8-K

MASTEC INC (MTZ)

8-K 2024-08-02 For: 2024-08-01
View Original
Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 1, 2024

MASTEC, INC.

(Exact Name of Registrant as Specified in Its Charter)

Florida 001-08106 65-0829355
(State or Other Jurisdiction<br> <br>of Incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)

800 S. Douglas Road, 12th Floor

Coral Gables, Florida 33134

(Address of Principal Executive Office)

Registrant’s telephone number, including area code (305) 599-1800

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br> <br>symbol(s) Name of each exchange<br> <br>on which registered
Common Stock, $0.10 Par Value MTZ New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02 Results of Operations and Financial Condition.

The information contained in Item 7.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.02.

ITEM 7.01 Regulation FD Disclosure.

On August 1, 2024, MasTec, Inc., a Florida corporation (the “Company”), announced its financial results for the six months and quarter ended June 30, 2024. In addition, the Company issued guidance for the quarter ending September 30, 2024 and year ending December 31, 2024, in each case as set forth in the earnings press release. A copy of the Company’s earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 7.01. The information contained in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit<br>Number Description
99.1 Press Release, August 1, 2024
104 The cover page of MasTec, Inc.’s Current Report on Form 8-K, formatted in Inline XBRL (included with the Exhibit 101 attachments).

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MASTEC, INC.
Date: August 1, 2024 By: /s/ Alberto de Cardenas
Alberto de Cardenas
Executive Vice President, General Counsel and Secretary

3

EX-99.1

Exhibit 99.1

Contact:<br> <br>J. Marc Lewis, Vice<br>President-Investor Relations<br> <br>305-406-1815<br><br><br>marc.lewis@mastec.com 800 S. Douglas Road, 12^th^ Floor<br><br><br>Coral Gables, Florida 33134<br> <br>Tel: 305-599-1800<br> <br>www.mastec.com

For Immediate Release

MasTec Announces Second Quarter 2024 Financial Results and Updates Guidance for the Year

Record Second Quarter 2024 Revenue of $3.0 Billion
Second Quarter 2024 Diluted Earnings Per Share of $0.43 and Adjusted Diluted Earnings Per Share of $0.96,$0.08 Above Expectations
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Second Quarter 2024 GAAP Net Income of $43.8 Million and Adjusted EBITDA of $267.8 Million, $7.8 MillionAbove Expectations
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18-month Backlog as of June 30,2024 of $13.3 Billion Increased $501 Million Sequentially from the First Quarter of 2024 and Represents Record Levels for the Clean Energy and Infrastructure, Power Delivery and Communications Segments
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Cash Flow Generated by Operating Activities of $264 Million and DSO at 69 days<br>
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Coral Gables , FL **** (August 1, 2024) — MasTec, Inc. (NYSE: MTZ) today announced second quarter 2024 financial results and updated its full year 2024 guidance expectations.

Second quarter 2024 revenue was up 3% to $2.96 billion, a second quarter record, compared to $2.87 billion for the second quarter of 2023. GAAP net income was up 161% to $43.8 million, or $0.43 per diluted share, compared to a net income of $16.8 million, or $0.20 per diluted share, in the second quarter of 2023.

Second quarter 2024 adjusted net income and adjusted diluted earnings per share, both non-GAAP measures, were $85.6 million and $0.96, respectively, as compared to adjusted net income and adjusted diluted earnings per share of $70.7 million and $0.89, respectively, in the second quarter of 2023. Second quarter 2024 adjusted EBITDA, also a non-GAAP measure, was $267.8 million, compared to $255.4 million in the second quarter of 2023.

18-month backlog as of June 30, 2024, was $13.3 billion, up $501 million sequentially from the first quarter of 2024. Backlog growth was driven by a multi-year transmission and substation project and strong bookings in our Clean Energy & Infrastructure segment in the second quarter.

Jose Mas, MasTec’s Chief Executive Officer, commented “We are pleased with our solid second quarter performance, and expect to build on this momentum during the balance of 2024 and in 2025. Our record backlog in multiple segments illustrates the confidence our customers have in MasTec to partner on their strategic capital programs. I’d like to highlight that during the second quarter, MasTec was awarded an approximately 700-mile high voltage transmission project that is expected to start in early 2025. We are experiencing significant demand for our services and look forward to continue delivering best in class execution for our customers in a safe, timely and cost-effective manner through the hard work and dedication of the men and women of MasTec.”

