Thank you for standing by. My name is Carly and I will be your conference operator today. At this time, I would like to welcome everyone to the NPK International 4th Quarter 2025 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star followed by the number 1 on your telephone keypad. If you would like to withdraw your question, press star 1 again. Thank you. I would now like to turn the call over to Greg Piontek, Chief Financial Officer. Please go ahead.

Thank you, Operator. I'd like to welcome everyone to the NPK International fourth class. Joining me today is Matthew Lanigan, our President and Chief Executive Officer. Before handing over to Matthew, I'd like to highlight that today's discussion contains forward-looking statements regarding future business and financial expectations. Actual results may differ significantly from those projected in today's forward-looking statements due to various risks and uncertainties, including the risks described in our periodic reports filed with the SEC. Except as required by law, we undertake no obligation to update our forward-looking statements. Our comments on today's call may also include certain non-GAAP financial measures. Additional details and reconciliation to the most directly comparable GAAP financial measures are included in our quarterly earnings release, which can be found on our corporate website. There will be a replay of today's call, and it will be available by webcast within the Investor Relations section of our website at NPKI. Please note that the information disclosed on today's call is current as of February 26, 2026. At the conclusion of our prepared remarks, we will open the line for questions. And with that, I'd like to turn the call over to our President and CEO, Matthew Lanigan.

Matthew Lanigan Thanks, Greg, and welcome to everyone joining us on today's call. We are very pleased with our strong fourth quarter performance, which reflects a record finish to 2025 and continues to highlight the merits of our long-term growth strategy. Total revenues for the fourth quarter increased 9% sequentially and 31% year-over-year, benefiting from sustained strength in rental fleet utilization including the impacts of multiple large product sales demand also remain robust contributing 25 million dollars to for the elevator utilization and our strong execution delivered a solid improvement in profitability resulting in a fourth quarter adjusted EBITDA of 22 million dollars representing a 41 percent sequential and 27 percent year-over-year improvement our strong Q4 results are a direct reflection of our commitment to our key strategic priorities as I reflect on our 2025 performance, I wanted to take a moment to highlight our achievements against each of the initiatives we laid out one year ago. Entering 2025, our highest priority was to accelerate organic rental growth, which we believe represents the stickiest and highest long-term driver of returns. For the full year 2025, we delivered $124 million in rental revenues, representing a 39% year-over-year growth, of which 37% was from organic growth and 2% was from our November acquisition of Grassform. To support our rental growth, we invested a net $37 million, expanding our Jura-based fleet by 16% in the year. With the impact of roughly 20,000 composite mats added through the Grassform acquisition, we ended the year with approximately 215,000 composite mats in addition to the strong rental growth, product sales grew by 30% year-over-year, reflecting continued robust demand for our industry-leading composite matting solutions in total we delivered $277 million of revenue for the year up 27 percent year-over-year while also expanding our gross margin by nearly a hundred basis points to 36 point standing adjusted EBITDA margin by more than 200 basis points to 27.3 percent as highlighted last quarter a key component of our organic growth strategy is a continued focus on manufacturing capacity expansion which accelerated in the second half of the year our total production volumes for 2025 increased by more than 15% year-over-year as we transitioned to 24-7 production and implemented manufacturing process modifications to it with the full-year benefit of these changes in 2026 we believe we have sufficient production capacity to meet our near-term growth needs looking longer term our team is wrapping up the evaluation of manufacturing expansion options that aim to bring additional capacity online in the first half of 2027 and we'll provide more details on this in our first quarter earnings call our second priority coming into 2025 was the focused pursuit of strategic inorganic growth throughout the year we actively evaluated several opportunities assessing each for strategic and cultural alignment as well as their ability to meet our required economic returns we were very pleased to complete the acquisition of grass-formed plant higher in November which strengthens our capabilities and enhances our scale positioning us as a top-tier worksite access provider in the UK market we welcome the talented grass-form teams in NPK and look forward to seeing our combined UK team deliver for our customers in this growing market our third priority for 2025 was the pursuit of operational efficiency over the past year we completed our required transitional support services for the divestive fluids business while simultaneously advancing a major ERP conversion project I'm pleased to highlight that we have now successfully rolled out the new ERP system to all legacy operations as with any ERP system conversion this was a major undertaking impacting nearly every process and we appreciate all the hard work from a dedicated team and are very pleased with the results today as the organization adapts to the new and expand the enabled efficiencies it creates the ERP system is yet another significant milestone in our efforts to streamline our overhead costs and SG&A profile. Our fourth and final priority for 2025 was to enhance our return on invested capital. As a result of the operating leverage that our growth in profitability drives through our asset base, combined with our focused balance sheet management, I'm very pleased to highlight that we delivered an after-tax return on net assets of 11% in 2025, a substantial year-over-year improvement. We also We also executed meaningfully on our return of capital program, repurchasing 4% in 2025 at an average price of $6.70 per share and exited the year with 2 million fewer shares outstanding versus the prior year. Overall, our team achieved all our stated objectives, with the strong execution culminating in 38% year-over-year improvement in adjusted EBITDA and an 83% year-over-year improvement in adjusted EPS. We're extremely proud of our success during 2025 and look forward to carrying this momentum into 26. And with that, I'll turn the call over to Greg for his prepared remarks.

