in accordance with GAAP, such as contract revenue, net income and diluted EPS.

Forward Looking Statements

Statements in this press release that are not purely historical, including statements regarding Willdan’s intentions, hopes, beliefs, expectations, representations, projections, estimates, assumptions, aims, plans or predictions of the future are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including statements regarding electricity demand, the expected benefits of the acquisition of Burton Energy Group, LLC., and financial targets for fiscal year 2026 and long term financial goals. All statements other than statements of historical fact included in this press release are forward-looking statements. It is important to note that Willdan’s actual results could differ materially from those in any such forward-looking statements. Important factors that could cause actual results to differ materially from its expectations include, but are not limited to, Willdan’s ability to adequately complete projects in a timely manner, Willdan’s ability to compete successfully in the highly competitive energy services market, Willdan’s reliance on work from its top ten clients; changes in state, local and regional economies and government budgets; Willdan’s ability to win new contracts, to renew existing contracts and to compete effectively for contracts awarded through bidding processes; Willdan’s ability to realize the full amount of our backlog; Willdan’s ability to make principal and interest payments on its outstanding debt as they come due and to comply with financial covenants contained in its debt agreements; Willdan’s ability to manage supply chain constraints, labor shortages, elevated interest rates, and elevated inflation; Willdan’s ability to obtain financing and to refinance its outstanding debt as it matures; Willdan’s ability to successfully integrate its acquisitions and execute on its growth strategy; and Willdan’s ability to attract and retain managerial, technical, and administrative talent.

All written and oral forward-looking statements attributable to Willdan, or persons acting on its behalf, are expressly qualified in their entirety by the cautionary statements and risk factors disclosed from time to time in Willdan’s reports filed with the Securities and Exchange Commission, including, but not limited to, the Annual Report on Form 10-K filed for the year ended January 2, 2026, as such disclosures may be amended, supplemented or superseded from time to time by other reports Willdan files with the Securities and Exchange Commission, including subsequent Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. Willdan cautions investors not to place undue reliance on the forward-looking statements contained in this press release. Willdan disclaims any obligation to, and does not undertake to, update or revise any forward-looking statements in this press release unless required by law.

WILLDAN GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except par value)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

July 3,

 

January 2,

 

 

 

2026

 

2026

 

Assets

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

34,870

 

 

$

65,919

 

 

Restricted cash

 

 

4,349

 

 

 

 

 

Accounts receivable, net of allowance for doubtful accounts of $266 and $340 at July 3, 2026 and January 2, 2026, respectively

 

 

84,250

 

 

 

64,604

 

 

Contract assets

 

 

134,433

 

 

 

107,296

 

 

Other receivables

 

 

1,668

 

 

 

6,330

 

 

Prepaid expenses and other current assets

 

 

10,296

 

 

 

7,528

 

 

Total current assets

 

 

269,866

 

 

 

251,677

 

 

Equipment and leasehold improvements, net

 

 

29,595

 

 

 

31,491

 

 

Goodwill

 

 

212,169

 

 

 

179,530

 

 

Right-of-use assets

 

 

18,173

 

 

 

16,600

 

 

Other intangible assets, net

 

 

68,933

 

 

 

35,521

 

 

Other assets

 

 

1,891

 

 

 

2,762

 

 

Deferred income taxes, net

 

 

34,248

 

 

 

26,630

 

 

Total assets

 

$

634,875

 

 

$

544,211

 

 

Liabilities and Stockholders’ Equity

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

 

$

62,916

 

 

$

45,628

 

 

Accrued liabilities

 

 

79,156

 

 

 

82,434

 

 

Contingent consideration payable

 

 

15,792

 

 

 

3,732

 

 

Contract liabilities

 

 

30,271

 

 

 

21,565

 

 

Notes payable

 

 

2,500

 

 

 

2,500

 

 

Finance lease obligations

 

 

1,102

 

 

 

1,225

 

 

Lease liability

 

 

4,927

 

 

 

4,670

 

 

Total current liabilities

 

 

196,664

 

 

 

161,754

 

 

Contingent consideration payable, less current portion

 

 

7,015

 

 

 

16,651

 

 

Notes payable, less current portion

 

 

64,745

 

 

 

45,962

 

 

Finance lease obligations, less current portion

 

 

935

 

 

 

1,162

 

 

Lease liability, less current portion

 

 

14,982

 

 

 

13,762

 

 

Other noncurrent liabilities

 

 

69

 

 

 

69

 

 

Total liabilities

 

 

284,410

 

 

 

239,360

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

Preferred stock, $0.01 par value, 10,000 shares authorized, no shares issued and outstanding

 

 

 

 

 

 

 

Common stock, $0.01 par value, 40,000 shares authorized; 15,197 and 14,762 shares issued and outstanding at July 3, 2026 and January 2, 2026, respectively

 

 

