TEAM INC 10-Q

ITEM 1. FINANCIAL STATEMENTS TEAM, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) March 31, 2025 December 31, 2024 ASSETS (unaudited) Current assets: Cash and cash equivalents $ 16,803 $ 35,545 Accounts receivable, net of allowance of $ 3,039 and $ 3,271 respectively 179,357 172,645 Inventory 39,615 37,874 Income tax receivable 488 396 Prepaid expenses and other current assets 56,100 58,643 Total current assets 292,363 305,103 Property, plant and equipment, net 110,945 112,835 Intangible assets, net 47,147 50,243 Operating lease right-of-use assets 42,016 40,407 Defined benefit pension asset 5,071 4,768 Other assets, net 15,559 13,427 Deferred tax asset 2,113 1,582 Total assets $ 515,214 $ 528,365 LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT) Current liabilities: Current portion of long-term debt and finance lease obligations $ 3,811 $ 6,485 Current portion of operating lease obligations 14,826 14,790 Accounts payable 34,358 42,091 Other accrued liabilities 97,246 105,228 Income tax payable 2,887 2,654 Total current liabilities 153,128 171,248 Long-term debt and finance lease obligations 349,813 318,626 Operating lease obligations 30,096 28,631 Deferred tax liabilities 4,981 4,965 Other long-term liabilities 3,163 3,157 Total liabilities 541,181 526,627 Commitments and contingencies Shareholders’ equity (deficit): Preferred stock, 500,000 shares authorized, none issued — — Common stock, par value $ 0.30 per share, 12,000,000 shares authorized; 4,493,391 and 4,493,338 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively 1,348 1,348 Additional paid-in capital 460,133 460,186 Accumulated deficit ( 445,385 ) ( 415,667 ) Accumulated other comprehensive loss ( 42,063 ) ( 44,129 ) Total shareholders’ equity (deficit) ( 25,967 ) 1,738 Total liabilities and shareholders’ equity (deficit) $ 515,214 $ 528,365 See accompanying notes to unaudited condensed consolidated financial statements. 2 Table of Contents TEAM, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) (Unaudited) Three Months Ended March 31, 2025 2024 Revenues $ 198,655 $ 199,600 Operating expenses 151,389 150,869 Gross margin 47,266 48,731 Selling, general and administrative expenses 53,269 55,117 Operating loss ( 6,003 ) ( 6,386 ) Interest expense, net ( 11,436 ) ( 12,098 ) Loss on debt extinguishment ( 11,853 ) — Other income (expense), net ( 204 ) 1,362 Loss before income taxes ( 29,496 ) ( 17,122 ) Provision for income taxes ( 222 ) ( 73 ) Net loss $ ( 29,718 ) $ ( 17,195 ) Loss per common share: Basic and diluted $ ( 6.61 ) $ ( 3.89 ) Weighted-average number of shares outstanding: Basic and diluted 4,493 4,415 See accompanying notes to unaudited condensed consolidated financial statements. 3 Table of Contents TEAM, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (in thousands) (Unaudited) Three Months Ended March 31, 2025 2024 Net loss $ ( 29,718 ) $ ( 17,195 ) Other comprehensive income (loss) before tax: Foreign currency translation adjustment 2,015 ( 2,862 ) Defined benefit pension plans: Amortization of prior service cost 8 8 Amortization of net actuarial loss 87 79 Other comprehensive income (loss), before tax 2,110 ( 2,775 ) Tax provision attributable to other comprehensive income (loss) ( 44 ) — Other comprehensive income (loss), net of tax 2,066 ( 2,775 ) Total comprehensive loss $ ( 27,652 ) $ ( 19,970 ) See accompanying notes to unaudited condensed consolidated financial statements. 4 Table of Contents TEAM, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIT) (in thousands) (Unaudited) Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Shareholders’Equity (Deficit) Shares Amount Balance at December 31, 2024 4,493 $ 1,348 $ 460,186 $ ( 415,667 ) $ ( 44,129 ) $ 1,738 Net loss — — — ( 29,718 ) — ( 29,718 ) Foreign currency translation adjustment, net of tax — — — — 1,971 1,971 Defined benefit pension plans, net of tax — — — — 95 95 Non-cash compensation — — ( 53 ) — — ( 53 ) Balance at March 31, 2025 4,493 $ 1,348 $ 460,133 $ ( 445,385 ) $ ( 42,063 ) $ ( 25,967 ) Balance at December 31, 2023 4,415 $ 1,315 $ 458,614 $ ( 377,401 ) $ ( 36,932 ) $ 45,596 Net loss — — — ( 17,195 ) — ( 17,195 ) Net settlement of vested stock awards — 10 ( 10 ) — — — Foreign currency translation adjustment, net of tax — — — — ( 2,862 ) ( 2,862 ) Defined benefit pension plans, net of tax — — — — 87 87 Non-cash compensation — — 665 — — 665 Balance at March 31, 2024 4,415 $ 1,325 $ 459,269 $ ( 394,596 ) $ ( 39,707 ) $ 26,291 See accompanying notes to unaudited condensed consolidated financial statements. 