I'll begin with a more detailed discussion of our fourth quarter and full year 2025 results, then provide an update on our outlook and capital allocation priorities for 2020. As Matthew touched on, with the benefit of several large-scale projects that mobilized late in the third quarter, combined with continued strength in demand across both rental and sales, fourth quarter revenues came in above our expectations. Total rental and service revenues were $50 million in the fourth quarter, achieving another all-time quarterly high with rental revenues improving 18% sequentially and 35% year-over-year, while associated service revenues were flat sequentially and declined 7% year-over-year. The recently completed grass-form acquisition contributed $2 million of rental and service revenues in the fourth quarter. Product sales activity also remained robust, benefiting from strong year-end demand from utility companies, generating $25 million of revenues in the fourth quarter, improving 4% sequentially and 62% from the fourth quarter of last year. For the full year 2025, rental and service revenues increased 26% year-over-year, while revenues from product sales increased 30%, both primarily driven by significant demand growth in the power transmission sector. More than two-thirds of our 2025 revenues was derived from the power transmission sector, including roughly 60% of rental and services and the vast majority of product sales. It's also worth noting that more than 80% of our 2025 product sales revenues were derived from utility companies, as they continue to recognize the value of the DuraBase product within their own MANT fleets. Turning to gross profit, the fourth quarter rebounded nicely with gross margin improving to 37.7%, a meaningful improvement from 31.9% in the third quarter, but modestly lower than the exceptionally strong 39.2% gross margin generated in the fourth quarter. The sequential gross margin improvement reflects the operating leverage benefits from the higher revenues and manufacturing volume, in addition to the roughly $1.7 million of costs related to fleet transportation and other charges incurred. The modest year-over-year decline primarily reflects the continuing impact of the elevated cross-rental costs discussed in previous quarters. Fourth quarter SG&A expenses totaled $15.4 million, which includes $1.8 million of acquisition-related transaction costs and severance, as highlighted in yesterday's press release. along with $400,000 associated with the GRASP. The remaining $13.2 million of SG&A expense was relatively in line with expectations and the prior quarter, as the fourth quarter was again impacted by elevated costs associated with performance-based incentives, primarily tied to 2025 performance targets. Income tax expense was $1.7 million in the fourth quarter, which is net of a $1.5 million benefit associated with the release of valuation allowances on various state net attributable to increased profitability for excluding this benefit our fourth quarter effective tax rate was 26 percent and full year 2025 adjusted effective tax rate was 28 percent adjusted EPS from continuing operations was 13 cents per diluted share in the fourth quarter meaningfully improving from seven cents per share in the third quarter and eight cents per share in the fourth quarter. Turning to cash flows, operating activities generated $18 million of cash in the fourth quarter, including $21 million from net income adjusted for non-cash expenses, partially offset by $3 million of cash used by a net increase in working capital. Net CapEx used $12 million, which includes $11 million of net investments into this fleet expansion. Looking at the full year 2025 cash flows, we generated a total of $73 million of cash from operating activities, along with $17 million of additional proceeds from the fluids divestiture, using $42 million for the grass form acquisition and $43 million to fund net capital expenditures that enabled us to expand our composite mat rental fleet by approximately 16% from the end of 2024, before, while also using $20 million to repurchase 3 million shares. We ended the year with total debt of $17 million and total cash of $5 million for a net debt position of $12 million. Additionally, we have $139 million of availability under our bank facility, providing us with ample financial flexibility to continue executing on our strategic growth objectives. Now turning to our business outlook. As disclosed in yesterday's press release, our customers remain highly constructive on the near-term and longer-term outlook for utilities and critical infrastructure spending. For the full year 2026, we anticipate total revenues of $305 to $325 million, and adjusted EBITDA of $88 to $100 million. The midpoint of our range reflects 14% revenue growth and 25% adjusted EBITDA growth over 2025. 5. Breaking our revenue expectation down, we anticipate the substantial majority of our revenue growth in 2026 to be driven by rentals and associated services. As for product sales, we remain very encouraged by the robust activity, which has provided a strong and relatively stable revenue stream over the past several quarters. As we look to 2026, while the outlook for demand and remains robust in light of the project-centric nature and other factors that influence customer CapEx timing. Our planning assumption is for product sales to remain relatively flat in 2020. In support of our anticipated rental growth, we expect to invest net CapEx of 45 to $55 million in 2026, including approximately 35 to $45 million targeted for rental fleet expansion. This level of investment is expected to grow our DuraBase rental fleet by a low to mid-teens percentage, supporting our organic growth and also displacing a portion of cross-rent assets currently deployed on projects. I'd also like to note that this CapEx range excludes investments in our planned manufacturing expansion, for which we plan to provide further details in our Q1 call, as Matthew mentioned earlier. As for the near-term outlook, we expect to deliver roughly 20 percent year-over-year growth in rental and service revenues in Q1, which includes the benefit of a double-digit organic growth combined with the effect of the grass form acquisition. On the product sale side, we expect Q1 revenues will be fairly in line with prior Q1 levels. Q1 gross margin is expected to remain above the mid-30s mark, likely in line with the full year 2025 result. In terms of SG&A, we expect to see a reduction in personnel expense in Q1, primarily reflecting the reset of annual performance-based incentives for 2026, along with the impact of our SG&A streamlining efforts. These reductions will be somewhat offset by the SG&A costs associated with the grass form acquisition, which we expect will keep SG&A near the $13 million quarterly level in the near term as we close in on our mid-teens percentage of revenue SG&A target. In terms of taxes, we expect our effective tax rate to remain in the mid to upper 20s in 2026. We entered the year with roughly $40 million of NOLs and other tax credit carry forwards, which, when combined with the accelerated deductions for capital investments, are expected to significantly limit our cash tax obligations for the next several years. As it relates to our capital allocation strategy, we continue to prioritize investments in the growth of our rental fleet, our planned manufacturing expansion, as well as strategic acquisitions, while also remaining committed to returning a portion of free cash flow generation to shareholders through a programmatic and opportunistic share repurchase program. And with that, I'd like to turn the call back over to Matthew for his concluding remarks.