Paul DiMarco, MasTec’s Executive Vice President and Chief Financial Officer, noted, “We exceeded our second quarter cash flow expectations, generating $264 million of cash flow from operations and driving net debt leverage below 2.5x. Our end markets provide us with exposure to a number of macrotrends that offer significant organic growth opportunities, and our improving capital structure will afford us more flexibility to complement these opportunities.”

Based on the information available today, the Company is providing third quarter and updating full year 2024 guidance. The Company currently expects full year 2024 revenue of approximately $12.4 billion. Full year 2024 GAAP net income is expected to approximate $131 million, representing 1.1% of revenue, with GAAP diluted earnings per share expected to be $1.25. Full year 2024 adjusted EBITDA is expected to be $975 million, representing 7.9% of revenue, with adjusted diluted earnings per share expected to be $3.03.

For the third quarter of 2024, the Company expects revenue of approximately $3.45 billion. Third quarter 2024 GAAP net income is expected to approximate $72 million, representing 2.1% of revenue, with GAAP diluted earnings per share expected to be $0.78. Third quarter 2024 adjusted EBITDA is expected to approximate $295 million, representing 8.6% of revenue, with adjusted diluted earnings per share expected to be $1.24.

Adjusted net income, adjusted diluted earnings per share, adjusted EBITDA, adjusted EBITDA margin and net debt, which are all non-GAAP measures, exclude certain items which are detailed and reconciled to the most comparable GAAP-reported measures in the attached Supplemental Disclosures and Reconciliation of Non-GAAP Disclosures.

Management will hold a conference call to discuss these results on Friday, August 2, 2024 at 9:00 a.m. Eastern Time. The call-in number for the conference call is (856) 344-9221 or (888) 204-4368 with a pass code of 3980141. Additionally, the call will be broadcast live over the Internet and can be accessed and replayed for 60 days through the Investors section of the Company’s website at www.mastec.com.

The following tables set forth the financial results for the periods ended June 30, 2024 and 2023:

Consolidated Statements of Operations

(unaudited - in thousands, except per share information)

For the Three Months<br>Ended June 30, For the Six Months<br>Ended June 30,
2024 2023 2024 2023
Revenue $ 2,961,086 $ 2,874,115 $ 5,647,935 $ 5,458,774
Costs of revenue, excluding depreciation and amortization 2,540,447 2,484,780 4,920,119 4,844,274
Depreciation 102,141 103,038 209,576 210,285
Amortization of intangible assets 33,611 42,043 67,301 83,987
General and administrative expenses 167,081 176,155 332,618 340,069
Interest expense, net 50,571 59,415 102,630 112,108
Equity in earnings of unconsolidated affiliates, net (5,892 ) (7,496 ) (15,111 ) (16,648 )
Loss on extinguishment of debt 11,344 11,344
Other (income) expense, net (1,329 ) (3,508 ) 1,884 (9,709 )
Income (loss) before income taxes $ 63,112 $ 19,688 $ 17,574 $ (105,592 )
(Provision for) benefit from income taxes (19,344 ) (2,934 ) (8,265 ) 41,800
Net income (loss) $ 43,768 $ 16,754 $ 9,309 $ (63,792 )
Net income attributable to non-controlling<br>interests 9,780 1,212 16,501 1,206
Net income (loss) attributable to MasTec, Inc. $ 33,988 $ 15,542 $ (7,192 ) $ (64,998 )
Earnings (loss) per share:
Basic earnings (loss) per share $ 0.44 $ 0.20 $ (0.09 ) $ (0.84 )
Basic weighted average common shares outstanding 78,038 77,635 77,984 77,306
Diluted earnings (loss) per share $ 0.43 $ 0.20 $ (0.09 ) $ (0.84 )
Diluted weighted average common shares outstanding 78,860 78,372 77,984 77,306

Consolidated Balance Sheets

(unaudited - in thousands)