5 Table of Contents TEAM, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited) Three Months Ended March 31, 2025 2024 Cash flows from operating activities: Net loss $ ( 29,718 ) $ ( 17,195 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation and amortization 8,402 9,640 Write-off of software cost 45 — Loss on debt extinguishment 11,853 — Amortization of debt issuance costs, debt discounts, and deferred financing costs 1,389 1,975 Paid-in-kind (“PIK”) interest 3,261 3,122 Allowance for credit losses 182 40 Foreign currency loss (gain) 205 ( 1,239 ) Deferred income taxes ( 491 ) ( 626 ) Loss on asset disposal — 5 Non-cash compensation costs (credit) ( 53 ) 665 Other, net ( 8 ) ( 204 ) Changes in operating assets and liabilities: Accounts receivable ( 5,758 ) 5,352 Inventory ( 1,367 ) 10 Prepaid expenses and other assets 127 2,856 Accounts payable ( 8,877 ) 340 Other accrued liabilities ( 7,980 ) ( 3,527 ) Income taxes 127 672 Net cash provided by (used in) operating activities ( 28,661 ) 1,886 Cash flows from investing activities: Capital expenditures ( 1,406 ) ( 3,016 ) Net cash used in investing activities ( 1,406 ) ( 3,016 ) Cash flows from financing activities: Borrowings under Revolving Credit Loans 13,000 — Payments under Revolving Credit Loans ( 5,018 ) ( 9,909 ) Payments under Corre Delayed Draw Term Loan ( 35,700 ) — Payments under Corre Uptiered Loan ( 55,894 ) — Borrowings under First Lien Term Loan 175,000 — Payments under ME/RE Loans ( 23,427 ) ( 711 ) Payments under Corre Incremental Term Loan ( 48,015 ) ( 356 ) Payments for debt issuance costs ( 8,053 ) ( 1,400 ) Other ( 705 ) 2,542 Net cash provided by (used) in financing activities 11,188 ( 9,834 ) Effect of exchange rate changes on cash 137 ( 273 ) Net decrease in cash and cash equivalents ( 18,742 ) ( 11,237 ) Cash and cash equivalents at beginning of period 35,545 35,427 Cash and cash equivalents at end of period $ 16,803 $ 24,190 See accompanying notes to unaudited condensed consolidated financial statements. 6 Table of Contents TEAM, INC. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of Business. Unless otherwise indicated, the terms “Team,” “the Company,” “we,” “our” and “us” are used in this report to refer to either Team, Inc., to one or more of our consolidated subsidiaries, or to all of them taken as a whole. Our stock is traded on the New York Stock Exchange (the “NYSE”) under the symbol “TISI”. We are a global, leading provider of specialty industrial services offering customers access to a full suite of conventional, specialized, and proprietary mechanical, heat-treating, and inspection services. We deploy conventional to highly specialized inspection, condition assessment, maintenance and repair services that result in greater safety, reliability, and operational efficiency for our customers’ most critical assets. We conduct operations in two segments: Inspection and Heat Treating (“IHT”) and Mechanical Services (“MS”). Through the capabilities and resources in these two segments, we believe that we are uniquely qualified to provide integrated solutions involving: inspection to assess condition; engineering assessment to determine fitness for purpose in the context of industry standards and regulatory codes; and mechanical services to repair, rerate or replace based upon the customer’s election. In addition, we are capable of escalating with the customer’s needs, as dictated by the severity of the damage found and the related operating conditions, from standard services to some of the most advanced services and integrated asset integrity and reliability management solutions available in the industry. We also believe that we are unique in our ability to provide these services in three distinct customer demand profiles: (i) turnaround or project services, (ii) call-out services, and (iii) nested or run-and-maintain services. IHT provides conventional and advanced non-destructive testing services primarily for the process, pipeline and power sectors, pipeline integrity management services, and field heat treating services, as well as associated engineering and condition assessment services. These services can be offered while facilities are running (onstream), during facility turnarounds or during new construction or expansion activities. In addition, IHT provides comprehensive non-destructive testing services and metallurgical and chemical processing services to the aerospace and other industries covering a range of components