With a very successful 2025 in the rear view mirror and our strategy substantially unchanged, our focus now shifts to fine tuning the key priorities we need to execute to achieve our growth targets in 2026 and beyond. Our primary focus continues to be the scale up of our rental platform, which generates the highest long term returns for our business. Our strategy includes a combination of geographic expansion and market share growth within our currently served U.S. and U.K. markets. We remain confident that the strong momentum in these markets will support our continued fleet and operational expansion. Our view is supported by our robust commercial pipeline entering 2026, with quota volumes approximately 30% higher than the end of 2024. The majority of our quoting increase is comprised of targeted growth territories and strategic customers as we seek to expand our geographic reach and diversify our customer base. While award timings and project start times are tricky to lock down within a given quarter, we feel encouraged with what we are seeing in 2026 activity levels. To support our growth, we remain committed to expanding our dura base composite MAT rental fleet, which we expect to grow by a low to mid-teens percentage in 2026. As I touched on earlier, we will provide further details on our manufacturing capacity expansion project on our first quarter call and are very encouraged by the team's progress in this area with respect to both. Our second focus area remains on driving organisational efficiencies across the business. The completion of the rollout of our new ERP system in early 2026 concludes the key structural steps of our multi-year streamlining of our overhead structure and our focus now shifts to leveraging the new system to drive further improvements in our business processes as we approach our mid-teens SG&A as a percentage of revenue target. And our final priority is the allocation of capital beyond our organic requirements. With a strong balance sheet and a disciplined approach, we remain committed to our sharing purchase program while also continuing to evaluate core strategic inorganic opportunities that increase our market coverage, value and relevance to customers in key critical ways. We are very pleased with the Q4 acquisition of Grasform in the UK, which clearly demonstrates our approach to acquisitions with a disciplined view on growth potential, value. Now three months post the acquisition, the integration is proceeding smoothly as our teams work through the internal and commercial processes to leverage our combined capabilities and strengthen our position and execution within the UK market. We continue to believe that like the US, the UK is in the early stages of a multi-year period of increasing investment in critical infrastructure and our growing scale and capabilities in that market will support our long-term growth with robust market outlooks in our serve geographies a clear strategic focus and a pristine balance sheet we are optimistic that 2026 will be another strong year of growth for our company our guidance for the year reflects our commitment to investing and growing our rental and service businesses and continuing to lead the market conversion to longer life fully recyclable composite manning solutions which we believe provide superior economic returns to income in