June 30,2024 December 31,2023
Assets
Current assets $ 3,477,064 $ 3,974,253
Property and equipment, net 1,514,660 1,651,462
Operating lease<br>right-of-use assets 418,893 418,685
Goodwill, net 2,125,893 2,126,366
Other intangible assets, net 717,232 784,260
Other long-term assets 425,244 418,485
Total assets $ 8,678,986 $ 9,373,511
Liabilities and Equity
Current liabilities $ 2,747,909 $ 2,837,219
Long-term debt, including finance leases 2,359,637 2,888,058
Long-term operating lease liabilities 283,117 292,873
Deferred income taxes 326,249 390,399
Other long-term liabilities 227,967 243,701
Total equity 2,734,107 2,721,261
Total liabilities and equity $ 8,678,986 $ 9,373,511

Consolidated Statements of Cash Flows

(unaudited - in thousands**)**

For the Six Months EndedJune 30,
2024 2023
Net cash provided by (used in) operating activities $ 372,199 $ (97,910 )
Net cash used in investing activities (24,470 ) (141,460 )
Net cash used in financing activities (579,078 ) (12,155 )
Effect of currency translation on cash (626 ) 838
Net decrease in cash and cash equivalents $ (231,975 ) $ (250,687 )
Cash and cash equivalents - beginning of period $ 529,561 $ 370,592
Cash and cash equivalents - end of period $ 297,586 $ 119,905
Backlog by Reportable Segment (unaudited - in millions) June 30,2024 March 31,2024 June 30,2023
--- --- --- --- --- --- ---
Communications $ 5,898 $ 5,797 $ 5,420
Clean Energy and Infrastructure 3,666 3,504 3,324
Power Delivery 2,974 2,479 2,656
Oil and Gas 800 1,057 2,042
Other
Estimated 18-month backlog $ 13,338 $ 12,837 $ 13,442

Backlog is a common measurement used in our industry. Our methodology for determining backlog may not, however, be comparable to the methodologies used by others. Estimated backlog represents the amount of revenue we expect to realize over the next 18 months from future work on uncompleted construction contracts, including new contracts under which work has not begun, as well as revenue from change orders and renewal options. Our estimated backlog also includes amounts under master service and other service agreements and our proportionate share of estimated revenue from proportionately consolidated non-controlled contractual joint ventures. Estimated backlog for work under master service and other service agreements is determined based on historical trends, anticipated seasonal impacts, experience from similar projects and estimates of customer demand based on communications with our customers.

Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

For the Three Months EndedJune 30, For the Six Months EndedJune 30,
Segment Information 2024 2023 2024 2023
Revenue by Reportable Segment
Communications $ 824.6 $ 868.7 $ 1,557.5 $ 1,675.2
Clean Energy and Infrastructure 942.3 969.7 1,695.8 1,794.6
Power Delivery 636.6 702.6 1,207.5 1,412.0
Oil and Gas 572.4 341.8 1,206.2 598.3
Other
Eliminations (14.8 ) (8.7 ) (19.1 ) (21.3 )
Consolidated revenue $ 2,961.1 $ 2,874.1 $ 5,647.9 $ 5,458.8
For the Three Months EndedJune 30, For the Six Months Ended<br>June 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2024 2023 2024 2023
Adjusted EBITDA by Segment
EBITDA $ 249.4 $ 224.2 $ 397.1 $ 300.8
Non-cash stock-based compensation expense ^(a)^ 7.0 8.6 16.7 17.1
Loss on extinguishment of debt ^(a)^ 11.3 11.3
Acquisition and integration costs<br>^(b)^ 22.7 39.8
Losses on fair value of investment^(a)^ 0.2
Adjusted EBITDA $ 267.8 $ 255.4 $ 425.1 $ 357.9
Segment:
Communications $ 81.9 $ 94.1 $ 130.7 $ 155.8
Clean Energy and Infrastructure 47.4 49.7 67.8 60.2
Power Delivery 51.4 57.4 78.7 106.5
Oil and Gas 135.1 77.0 227.8 91.6
Other 2.8 6.7 9.8 13.8
Segment Total $ 318.6 $ 284.9 $ 514.8 $ 427.9
Corporate (50.8 ) (29.5 ) (89.7 ) (70.0 )
Adjusted EBITDA $ 267.8 $ 255.4 $ 425.1 $ 357.9
(a) Non-cash stock-based compensation expense, loss on extinguishment of<br>debt and losses on the fair value of an investment are included within Corporate EBITDA.
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(b) For the three month period ended June 30, 2023, Communications, Clean Energy and Infrastructure and Power<br>Delivery EBITDA included $4.6 million, $16.4 million and $0.3 million, respectively, of acquisition and integration costs related to certain acquisitions, and Corporate EBITDA included $1.4 million of such costs, and for the six<br>month period ended June 30, 2023, $13.5 million, $21.7 million, $1.9 million and $2.7 million of such costs were included in EBITDA of the segments and Corporate, respectively.
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Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