152

 

 

 

148

 

 

Additional paid-in capital

 

 

227,805

 

 

 

215,269

 

 

Accumulated other comprehensive income (loss)

 

 

(71

)

 

 

(270

)

 

Retained earnings

 

 

122,579

 

 

 

89,704

 

 

Total stockholders’ equity

 

 

350,465

 

 

 

304,851

 

 

Total liabilities and stockholders’ equity

 

$

634,875

 

 

$

544,211

 

 

 

WILLDAN GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands, except per share amounts)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

July 3,

 

July 4,

 

July 3,

 

July 4,

 

 

2026

 

2025

 

2026

 

2025

Contract revenue

 

$

231,028

 

 

$

173,473

 

 

$

386,142

 

 

$

325,859

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Direct costs of contract revenue (inclusive of directly related depreciation and amortization):

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and wages

 

 

29,788

 

 

 

26,643

 

 

 

59,064

 

 

 

54,320

 

Subcontractor services and other direct costs

 

 

113,786

 

 

 

78,505

 

 

 

176,468

 

 

 

145,553

 

Total direct costs of contract revenue

 

 

143,574

 

 

 

105,148

 

 

 

235,532

 

 

 

199,873

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

87,454

 

 

 

68,325

 

 

 

150,610

 

 

 

125,986

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and wages, payroll taxes and employee benefits

 

 

40,467

 

 

 

32,576

 

 

 

73,468

 

 

 

63,684

 

Facilities and facility related

 

 

2,535

 

 

 

2,369

 

 

 

4,893

 

 

 

4,993

 

Stock-based compensation

 

 

4,811

 

 

 

3,182

 

 

 

8,503

 

 

 

5,608

 

Depreciation and amortization

 

 

6,971

 

 

 

5,504

 

 

 

12,417

 

 

 

9,944

 

Other

 

 

12,936

 

 

 

12,878

 

 

 

24,303

 

 

 

22,905

 

Total general and administrative expenses

 

 

67,720

 

 

 

56,509

 

 

 

123,584

 

 

 

107,134

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (Loss) from operations

 

 

19,734

 

 

 

11,816

 

 

 

27,026

 

 

 

18,852

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

(1,086

)

 

 

(2,186

)

 

 

(1,921

)

 

 

(3,988

)

Other, net

 

 

439

 

 

 

551

 

 

 

1,234

 

 

 

510

 

Total other expense, net

 

 

(647

)

 

 

(1,635

)

 

 

(687

)

 

 

(3,478

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (Loss) before income taxes

 

 

19,087

 

 

 

10,181

 

 

 

26,339

 

 

 

15,374

 

Income tax (benefit) expense

 

 

(5,258

)

 

 

(5,255

)

 

 

(6,536

)

 

 

(4,749

)

Net income (loss)

 

 

24,345

 

 

 

15,436

 

 

 

32,875

 

 

 

20,123

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain (loss) on derivative contracts, net of tax

 

 

80

 

 

 

188

 

 

 

199

 

 

 

3

 

Comprehensive income (loss)

 

$

24,425

 

 

$

15,624

 

 

$

33,074

 

 

$

20,126

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (Loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.62

 

 

$

1.07

 

 

$

2.21

 

 

$

1.41

 

Diluted

 

$

1.58

 

 

$

1.03

 

 

$

2.13

 

 

$

1.36

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

15,043

 

 

 

14,444

 

 

 

14,891

 

 

 

14,298

 

Diluted

 

 

15,423

 

 

 

14,917

 

 

 

15,404

 

 

 

14,778

 

 

WILLDAN GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

Six Months Ended

 

 

July 3,

 

July 4,

 

 

2026

 

2025

Cash flows from operating activities:

 

 

 

 

 

 

Net income (loss)

 

$

32,875

 

 

$

20,123

 

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

12,417

 

 

 

9,944

 

Other non-cash items

 

 

(218

)

 

 

657

 

Deferred income taxes, net

 

 

(7,618

)

 

 

(4,332

)

(Gain) loss on sale/disposal of equipment

 

 

(43

)

 

 

(23

)

Provision for doubtful accounts

 

 

25

 

 

 

279

 

Stock-based compensation

 

 

8,503

 

 

 

5,608

 

Accretion and fair value adjustments of contingent consideration

 

 

1,828

 

 

 

1,254

 

Changes in operating assets and liabilities, net of effects from business acquisitions:

 

 

 

 

 

 

Accounts receivable

 

 

(12,143

)

 

 

16,898

 

Contract assets

 

 

(27,117

)

 

 

(18,062

)

Other receivables

 

 

4,651

 

 

 

(2,346

)

Prepaid expenses and other current assets

 

 

3,265

 

 

 

(1,376

)

Other assets

 

 

895

 

 

 

(888

)

Accounts payable

 

 

7,150

 

 