closing I want to thank our shareholders for their ongoing support our employees for the dedication to the business including their commitment to safety and compliance and our customers for their ongoing partnership and with that we'll open the call for questions at this time I would like to remind everyone in order to ask a question press star followed by the number one on your telephone keypad we ask that you limit your questions to one question and one follow-up we'll pause for just a moment to compile the Q&A roster your first question comes from Aaron spatula with Craig Hallam yeah good morning Matthew and Greg thanks for taking the questions you know first for me can you just kind

of talk about the visibility you have into the guidance you know low to mid teens growth and rental and service kind of square that with the the 30% growth and the pipeline, you know, you kind of talked about, you know, just kind of timing and start times and things like that, but just, you know, visibility into that, and then how much is incorporated for graphs form in that as well?

Yeah, I'll start, Aaron. You know, when you look at the pipeline growth 30%, I think if I break that down, about two thirds of that, I'd say just maybe just above a third of that in new territories that we've been focusing on. So what you're naturally going to see as you're breaking into territories, you'd expect those conversion rates to be a little lower as you prove yourself out, and that's why you're kind of getting that discount year plays out, we'll continue to update that in time, and that's what's driving it. I was going to say, I think as it pertains to your question in the UK, I think that similar growth rates on the R&S side are what we're anticipating in that market as well.

Yeah, I mean, if you look at what we had published when we announced on a TTM basis, and that really just kind of goes into the baseline and gets that double-digit growth expectation on the combined business as well. And the other thing that I was going to add is just highlighting that, you know, we had talked last quarter about the successes we've had, particularly with one of the large utilities here in 2025. And to Matthew's point, as we move into 2026, replicating that success with others and diversifying it.

Understood. Thanks for the color there. And then on the EBIT guidance, you know, implies, you know, a good step up in margins as we think about 2026. Can you talk about some of the drivers behind that, you know, some maybe puts and takes with some of the cross rent and just how you're thinking about that as new capacity comes on, you know, more into 2027?

Yeah, I think, you know, cross rent we don't see being a major change year over year. We expect that we'll continue to have a fairly healthy level of cross rents in the mix. Ultimately, you have some flexibility on your investments because if you don't have the growth rate, well, then you're just displacing cross rents and you're getting the EBITDA I mean, if you take a step back and look at the EBITDA growth year over year, it's really just what that top line carries in terms of that incremental margin on the R&S side. And then you also have that pullback on the SG&A line. You know, we know we've been carrying the elevated incentives in 2025. You have a reset here in Q1 of 26. So you have, you know, probably roughly $3 million on the SG&A.

All right. Thanks for taking the questions. I'll turn it over. Thanks, John.

Your next question is from Liam Burke with B. Riley Securities.