For the Three Months EndedJune 30, For the Six Months EndedJune 30,
2024 2023 2024 2023
Adjusted EBITDA Margin by Segment
EBITDA Margin 8.4 % 7.8 % 7.0 % 5.5 %
Non-cash stock-based compensation expense ^(a)^ 0.2 % 0.3 % 0.3 % 0.3 %
Loss on extinguishment of debt ^(a)^ 0.4 % % 0.2 % %
Acquisition and integration costs<br>^(b)^ % 0.8 % % 0.7 %
Losses on fair value of investment^(a)^ % % % 0.0 %
Adjusted EBITDA margin 9.0 % 8.9 % 7.5 % 6.6 %
Segment:
Communications 9.9 % 10.8 % 8.4 % 9.3 %
Clean Energy and Infrastructure 5.0 % 5.1 % 4.0 % 3.4 %
Power Delivery 8.1 % 8.2 % 6.5 % 7.5 %
Oil and Gas 23.6 % 22.5 % 18.9 % 15.3 %
Other NM NM NM NM
Segment Total 10.8 % 9.9 % 9.1 % 7.8 %
Corporate
Adjusted EBITDA margin 9.0 % 8.9 % 7.5 % 6.6 %

NM - Percentage is not meaningful

(a) Non-cash stock-based compensation expense, loss on extinguishment of<br>debt and losses on the fair value of an investment are included within Corporate EBITDA.
(b) For the three month period ended June 30, 2023, Communications, Clean Energy and Infrastructure and Power<br>Delivery EBITDA included $4.6 million, $16.4 million and $0.3 million, respectively, of acquisition and integration costs related to certain acquisitions, and Corporate EBITDA included $1.4 million of such costs, and for the six<br>month period ended June 30, 2023, $13.5 million, $21.7 million, $1.9 million and $2.7 million of such costs were included in EBITDA of the segments and Corporate, respectively.
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Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

For the Three Months EndedJune 30, For the Six Months EndedJune 30,
2024 2023 2024 2023
EBITDA and Adjusted EBITDA Reconciliation
Net income (loss) $ 43.8 $ 16.8 $ 9.3 $ (63.8 )
Interest expense, net 50.6 59.4 102.6 112.1
Provision for (benefit from) income taxes 19.3 2.9 8.3 (41.8 )
Depreciation 102.1 103.0 209.6 210.3
Amortization of intangible assets 33.6 42.0 67.3 84.0
EBITDA $ 249.4 $ 224.2 $ 397.1 $ 300.8
Non-cash stock-based compensation expense 7.0 8.6 16.7 17.1
Loss on extinguishment of debt 11.3 11.3
Acquisition and integration costs 22.7 39.8
Losses on fair value of investment 0.2
Adjusted EBITDA $ 267.8 $ 255.4 $ 425.1 $ 357.9
For the Three Months EndedJune 30, For the Six Months EndedJune 30,
2024 2023 2024 2023
EBITDA and Adjusted EBITDA Margin Reconciliation
Net income (loss) 1.5 % 0.6 % 0.2 % (1.2 )%
Interest expense, net 1.7 % 2.1 % 1.8 % 2.1 %
Provision for (benefit from) income taxes 0.7 % 0.1 % 0.1 % (0.8 )%
Depreciation 3.4 % 3.6 % 3.7 % 3.9 %
Amortization of intangible assets 1.1 % 1.5 % 1.2 % 1.5 %
EBITDA margin 8.4 % 7.8 % 7.0 % 5.5 %
Non-cash stock-based compensation expense 0.2 % 0.3 % 0.3 % 0.3 %
Loss on extinguishment of debt 0.4 % % 0.2 % %
Acquisition and integration costs % 0.8 % % 0.7 %
Losses on fair value of investment % % % 0.0 %
Adjusted EBITDA margin 9.0 % 8.9 % 7.5 % 6.6 %

Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

For the Three Months EndedJune 30, For the Six Months EndedJune 30,
2024 2023 2024 2023
Adjusted Net Income Reconciliation
Net income (loss) $ 43.8 $ 16.8 $ 9.3 $ (63.8 )
Non-cash stock-based compensation expense 7.0 8.6 16.7 17.1
Amortization of intangible assets 33.6 42.0 67.3 84.0
Loss on extinguishment of debt 11.3 11.3
Acquisition and integration costs 22.7 39.8
Losses on fair value of investment 0.2
Income tax effect of adjustments^(a)^ (10.1 ) (19.3 ) (22.3 ) (48.5 )
Adjusted net income $ 85.6 $ 70.7 $ 82.3 $ 28.8
For the Three Months EndedJune 30, For the Six Months EndedJune 30,
2024 2023 2024 2023
Adjusted Diluted Earnings per Share Reconciliation
Diluted earnings (loss) per share $ 0.43 $ 0.20 $ (0.09 ) $ (0.84 )
Non-cash stock-based compensation expense 0.09 0.11 0.21 0.22
Amortization of intangible assets 0.43 0.54 0.85 1.07
Loss on extinguishment of debt 0.14 0.14
Acquisition and integration costs 0.29 0.51
Losses on fair value of investment 0.00
Income tax effect of adjustments^(a)^ (0.13 ) (0.25 ) (0.28 ) (0.62 )
Adjusted diluted earnings per share $ 0.96 $ 0.89 $ 0.84 $ 0.35
(a) Represents the tax effects of the adjusted items that are subject to tax, including the tax effects of non-cash stock-based compensation expense, including from share-based payment awards. Tax effects are determined based on the tax treatment of the related item, the incremental statutory tax rate of the<br>jurisdictions pertaining to the adjustment, and their effects on pre-tax income.
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Calculation of Net Debt June 30,2024 December 31,2023
--- --- --- --- --- --- ---
Current portion of long-term debt, including finance leases $ 201.5 $ 177.2
Long-term debt, including finance leases 2,359.6 2,888.1
Total Debt $ 2,561.1 $ 3,065.3
Less: cash and cash equivalents (297.6 ) (529.6 )
Net Debt $ 2,263.5 $ 2,535.7

Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

Guidance for theYear EndedDecember 31,2024 Est. For the YearEnded December 31,2023 For the YearEnded December 31,2022
EBITDA and Adjusted EBITDA Reconciliation
Net income (loss) $ 131 $ (47.3 ) $ 33.9
Interest expense, net 203 234.4 112.3
Provision for (benefit from) income taxes 46 (35.4 ) 9.2
Depreciation 415 433.9 371.2
Amortization of intangible assets 135 169.2 135.9
EBITDA $ 930 $ 754.9 $ 662.5
Non-cash stock-based compensation expense 34 33.3 27.4
Loss on extinguishment of debt 11
Acquisition and integration costs 71.9 86.0
Losses on fair value of investment 0.2 7.7
Project results from non-controlled joint venture (2.8 )
Bargain purchase gain (0.2 )
Adjusted EBITDA $ 975 $ 860.3 $ 780.6
Guidance for theYear EndedDecember 31,2024 Est. For the YearEnded December 31,2023 For the YearEnded December 31,2022
EBITDA and Adjusted EBITDA Margin Reconciliation
Net income (loss) 1.1 % (0.4 )% 0.3 %
Interest expense, net 1.6 % 2.0 % 1.1 %
Provision for (benefit from) income taxes 0.4 % (0.3 )% 0.1 %
Depreciation 3.3 % 3.6 % 3.8 %
Amortization of intangible assets 1.1 % 1.4 % 1.4 %
EBITDA margin 7.5 % 6.3 % 6.8 %
Non-cash stock-based compensation expense 0.3 % 0.3 % 0.3 %
Loss on extinguishment of debt 0.1 % % %
Acquisition and integration costs % 0.6 % 0.9 %
Losses on fair value of investment % 0.0 % 0.1 %
Project results from non-controlled joint venture % % (0.0 )%
Bargain purchase gain % % (0.0 )%
Adjusted EBITDA margin 7.9 % 7.2 % 8.0 %

Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

Guidance for theYear EndedDecember 31,2024 Est. For the YearEnded December 31,2023 For the YearEnded December 31,2022
Adjusted Net Income Reconciliation
Net income (loss) $ 131 $ (47.3 ) $ 33.9
Non-cash stock-based compensation expense 34 33.3 27.4
Amortization of intangible assets 135 169.2 135.9
Loss on extinguishment of debt 11
Acquisition and integration costs 71.9 86.0
Losses on fair value of investment 0.2 7.7
Project results from non-controlled joint venture (2.8 )
Bargain purchase gain (0.2 )
Income tax effect of adjustments^(a)^ (40 ) (75.3 ) (58.6 )
Statutory and other tax rate effects<br>^(b)^ 4.6 5.5
Adjusted net income $ 272 $ 156.7 $ 234.8
Guidance for theYear EndedDecember 31,2024 Est. For the YearEnded December 31,2023 For the YearEnded December 31,2022
Adjusted Diluted Earnings per Share Reconciliation
Diluted earnings (loss) per share $ 1.25 $ (0.64 ) $ 0.42
Non-cash stock-based compensation expense 0.42 0.43 0.36
Amortization of intangible assets 1.71 2.16 1.78
Loss on extinguishment of debt 0.14
Acquisition and integration costs 0.92 1.13
Losses on fair value of investment 0.00 0.10
Project results from non-controlled joint venture (0.04 )
Bargain purchase gain (0.00 )
Income tax effect of adjustments^(a)^ (0.50 ) (0.96 ) (0.77 )
Statutory and other tax rate effects<br>^(b)^ 0.06 0.07
Adjusted diluted earnings per share $ 3.03 $ 1.97 $ 3.05
(a) Represents the tax effects of the adjusted items that are subject to tax, including the tax effects of non-cash stock-based compensation expense, including from share-based payment awards. Tax effects are determined based on the tax treatment of the related item, the incremental statutory tax rate of the<br>jurisdictions pertaining to the adjustment, and their effects on pre-tax income.
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(b) For the years ended December 31, 2023 and 2022, represents the effect of statutory and other tax rate<br>changes.
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Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

Guidance for theThree MonthsEnded September 30,2024 Est. For the ThreeMonths EndedSeptember 30,2023
EBITDA and Adjusted EBITDA Reconciliation
Net income $ 72 $ 15.3
Interest expense, net 51 62.6
Provision for income taxes 28 7.6
Depreciation 102 115.0
Amortization of intangible assets 34 42.3
EBITDA $ 286 $ 242.7
Non-cash stock-based compensation expense 9 7.2
Acquisition and integration costs 21.1
Adjusted EBITDA $ 295 $ 271.1
Guidance for theThree MonthsEnded September 30,2024 Est. For the ThreeMonths EndedSeptember 30,2023
EBITDA and Adjusted EBITDA Margin Reconciliation
Net income 2.1 % 0.5 %
Interest expense, net 1.5 % 1.9 %
Provision for income taxes 0.8 % 0.2 %
Depreciation 2.9 % 3.5 %
Amortization of intangible assets 1.0 % 1.3 %
EBITDA margin 8.3 % 7.5 %
Non-cash stock-based compensation expense 0.3 % 0.2 %
Acquisition and integration costs % 0.6 %
Adjusted EBITDA margin 8.6 % 8.3 %

Supplemental Disclosures and Reconciliation ofNon-GAAP Disclosures

(unaudited - in millions, except for percentages and per share information)