including finished machined and in-service components. IHT also provides advanced digital imaging including remote digital video imaging. MS provides solutions designed to serve customers’ unique needs during both the operational (onstream) and off-line states of their assets. Our onstream services include our range of standard to custom-engineered leak repair and composite solutions; emissions control and compliance; hot tapping and line stopping; and online valve insertion solutions, which are delivered while assets are in an operational condition, which maximizes customer production time. Asset shutdowns can be planned, such as a turnaround maintenance event, or unplanned, such as those due to component failure or equipment breakdowns. Our specialty maintenance, turnaround and outage services are designed to minimize customer downtime and are primarily delivered while assets are off-line, often through the use of cross-certified technicians, whose multi-craft capabilities deliver the production needed to achieve tight time schedules. These critical services include on-site field machining; bolted-joint integrity; vapor barrier plug testing; and valve management solutions. We market our services to companies in a diverse array of heavy industries which include: • Energy (refining, power, renewables, nuclear, offshore oil and gas, and liquefied natural gas); • Manufacturing and Process (chemical, petrochemical, pulp and paper industries, automotive, and mining); • Midstream (valves, terminals and storage, and pipeline); • Infrastructure (construction and building, roads, dams, amusement parks, bridges, ports, and railways); and • Aerospace and Defense. Recent Refinancing Transactions . On March 12, 2025, we entered into certain debt refinancing transactions with our existing and new lenders (collectively, the “Refinancing Transactions”). Refer to Note 10 - Debt to the unaudited condensed consolidated financial statements for additional details. Compliance with NYSE listing standards. On March 14, 2025, the Company received notice from the NYSE that the Company had regained compliance with the NYSE continued listing standards. Specifically, the Company resolved its prior non-compliance with the quantitative listing standards described in Section 802.01B of the NYSE Listed Company Manual. 7 Table of Contents Basis of presentation. These condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of results for such periods. The results of operations for any interim period are not necessarily indicative of results for the full year. Certain disclosures have been condensed or omitted from the interim financial statements included in this report. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC (“our Annual Report on Form 10-K”). Consolidation. The condensed consolidated financial statements include the accounts of our subsidiaries where we have control over operating and financial policies. All material intercompany accounts and transactions have been eliminated in consolidation. Reclassifications. Certain amounts in prior periods have been reclassified to conform to the current year presentation. Such reclassifications did not have any effect on our financial condition or results of operations as previously reported. Significant Accounting Policies. Our significant accounting policies are disclosed in Note 1 - Summary of Significant Accounting Policies and Practices in our Annual Report on Form 10-K. On an ongoing basis, we evaluate the estimates and assumptions, including among other things, those related to long-lived assets. Since the date of our Annual Report on Form 10-K, there have been no material changes to our significant accounting policies. 2. REVENUE Disaggregation of revenue. Essentially all of our revenues are associated with contracts with customers. A disaggregation of our revenue from customer contracts by geographic region, by reportable operating segment and by service type is presented below: Geographic area (in thousands): Three Months Ended March 31, 2025 (unaudited) United States Canada Other Countries Total Revenue: IHT $ 96,397 $ 7,112 $ 2,706 $ 106,215 MS 60,977 5,095 26,368 92,440 Total $ 157,374 $ 12,207 $ 29,074 $ 198,655 Three Months Ended March 31, 2024 (unaudited) United States Canada Other Countries Total Revenue: IHT $ 88,575 $ 7,721 $ 3,152 $ 99,448 MS 64,302 4,668 31,182 100,152 Total $ 152,877 $ 12,389 $ 34,334 $ 199,600 Revenue by Operating segment and service type (in thousands): Three Months Ended March 31, 2025 (unaudited) Non-Destructive Evaluation and Testing Services Repair and Maintenance Services Heat Treating Other Total Revenue: IHT $ 84,444 $ 1 $ 16,372 $ 5,398 $ 106,215 MS — 91,287 189 964 92,440 Total $ 84,444 $ 91,288 $ 16,561 $ 6,362 $ 198,655 8 Table of Contents Three Months Ended March 31, 2024 (unaudited) Non-Destructive Evaluation and Testing Services Repair and Maintenance Services Heat Treating Other Total Revenue: IHT $ 81,010 $ 145 $ 13,484 $ 4,809 $ 99,448 MS — 98,863 107 1,182 100,152 Total $ 81,010 $ 99,008 $ 13,591 $ 5,991 $ 199,600 For additional information on our reportable operating segments, refer to Note 14 - Segment Disclosures . Remaining performance obligations. As permitted by ASC 606, Revenue from Contracts with Customers , we have elected not to disclose information about remaining performance obligations where (i) the performance obligation is part of a contract that has an original expected duration of one year or less or (ii) when we recognize revenue from the satisfaction of the performance obligation in accordance with the right-to-invoice practical expedient, which permits us to recognize revenue in the amount to which we have a right to invoice the customer if that amount corresponds directly with the value to the customer of our performance completed to date. As most of our contracts with customers are short-term in nature and billed on a time and material basis, there were no material amounts of remaining performance obligations as of March 31, 2025 and December 31, 2024. 3. ACCOUNTS RECEIVABLE A summary of accounts receivable as of March 31, 2025 and December 31, 2024 is as follows (in thousands): March 31, 2025 December 31, 2024 (unaudited) Trade accounts receivable $ 138,580 $ 145,743 Unbilled revenues 43,816 30,173 Allowance for credit losses ( 3,039 ) ( 3,271 ) Total $ 179,357 $ 172,645 The following table shows a rollforward of the allowance for credit losses (in thousands): March 31, 2025 (unaudited) Balance at beginning of period $ 3,271 Provision for expected credit losses 455 Recoveries collected ( 278 ) Write-offs ( 337 ) Foreign exchange effects ( 72 ) Balance at end of period $ 3,039 4. INVENTORY A summary of inventory as of March 31, 2025 and December 31, 2024 is as follows (in thousands): March 31, 2025 December 31, 2024 (unaudited) Raw materials $ 9,845 $ 9,098 Work in progress 2,881 2,267 Finished goods 26,889 26,509 Total $ 39,615 $ 37,874 9 Table of Contents 5. PREPAID AND OTHER CURRENT ASSETS A summary of prepaid expenses and other current assets as of March 31, 2025 and December 31, 2024 is as follows (in thousands): March 31, 2025 December 31, 2024 (unaudited) Insurance receivable $ 39,000 $ 39,000 Prepaid expenses 13,831 15,817 Other current assets 3,269 3,826 Total $ 56,100 $ 58,643 The insurance receivable relates to the receivables from our third-party insurance providers for a legal claim that is recorded in other accrued liabilities, refer to Note 8 - Other Accrued Liabilities . Insurance receivables will be collected from our third-party insurance providers for litigation matters that have been settled, or are pending settlement, and where the deductibles have been satisfied. The prepaid expenses primarily relate to prepaid insurance and other expenses that have been paid in advance of the coverage period. Other current assets include other receivables, software implementation costs, and deferred financing charges. 6. PROPERTY, PLANT AND EQUIPMENT A summary of property, plant and equipment as of March 31, 2025 and December 31, 2024 is as follows (in thousands): March 31, 2025 December 31, 2024 (unaudited) Land $ 4,006 $ 4,006 Buildings and leasehold improvements 61,012 60,642 Machinery and equipment 292,838 289,384 Furniture and fixtures 10,782 10,675 Capitalized ERP system development costs 45,903 45,903 Computers and computer software 19,163 19,067 Automobiles 2,726 2,723 Construction in progress 870 757 Total 437,300 433,157 Accumulated depreciation and amortization ( 326,355 ) ( 320,322 ) Property, plant and equipment, net $ 110,945 $ 112,835 Included in the table above are assets under finance leases of $ 8.3 million and $ 7.7 million as of March 31, 2025 and December 31, 2024, respectively, and related accumulated amortization of $ 3.4 million and $ 3.2 million as of March 31, 2025 and December 31, 2024, respectively. Depreciation expense for the three months ended March 31, 2025 and 2024 was $ 4.7 million and $ 5.3 million, respectively, of which $ 3.1 million and $ 3.6 million, respectively, was included in “Operating expenses” and $ 1.6 million and $ 1.8 million, respectively, was included in “Selling, general and administrative expenses” on our condensed consolidated statements of operations. 