Thank you. Good morning, Matthew. Good morning, Greg. Your capex is predominantly growth capex. Is there anything that changes the return dynamics on the mats, or could we expect the same type of ROIC, incremental ROIC, that we saw this year on the rental fleet?

I think it's fair to assume it would be the same as last year, Lynn.

Yeah, and, you know, based on the guide that we provided, you see the profile of our CapEx in 26 looks a lot like 2025.

Yeah, it does look like a rewind, and that's a good thing. Greg, with the buyback, there's more of a balance here and looking at return. With the investment in the rental fleet, is there any change in your view of buybacks?

I don't think there's really any change in it. And I think, you know, from our perspective, it's always looking at your longer-term capital needs. We've talked about you're thoughtful to what inorganic opportunities are out there. We have the other project in play here that Matthew touched on in terms of the manufacturing expansion. So you're looking at your capital needs. But then beyond that, it's always, okay, any excess that you have beyond what your foreseeable needs are, then that play. So really no change in philosophy there. And then I think 2025 really illustrated kind of how we view it. You know, I made the comment, programmatic opportunistic. You know, it's a programmatic approach that you take, but it's structured in such a way where you're particularly moving when there appears to be a dislocation in markets.

Great. Thank you, Matthew. Thank you, Greg.

Your next question comes from Min Cho with Texas Capital Securities. Great.

Thank you for taking my questions. The first question is, given the growing demand, does your 2026 guidance contemplate any price increases, or is it all just growth from increased fleet and utilization?

Yeah, I mean, I think what we're seeing is early stages of some improvement in pricing in the market now. I think that would be expected when you look at the need for capacity expansion. So, there is an element of that in there, which is obviously encouraging to see. Yeah, I would say overall in the guide, it's really more so about volume growth.

The pricing is a relatively minor contributor to our expectation of 26.

Okay. And also, how should we think about seasonality and quarterly phasing of revenue and EBITDA in 26, especially given kind of utility project timing and the brass form integration?

Yeah, look, I think at this point we still anticipate Q3 and some activities to – I think we get some activities in the UK, but obviously with the bulk of the density of our work being here in the U.S., you should expect to see that side. You will see a dampening, I expect, with the UK, but largely following the same trends as historical.

Yeah, and I kind of go back to our, you know, historical perspective that we have always maintained it's easier to call the business on a year than it is on a quarter due to the fact that you've always got you know strong quarter softer quarters within and it's it's really project timings and it's really tough to call those project timings but you know you know as we start here Q1 I would say the way the year is starting out feels a lot like the pattern that we saw in you know 12 months ago where it started out you know on the soft side coming out of the holidays naturally and then picking up steam so great thank you your next question comes from Samir Joshi with HC Wainwright good morning

Matthew great thanks for taking my questions this UK acquisition I think I heard you mentioned contributed around two million dollars for the quarter and that I'm supposing it is in the month of December. Should we annualize that from the high teens that you had said and be over 20 million for next year, for 2026? I mean, yeah.

Yeah, I mean, I will say from our perspective, it's – I mean, it's – we don't get that fine with it quite honestly. As we look at the business, we roll that in. Like I said, that baseline, what that business was on a TTM basis, You know, that goes into our base that we expect double-digit growth off of, and so it just rolls into that with the overall U.K. business.

Understood. So in that light, it seems that the revenue guidance broad range, the lower end of that range seems pretty conservative relative to the acquisition and just organic growth from your pipeline that you're already seeing.

Yeah, that's a fair point. And I think the one thing to highlight there in terms of that broad range is your biggest wild card is the product sale side. And it kind of goes back to my commentary there about the project-centric nature of it. So that's where the revenue guide is a little bit wider.

And then I think not to mention the strategic objectives, priorities for this year, and included capacity expansion as number one and then allocation of capital in terms of share repurchase or others as a third. Should we expect that focus will be on that manufacturing plant rather than any other initiatives?

Yeah, I think Greg sums it up in his previous answer. There's a hierarchy that we need. We've got to go through what capital we need to spend to support the growth of the business. That'll be fleet expansion. That'll be any inorganic opportunities that we see that are accretive. Beyond that, if we have the surplus cash, that's when we'll look to the buybacks, Samir. So I think the way Greg laid it out is exactly how we think about it on an ongoing basis.