Guidance for theThree MonthsEnded September 30,2024 Est. For the ThreeMonths EndedSeptember 30,2023
Adjusted Net Income Reconciliation
Net income $ 72 $ 15.3
Non-cash stock-based compensation expense 9 7.2
Amortization of intangible assets 34 42.3
Acquisition and integration costs 21.1
Income tax effect of adjustments^(a)^ (6 ) (10.0 )
Adjusted net income $ 108 $ 75.9
Guidance for theThree MonthsEnded September 30,2024 Est. For the ThreeMonths EndedSeptember 30,2023
Adjusted Diluted Earnings per Share Reconciliation
Diluted earnings per share $ 0.78 $ 0.18
Non-cash stock-based compensation expense 0.11 0.09
Amortization of intangible assets 0.43 0.54
Acquisition and integration costs 0.27
Income tax effect of adjustments^(a)^ (0.08 ) (0.13 )
Adjusted diluted earnings per share $ 1.24 $ 0.95
(a) Represents the tax effects of the adjusted items that are subject to tax, including the tax effects of non-cash stock-based compensation expense, including from share-based payment awards. Tax effects are determined based on the tax treatment of the related item, the incremental statutory tax rate of the<br>jurisdictions pertaining to the adjustment, and their effects on pre-tax income.
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The tables may contain slight summation differences due to rounding.

MasTec uses EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin, as well as Adjusted Net Income, Adjusted Diluted Earnings Per Share and Net Debt, to evaluate our performance, both internally and as compared with its peers, because these measures exclude certain items that may not be indicative of its core operating results, as well as items that can vary widely across different industries or among companies within the same industry. MasTec believes that these adjusted measures provide a baseline for analyzing trends in its underlying business. MasTec believes that these non-U.S. GAAP financial measures provide meaningful information and help investors understand its financial results and assess its prospects for future performance. Because non-U.S. GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-U.S. GAAP financial measures having the same or similar names. These financial measures should not be considered in isolation from, as substitutes for, or alternative measures of, reported net income or diluted earnings per share or total debt, and should be viewed in conjunction with the most comparable U.S. GAAP financial measures and the provided reconciliations thereto. MasTec believes these non-U.S. GAAP financial measures, when viewed together with its U.S. GAAP results and related reconciliations, provide a more complete understanding of its business. Investors are strongly encouraged to review MasTec’s consolidated financial statements and publicly filed reports in their entirety and not rely on any single financial measure.