10 Table of Contents 7. INTANGIBLE ASSETS A summary of intangible assets as of March 31, 2025 and December 31, 2024 is as follows (in thousands): March 31, 2025 (unaudited) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 162,647 $ ( 116,054 ) $ 46,593 Trade names 19,143 ( 18,800 ) 343 Technology 2,300 ( 2,089 ) 211 Licenses 683 ( 683 ) — Intangible assets $ 184,773 $ ( 137,626 ) $ 47,147 December 31, 2024 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 162,633 $ ( 113,033 ) $ 49,600 Trade names 19,129 ( 18,754 ) 375 Technology 2,300 ( 2,032 ) 268 Licenses 683 ( 683 ) — Intangible assets $ 184,745 $ ( 134,502 ) $ 50,243 Amortization expense of intangible assets for the three months ended March 31, 2025 and 2024 was $ 3.1 million and $ 3.1 million, respectively. Amortization expense of intangible assets is included in “Selling, general and administrative expenses” on our condensed consolidated statements of operations. The weighted-average amortization period for intangible assets subject to amortization was 13.9 years and 13.8 years, respectively as of March 31, 2025 and December 31, 2024. The weighted-average amortization period as of March 31, 2025 and December 31, 2024 is 13.9 years for customer relationships, 13.9 years and 13.8 years, respectively for trade names and 10.0 years for technology. 8. OTHER ACCRUED LIABILITIES A summary of other accrued liabilities as of March 31, 2025 and December 31, 2024 is as follows (in thousands): March 31, 2025 December 31, 2024 (unaudited) Legal and professional accruals $ 44,502 $ 44,285 Payroll and other compensation expenses 39,338 41,692 Insurance accruals 3,461 3,480 Property, sales and other non-income related taxes 3,496 6,379 Accrued interest 2,738 5,516 Volume discount 1,715 1,902 Other accruals 1,996 1,974 Total $ 97,246 $ 105,228 Legal and professional accruals include accruals for legal and professional fees as well as accrued legal claims, refer to Note 13 - Commitments and Contingencies for legal claims information. Certain legal claims are covered by our third-party insurance providers and the related insurance receivable for these claims is recorded in prepaid expenses and other current assets, refer to Note 5 - Prepaid and Other Current Assets. Payroll and other compensation expenses include all payroll related accruals including, among others, accrued vacation, severance, and bonuses. Insurance accruals primarily relate to workers compensation cost. Property, sales and other non-income related taxes include accruals for items such as sales and use tax, 11 Table of Contents property tax, and other related tax accruals. Accrued interest relates to the interest accrued on our long-term debt. Other accruals include various business expense accruals. 9. INCOME TAXES We recorded an income tax provision of $ 0.2 million for the three months ended March 31, 2025, compared to a provision of $ 0.1 million for the three months ended March 31, 2024. The effective tax rate, inclusive of discrete items, was a provision of 0.8 % for the three months ended March 31, 2025, compared to a provision of 0.4 % for the three months ended March 31, 2024. The increase in effective tax rate for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 is due to the mix of pretax income in non-valuation allowance jurisdictions and pretax losses in valuation allowance jurisdictions, along with changes in permanent differences. The impact is a larger increase in income tax expense as compared to pretax income resulting in an increase in effective tax rate. 10. DEBT Recent Refinancing Transactions. On March 12, 2025, we entered into the Refinancing Transactions (described in further detail below) that included the entry into a new First Lien Term Loan Credit Agreement (described below) with the initial proceeds therefrom utilized to repay loans (together with any accrued interest and prepayment premium) outstanding under our 2022 ABL Credit Agreement (defined below) and the Existing A&R Term Loan Agreement (defined below). The completion of the Refinancing Transactions lowered our blended cost of capital, extended our term loan maturities out to 2030 and improved lending covenants. As of March 31, 2025 and December 31, 2024, our total long-term debt and finance lease obligations are summarized as follows (in