Great. Thanks a lot and good luck.

Thank you.

Your next question comes from Jerry Sweeney with Roth Capital Markets.

Good morning, Matthew and Greg. Thanks for taking my call. You know, looking at, obviously, there's a lot of demand, but you also have capacity constraints on the demand side. Are you looking to maybe de-emphasize product sales in favor of driving more rentals?

We don't need to, Jerry, I think is the answer I give you there. You said capacity-constrained, I don't think we're capacity-constrained at this point. Our planning basis for 26 says we have everything we need to achieve our plan. So we feel pretty good about that. I think strategically, at the margin, you would prefer, Matt, to go into your rental fleet than to be sold. That decision, and we don't timing on a capacity expansion. We'll work nicely into that. So, can't show it. And then – yeah, sorry, go ahead, go ahead, I think.

Yeah, I was going to say our focus has always been really driving that rental side and the product sale side, you know, it's going to happen based on the market's adoption. Now, what I will say here is when we look at 2020 of our sales, you're just seeing that continued adoption by the end user. We see that as a good thing for the overall business.

Gotcha. And then I know you've been looking to push longer rental terms. You know, where does that stand and is there still an opportunity for that? You know, obviously you get less turnover, maybe lower margins but less turnover. But, you know, just better longer term utilization. Just wondering if there's some upside there as well.

Yeah, I think good news on that front, Jerry, you know, we've still got room to evolve there. but certainly as we close the year, progress there, we're moving in the right direction. So I think that's a part of the strategy that's working well. Gotcha. Thanks, guys. Thanks, Jeff.

Your final question comes from Bill Dizzelman with Titan Capital.

Thank you. Would you please discuss the options that you were considering for your manufacturing expansion?

Yeah, Bill, I'm probably not going to get into a ton of detail around the specifics of the options, but I think, you know, we touched on it in the previous call. You've got a balance of location and technology, and I think as you go through the various permutations and combinations that that presents you, that's where we wanted to be thoughtful on that. So, you know, more to come on that in Q1. I think that'll be a more appropriate time to jump into a lot of detail on that.

All right, I'll try to be patient and would you, I'd like to explore the guidance relative to the quote level. So you'd mentioned that your quotes include a disproportionate amount of territory expansion quotes. What's been your historic win rate as you try to enter new markets versus existing markets? And then with – actually, I'll just pause there.

Yeah, I mean, specifics are going to vary market to market, but I think it's fair to say, you know, it can take a while to build that up. We've signaled that can scale growth in these markets, and I think everything's very consistent with what we're seeing there. I will just say it wasn't – the proportions, maybe I wasn't clear. Two-thirds of what we're seeing is really in our strategic customers, and a third is really coming from those developing territories built.

I had that backwards. And so relative to your historic win rate, presumably the industry at large is more aware and interested in conversion to composite mats than they maybe would have been historically. And presumably, you all are more of a known quantity than you would have been historically. So that having been said, does that improve the probability that your quote rate, rate, pardon me, your quote, conversion rate, will increase versus that historic sub-50% that you just referenced?

Look, I think I'd maybe put it another way. I don't know that I can give an accurate comment on that. Obviously, the more well-known you are, the more confidence your customers have in your ability to provide what they need, so that should be reflected in your win rates. What we are seeing as we mature some of our historical new territories is those growth rates are conforming more to our longer-term relationship type profile, so it's a truism that the longer you're in the market, the more you prove yourself, the more you deliver exactly what the customer needs, that will reflect in conversions. The actual ratio that's going to play through this year, Bill, we kind of – we did our best to impute that into our guide.

All right. Thank you. Thank you. Congratulations on a good quarter. Thank you, Bill.

There are no further questions at this time. I'll now turn the call back over to Greg for any closing remarks.

Thanks for joining us on the call today. And should you have any questions or requests, please reach out to us using our email of investors at NNN. We look forward to hosting you again on our next quarterly call.

Ladies and gentlemen, that concludes today's conference call. Thank you for participating. You may now disconnect.