 

4,569

 

Accrued liabilities

 

 

(6,628

)

 

 

(1,662

)

Contract liabilities

 

 

1,862

 

 

 

(2,364

)

Right-of-use assets

 

 

(189

)

 

 

445

 

Net cash (used in) provided by operating activities

 

 

19,515

 

 

 

28,724

 

Cash flows from investing activities:

 

 

 

 

 

 

Purchase of equipment, software, and leasehold improvements

 

 

(3,671

)

 

 

(4,517

)

Proceeds from sale of equipment

 

 

51

 

 

 

28

 

Cash paid for acquisitions, net of cash acquired

 

 

(50,467

)

 

 

(35,140

)

Net cash (used in) provided by investing activities

 

 

(54,087

)

 

 

(39,629

)

Cash flows from financing activities:

 

 

 

 

 

 

Payments on contingent consideration

 

 

(8,807

)

 

 

 

Receipt of restricted cash

 

 

7,242

 

 

 

 

Payment on restricted cash

 

 

(2,893

)

 

 

 

Payments on notes payable

 

 

 

 

 

(137

)

Payments on debt issuance costs

 

 

 

 

 

(332

)

Payments made to retire prior credit agreement

 

 

 

 

 

(90,000

)

Borrowing to fund new credit agreement

 

 

 

 

 

88,414

 

Borrowing under revolving credit facility

 

 

30,000

 

 

 

 

Payments under revolving credit facility

 

 

(10,000

)

 

 

 

Principal payments on outstanding debt

 

 

(1,250

)

 

 

(28,414

)

Principal payments on finance leases

 

 

(885

)

 

 

(737

)

Proceeds from stock option exercise

 

 

1,593

 

 

 

1,909

 

Proceeds from sales of common stock under employee stock purchase plan

 

 

1,921

 

 

 

1,485

 

Cash used to pay taxes on stock grants

 

 

(9,049

)

 

 

(3,093

)

Net cash (used in) provided by financing activities

 

 

7,872

 

 

 

(30,905

)

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

(26,700

)

 

 

(41,810

)

Cash, cash equivalents and restricted cash at beginning of period

 

 

65,919

 

 

 

74,158

 

Cash, cash equivalents and restricted cash at end of period

 

$

39,219

 

 

$

32,348

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

Cash paid (received) during the period for:

 

 

 

 

 

 

Interest

 

$

2,032

 

 

$

3,915

 

Income taxes

 

 

1,265

 

 

 

2,471

 

Supplemental disclosures of noncash investing and financing activities:

 

 

 

 

 

 

Issuance of common stock related to business acquisitions

 

$

9,572

 

 

$

5,557

 

Contingent consideration related to business acquisitions

 

 

9,394

 

 

 

12,040

 

Other working capital adjustment

 

 

1,336

 

 

 

 

Equipment acquired under finance leases

 

 

535

 

 

 

855

 

 

Willdan Group, Inc. and Subsidiaries

Reconciliation of GAAP Revenue to Net Revenue

(in thousands)

(Non-GAAP Measure)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

July 3,

 

July 4,

 

July 3,

 

July 4,

 

 

2026

 

2025

 

2026

 

2025

Consolidated

 

 

 

 

 

 

 

 

Contract revenue

 

$

231,028

 

$

173,473

 

$

386,142

 

$

325,859

Subcontractor services and other direct costs

 

 

113,786

 

 

78,505

 

 

176,468

 

 

145,553

Net Revenue

 

$

117,242

 

$

94,968

 

$

209,674

 

$

180,306

 

 

 

 

 

 

 

 

 

 

 

 

 

Energy segment

 

 

 

 

 

 

 

 

 

 

 

 

Contract revenue

 

$

202,589

 

$

146,749

 

$

330,557

 

$

272,997

Subcontractor services and other direct costs

 

 

111,411

 

 

76,794

 

 

172,399

 

 

142,874

Net Revenue

 

$

91,178

 

$

69,955

 

$

158,158

 

$

130,123

 

 

 

 

 

 

 

 

 

 

 

 

 

Engineering and Consulting segment

 

 

 

 

 

 

 

 

 

 

 

 

Contract revenue

 

$

28,439

 

$

26,724

 

$

55,585

 

$

52,862

Subcontractor services and other direct costs

 

 

2,375

 

 

1,711

 

 

4,069

 

 

2,679

Net Revenue

 

$

26,064

 

$

25,013

 

$

51,516

 

$

50,183

 

Willdan Group, Inc. and Subsidiaries

Reconciliation of GAAP Net Income to Adjusted EBITDA

(in thousands)

(Non-GAAP Measure)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

July 3,

 

July 4,

 

July 3,

 

July 4,

 

 

2026

 

2025

 

2026

 

2025

Net income (loss)

 

$

24,345

 

 

$

15,436

 

 