thousands): March 31, 2025 December 31, 2024 (unaudited) 2022 ABL Credit Agreement $ 85,886 $ 112,671 First Lien Term Loan 1 167,451 — 2025 Second Lien Term Loan 1 93,868 — ME/RE Loans 1 — 22,119 Corre Uptiered Loan 1 — 143,955 Corre Incremental Term Loan 1 — 39,824 Equipment Finance Loan 898 1,399 Total 348,103 319,968 Finance lease obligations 5,521 5,143 Total long-term debt and finance lease obligations 353,624 325,111 Current portion of long-term debt and finance lease obligations ( 3,811 ) ( 6,485 ) Total long-term debt and finance lease obligations, less current portion $ 349,813 $ 318,626 1 Comprised of principal amount outstanding, less unamortized debt issuance costs. See below for additional information. 2022 ABL Credit Facility On March 12, 2025, using a portion of the proceeds from the Initial First Lien Term Loans (defined below), we fully paid off the delayed draw term loan of $ 35.0 million (the “Corre Delayed Draw Term Loan”) originally provided by Corre Partners Management, LLC (“Corre”) and certain of its affiliates, and the ME/RE Loans (described below) of $ 22.3 million provided by Eclipse (defined below) previously outstanding under the 2022 ABL Credit Agreement (as defined below). On March 12, 2025, we entered into Amendment No. 6 (“ABL Amendment No. 6”) to that certain credit agreement dated as of February 11, 2022, with the lender parties thereto and Eclipse Business Capital, LLC, a Delaware limited liability company, as agent (“Eclipse”) (such agreement, as amended by Amendment No.1 dated as of May 6, 2022, Amendment No.2 dated as of November 1, 2022, Amendment No.3 dated as of June 16, 2023 (“ABL Amendment No.3”), Amendment No.4 dated as of March 6, 2024, Amendment No.5 dated as of September 30, 2024 and ABL Amendment No.6, the “2022 ABL Credit Agreement”). ABL Amendment No.6 amended the 2022 ABL Credit Agreement to, among other things, 12 Table of Contents (i) permit the entry of the Company into the First Lien Term Loan Agreement (defined below), the borrowing of the First Lien Term Loans thereunder and the granting of liens with respect thereto; (ii) make conforming changes to align the 2022 ABL Credit Agreement with certain terms of the First Lien Term Loan Agreement and the Second A&R Second Lien Term Loan Agreement (defined below), and (iii) reflect the payoff of the term loan tranches previously outstanding under the 2022 ABL Credit Agreement prior to March 12, 2025 as described above. Available funding commitments to us under the 2022 ABL Credit Agreement, subject to certain conditions, include a revolving credit line in an amount of up to $ 130.0 million to be provided by certain affiliates of Eclipse, with a $ 35.0 million sublimit for swingline borrowings, and a $ 26.0 million sublimit for issuances of letters of credit (the “Revolving Credit Loans”). The terms of the Revolving Credit Loans are described in the table below (dollar amounts are presented in thousands): Maturity date 9/30/2027 Interest rate SOFR + applicable margin (base + applicable margin) Actual interest rate: 3/31/2025 8.69 % 3/31/2024 10.09 % Interest payments monthly Cash paid for interest YTD 3/31/2025 $ 1,761 YTD 3/31/2024 $ 2,000 Principal balance 3/31/2025 $ 85,886 12/31/2024 $ 77,905 Unamortized balance of deferred financing cost 3/31/2025 $ 1,026 12/31/2024 $ 693 Available amount at 3/31/2025 $ 6,273 As of December 31, 2024, the Corre Delayed Draw Term Loan had a net carrying balance of $ 34.8 million, which consisted of the principal balance of $ 35.0 million less the unamortized balance of debt issuance cost of $ 0.2 million. The actual interest rate at March 31, 2024 was 15.44 % and cash paid for interest was $ 1.4 million during the quarters ended March 31, 2025 and 2024. The 2022 ABL Credit Agreement contains customary conditions to borrowings and covenants, as described in the 2022 ABL Credit Agreement. As of March 31, 2025, we are in compliance with the covenants. As of March 31, 2025, $ 9.4 million in letters of credit were issued under the 2022 ABL Credit Agreement. Such amounts remain undrawn and are off-balance sheet. ME/RE Loans On March 12, 2025, using a portion of the proceeds from the Initial First Lien Term Loans (defined below), we fully paid off the ME/RE Loans of $ 22.3 million provided to us pursuant to ABL Amendment No.3. ME/RE Loans were secured by a first priority lien and mortgage on certain real estate and machinery and equipment of the Company. As of December 31, 2024, the ME/RE Loans had net carrying balance of $ 22.1 