MasTec, Inc. is a leading infrastructure construction company operating mainly throughout North America across a range of industries. The Company’s primary activities include the engineering, building, installation, maintenance and upgrade of communications, energy, utility and other infrastructure, such as: wireless, wireline/fiber and customer fulfillment activities; power delivery infrastructure, including transmission, distribution, environmental planning and compliance; power generation infrastructure, primarily from clean energy and renewable sources; pipeline infrastructure, including for natural gas, water and carbon capture sequestration pipelines and pipeline integrity services; heavy civil and industrial infrastructure, including roads, bridges and rail; and environmental remediation services. MasTec’s customers are primarily in these industries. The Company’s corporate website is located at www.mastec.com. The Company’s website should be considered as a recognized channel of distribution, and the Company may periodically post important, or supplemental, information regarding contracts, awards or other related news and webcasts on the Events & Presentations page in the Investors section therein.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statementsinclude, but are not limited to, statements relating to expectations regarding the future financial and operational performance of MasTec; expectations regarding MasTec’s business or financial outlook; expectations regarding MasTec’splans, strategies and opportunities; expectations regarding opportunities, technological developments, competitive positioning, future economic conditions and other trends in particular markets or industries; the impact of inflation on MasTec’scosts and the ability to recover increased costs, as well as other statements reflecting expectations, intentions, assumptions or beliefs about future events and other statements that do not relate strictly to historical or current facts. Thesestatements are based on currently available operating, financial, economic and other information, and are subject to a number of significant risks and uncertainties. A variety of factors in addition to those mentioned above, many of which are beyondour control, could cause actual future results to differ materially from those projected in the forward-looking statements. Other factors that might cause such a difference include, but are not limited to: market conditions, including from rising orelevated levels of inflation or interest rates, regulatory or policy changes, including permitting processes and tax incentives that affect us or our customers’ industries, supply chain issues and technological developments; the effect offederal, local, state, foreign or tax legislation and other regulations affecting the industries we serve and related projects and expenditures; project delays due to permitting processes, compliance with environmental and other regulatoryrequirements and challenges to the granting of project permits, which could cause increased costs and delayed or reduced revenue; the effect on demand for our services of changes in the amount of capital expenditures by our customers due to, amongother things, economic conditions, including potential economic downturns, inflationary issues, the availability and cost of financing, supply chain disruptions, climate-related matters, customer consolidation in the industries we serve and/or theeffects of public health matters; activity in the industries we serve and the impact on the expenditure levels of our customers of, among other items, fluctuations in commodity prices, including for fuel and energy sources, fluctuations in the costof materials, labor, supplies or equipment, and/or supply-related issues that affect availability or cause delays for such items; the outcome of our plans for future operations, growth and services, including business development efforts, backlog,acquisitions and dispositions; risks related to completed or potential acquisitions, including our ability to integrate acquired businesses within expected timeframes, including their business operations, internal controls and/or systems, which maybe found to have material weaknesses, and our ability to achieve the revenue, cost savings and earnings levels from such acquisitions at or above the levels projected, as well as the risk of potential asset impairment charges and write-downs ofgoodwill; our ability to manage projects effectively and in accordance with our estimates, as well as our ability to accurately estimate the costs associated with our fixed price and other contracts, including any material changes in estimates forcompletion of projects and estimates of the recoverability of change orders; our ability to attract and retain qualified personnel, key management and skilled employees, including from acquired businesses, our ability to enforce any noncompetitionagreements, and our ability to maintain a workforce based upon current and anticipated workloads; any material changes in estimates for legal costs or case settlements or adverse determinations on any claim, lawsuit or proceeding; the adequacy ofour insurance, legal and other reserves; the timing and extent of fluctuations in operational, geographic and weather factors, including from climate-related events, that affect our customers, projects and the industries in which we operate; thehighly competitive nature of our industry and the ability of our customers, including our largest customers, to terminate or reduce the amount of work, or in some cases, the prices paid for services, on short or no notice under our contracts, and/orcustomer disputes related to our performance of services and the resolution of unapproved change orders; the effect of state and federal regulatory initiatives, including risks related to the costs of compliance with existing and potential futureenvironmental, social and governance requirements, including with respect to climate-related matters; requirements of and restrictions imposed by our credit facility, term loans, senior notes and any future loans or securities; systems andinformation technology interruptions and/or data security breaches that could adversely affect our ability to operate, our operating results, our data security or our reputation, or other cybersecurity-related matters; our dependence on a limitednumber of customers and our ability to replace non-recurring projects with new projects; risks associated with potential environmental issues and other hazards from our operations; disputes with, or failuresof, our subcontractors to deliver agreed-upon supplies or services in a timely fashion, and the risk of being required to pay our subcontractors even if our customers do not pay us; risks related to our strategic arrangements, including our equityinvestments; risks associated with volatility of our stock price or any dilution or stock price volatility that shareholders may experience, including as a result of shares we may issue as purchase consideration in connection with acquisitions, oras a result of other stock issuances; our ability to obtain performance and surety bonds; risks associated with operating in or expanding into additional international markets, including risks from fluctuations in foreign currencies, foreign laborand general business conditions and risks from failure to comply with laws applicable to our foreign activities and/or governmental policy uncertainty; risks related to our operations that employ a unionized workforce, including labor availability,productivity and relations, risks related to a small number of our existing shareholders having the ability to influence major corporate decisions, as well as risks associated with multiemployer union pension plans, including underfunding andwithdrawal liabilities; risks associated with our internal controls over financial reporting, as well as other risks detailed in our filings with the Securities and Exchange Commission. We believe these forward-looking statements are reasonable;however, you should not place undue reliance on any forward-looking statements, which are based on current expectations. Furthermore, forward-looking statements speak only as of the date they are made. If any of these risks or uncertaintiesmaterialize, or if any of our underlying assumptions are incorrect, our actual results may differ significantly from the results that we express in, or imply by, any of our forward-looking statements. These and other risks are detailed in ourfilings with the Securities and Exchange Commission. We do not undertake any obligation to publicly update or revise these forward-looking statements after the date of this press release to reflect future events or circumstances, except as requiredby applicable law. We qualify any and all of our forward-looking statements by these cautionary factors.