$

32,875

 

 

$

20,123

 

Interest expense

 

 

1,086

 

 

 

2,186

 

 

 

1,921

 

 

 

3,988

 

Income tax expense (benefit)

 

 

(5,258

)

 

 

(5,255

)

 

 

(6,536

)

 

 

(4,749

)

Stock-based compensation

 

 

4,811

 

 

 

3,182

 

 

 

8,503

 

 

 

5,608

 

Interest accretion (1)

 

 

925

 

 

 

875

 

 

 

1,828

 

 

 

1,254

 

Depreciation and amortization

 

 

6,971

 

 

 

5,504

 

 

 

12,417

 

 

 

9,944

 

Transaction costs (2)

 

 

156

 

 

 

 

 

 

156

 

 

 

219

 

(Gain) Loss on sale of equipment

 

 

(21

)

 

 

(6

)

 

 

(43

)

 

 

(23

)

Adjusted EBITDA

 

$

33,015

 

 

$

21,922

 

 

$

51,121

 

 

$

36,364

 

____________________

(1)

Interest accretion represents the imputed interest and fair value adjustments to estimated contingent consideration.

(2)

Transaction costs represents acquisition and acquisition related costs.

 

Willdan Group, Inc. and Subsidiaries

Reconciliation of GAAP Net Income to Adjusted Net Income and Adjusted Diluted EPS

(in thousands, except per share amounts)

(Non-GAAP Measure)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

July 3,

 

July 4,

 

July 3,

 

July 4,

 

 

2026

 

2025

 

2026

 

2025

Net income (loss)

 

$

24,345

 

 

$

15,436

 

 

$

32,875

 

 

$

20,123

 

Adjustment for stock-based compensation

 

 

4,811

 

 

 

3,182

 

 

 

8,503

 

 

 

5,608

 

Tax effect of stock-based compensation

 

 

(1,084

)

 

 

(528

)

 

 

(1,916

)

 

 

(930

)

Adjustment for intangible amortization

 

 

3,909

 

 

 

3,419

 

 

 

6,327

 

 

 

5,899

 

Tax effect of intangible amortization

 

 

(881

)

 

 

(568

)

 

 

(1,425

)

 

 

(979

)

Adjustment for interest accretion (1)

 

 

925

 

 

 

875

 

 

 

1,828

 

 

 

1,254

 

Tax effect of interest accretion (1)

 

 

(208

)

 

 

(145

)

 

 

(412

)

 

 

(208

)

Adjustment for refinancing costs

 

 

 

 

 

789

 

 

 

 

 

 

789

 

Tax effect of refinancing costs

 

 

 

 

 

(131

)

 

 

 

 

 

(131

)

Adjustment for transaction costs (2)

 

 

156

 

 

 

 

 

 

156

 

 

 

219

 

Tax effect of transaction costs (2)

 

 

(35

)

 

 

 

 

 

(35

)

 

 

(36

)

Adjusted Net Income (Loss)

 

$

31,938

 

 

$

22,329

 

 

$

45,901

 

 

$

31,608

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted weighted-average shares outstanding

 

 

15,423

 

 

 

14,917

 

 

 

15,404

 

 

 

14,778

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings (loss) per share

 

$

1.58

 

 

$

1.03

 

 

$

2.13

 

 

$

1.36

 

Impact of adjustment:

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation per share

 

 

0.31

 

 

 

0.21

 

 

 

0.55

 

 

 

0.38

 

Tax effect of stock-based compensation per share

 

 

(0.07

)

 

 

(0.03

)

 

 

(0.12

)

 

 

(0.06

)

Intangible amortization per share

 

 

0.25

 

 

 

0.23

 

 

 

0.41

 

 

 

0.40

 

Tax effect of intangible amortization per share

 

 

(0.06

)

 

 

(0.03

)

 

 

(0.09

)

 

 

(0.06

)

Interest accretion per share (1)

 

 

0.06

 

 

 

0.06

 

 

 

0.12

 

 

 

0.08

 

Tax effect of interest accretion per share (1)

 

 

(0.01

)

 

 

(0.01

)

 

 

(0.03

)

 

 

(0.01

)

Refinancing costs per share

 

 

 

 

 

0.05

 

 

 

 

 

 

0.05

 

Tax effect of refinancing cost per share

 

 

 

 

 

(0.01

)

 

 

 

 

 

(0.01

)

Transaction costs per share (2)

 

 

0.01

 

 

 

 

 

 

0.01

 

 

 

0.01

 

Tax effect of transaction costs per share (2)

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Diluted EPS

 

$

2.07

 

 

$

1.50

 

 

$

2.98

 

 

$

2.14

 

____________________

(1)

Interest accretion represents the imputed interest and fair value adjustments to estimated contingent consideration.

(2)

Transaction costs represents acquisition and acquisition related costs.

 

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