million, which consisted of the principal balance of $ 23.0 million less the unamortized balance of debt issuance cost of $ 0.9 million. The actual and effective interest rates at March 31, 2024 were 11.19 % and 17.38 %, respectively. Cash paid for interest during the quarters ended March 31, 2025 and 2024 was $ 0.6 million and $ 0.7 million, respectively. First Lien Term Loan Agreement 13 Table of Contents On March 12, 2025, we entered into a First Lien Term Loan Credit Agreement (the “First Lien Term Loan Agreement”) with the lenders party thereto and HPS Investment Partners, LLC. Available funding commitments include a $ 225.0 million senior secured first lien term loan (the “First Lien Term Loan”) consisting of a $ 175.0 million initial term loan tranche (the “Initial First Lien Term Loans”) and a $ 50.0 million delayed draw term loan tranche (the “First Lien Delayed Draw Term Loans”), which is available to be drawn from March 12, 2025 to June 30, 2027, subject to satisfying certain conditions, including pro forma compliance with a First Lien Net Leverage Ratio (as defined in the First Lien Term Loan Agreement) of 3.75 to 1.00 and Liquidity (as defined in the First Lien Term Loan Agreement) of not less than $ 40.0 million. All outstanding amounts in respect of the First Lien Term Loan mature and become due and payable on March 12, 2030. The Initial First Lien Term Loans borrowed under the First Lien Term Loan Agreement bear interest at an annual rate of the Secured Overnight Financing Rate (“SOFR”) for interest periods of one-, three- or six-months, at the Company’s election, plus a margin of 6.50 % per annum. Beginning with the quarter ending September 30, 2025, the interest rate margin may vary from 7.00 % to 6.00 % depending on the First Lien Net Leverage Ratio. The proceeds of the Initial First Lien Term Loans were used to redeem and repay the Corre Delayed Draw Term Loan and the ME/RE Loans under the 2022 ABL Credit Agreement and a portion of the outstanding balance of the A&R Term Loan Agreement (as defined below). To the extent borrowed, the proceeds of the First Lien Delayed Draw Term Loans will be used to solely repay the obligations under the Second A&R Second Lien Term Loan Agreement (as defined below). As of March 31, 2025, we have not drawn on the First Lien Delayed Draw Term Loans. The terms of the Initial First Lien Term Loans are described in the table below (dollar amounts are presented in thousands): Maturity date 3/12/2030 Stated interest rate SOFR+applicable margin (base+applicable margin) Principal payments $ 438 quarterly Effective interest rate 3/31/2025 12.64 % Actual interest rate 3/31/2025 10.83 % Interest payments quarterly Cash paid for interest YTD 3/31/2025 $ — Balances at 3/31/2025 Principal balance $ 175,000 Unamortized balance of debt discount and issuance cost 1 $( 7,549 ) Net carrying balance $ 167,451 1 Consists of debt discount of $ 3,932 and debt issuance cost of $ 3,617 . The First Lien Term Loan Agreement contains certain conditions to borrowings, events of default and affirmative and negative covenants and a financial covenant prohibiting the Company from exceeding a maximum First Lien Net Leverage Ratio (as defined in the First Lien Term Loan Agreement), tested as of the end of each fiscal quarter, of 5.50 to 1.00. Further, the First Lien Term Loan Agreement includes certain events of default, the occurrence of which may require that we pay an additional 2.0 % interest on the outstanding loans and other obligations under the First Lien Term Loan Agreement. As of March 31, 2025, we are in compliance with the covenants. A&R Term Loan Credit Agreement / Second A&R Second Lien Term Loan Credit Agreement On March 12, 2025, we entered into a Second Amended and Restated Second Lien Term Loan Credit Agreement with the lenders party thereto and Cantor Fitzgerald Securities, as Agent, (the “Second A&R Second Lien Term Loan Agreement”), which amended and restated the existing Amended and Restated Term Loan Credit Agreement, dated June 16, 2023 (the “Existing A&R Term Loan Agreement”). The Existing A&R Term Loan Agreement (prior to the Refinancing Transactions) included a term loan credit agreement entered into on November 9, 2021, as amended through March 29, 2023 (the “Corre Uptiered Loan”), and an additional funding commitment, subject to certain conditions, consisting of a $ 57.5 million senior secured first lien term loan (the “Corre Incremental Term Loan”) provided by Corre and certain of its affiliates and comprised of a $ 37.5 million term loan tranche and a $ 20.0 million delayed draw tranche, of which $ 10.0 million remained undrawn at March 12, 2025. 14 Table of Contents On March 12, 2025, using a portion of the proceeds from the Initial First Lien Term Loans, we fully paid off the outstanding principal balance on the Corre Incremental Term Loan in the amount of $ 46.3 million and paid down $ 54.1 million of the outstanding principal balance on the Corre Uptiered Loan. The remaining portion of the Corre Uptiered Loan of $ 93.9 million, together with certain fees and accrued interest, were rolled into the 2025 Second Lien Term Loans (defined below). The Second A&R Second Lien Term Loan Agreement contains certain conditions to borrowings, events of default and affirmative and negative covenants and a financial covenant prohibiting the Company from exceeding a maximum First Lien Net Leverage Ratio (as defined in the Second A&R Second Lien Term Loan Agreement), tested at the end of each fiscal quarter of 6.00 to 1.00. Further, the Second A&R Second Lien Term Loan Agreement includes certain events of default, the occurrence of which may require that the Company pay an additional 2.0 % interest on the outstanding loans and other obligations under the Second A&R Second Lien Term Loan Agreement. As of March 31, 2025, we are in compliance with the covenants. Available funding commitments to the Company under the Second A&R Second Lien Term Loan Agreement, subject to certain conditions, include a $ 107.4 million second lien term loan (the “Second Lien Term Loans”), provided by Corre and certain of its affiliates, consisting of a $ 97.4 million term loan tranche (the “2025 Second Lien Term Loans”) and a $ 10.0 million delayed draw term loan tranche (the “Second Lien Delayed Draw Term Loans”) which is available to be drawn from March 12, 2025, until April 15, 2026, subject to satisfying certain conditions. All outstanding amounts in respect of the Second Lien Term Loans mature and become due and payable on June 10, 2030. To the extent borrowed, the proceeds of the Second Lien Delayed Draw Term Loans are permitted to be used by the Company for general working capital and liquidity purposes. As of March 31, 2025, we have not drawn on the Second Lien Delayed Draw Term Loans. The Second Lien Term Loans bear interest at an annual rate of 13.5 % through the earlier of (i) September 30, 2026, and thereafter, if the outstanding principal balance of the Second Lien Term Loans exceeds 50 % of the principal balance at March 12, 2025, the interest rate will increase by 0.25 % quarterly, subject to a maximum rate of 14.5 % per annum, and (ii) the date on which the Second Lien Delayed Draw Term Loan is borrowed in full, in which case the interest rate will increase to the maximum rate of 14.5 % per annum. Interest is payable quarterly and if the First Lien Net Leverage Ratio (as defined in the Second A&R Second Lien Term Loan Agreement) is greater than or equal to 3.50 to 1.00, then all interest shall be paid in kind; if the First Lien Net Leverage Ratio is less than 3.50 to 1.00 and greater than or equal to 3.00 to 1.00, 50 % of the interest shall be payable in cash, with the other 50 % to be paid in kind; and if the First Lien Net Leverage Ratio is less than 3.00 to 1.00, all interest will be payable in cash. The terms of the 2025 Second Lien Term Loans are described in the table below (dollar amounts are presented in thousands): Maturity date 6/10/2030 Principal payments $ 244 quarterly Effective interest rate 3/31/2025 16.01 % Actual interest rate 3/31/2025 13.50 % Interest payments quarterly Cash paid for interest 3/31/2025 $ — PIK interest added to principal balance 3/31/2025 $ — Balances at 3/31/2025 Principal balance $ 97,413 Unamortized balance of debt issuance cost $( 3,545 ) Net carrying balance $ 93,868 As of December 31, 2024, the Corre Incremental Term Loan had a net carrying balance of $ 39.8 million, which consisted of the principal balance of $ 46.6 million less the unamortized balance of debt issuance cost of $ 6.8 million. The stated and effective interest rates at March 31, 2024 were 12.0 % and 22.96 %, respectively. Cash paid for interest during the quarters ended March 31, 2025 and 2024 was $ 2.5 million and $ 1.4 million, respectively. 15 Table of Contents As of December 31, 2024, the Corre Uptiered Loan had a net carrying balance of $ 144.0 million, which consisted of the principal balance of $ 144.5 million less the unamortized balance of debt issuance cost of $ 0.5 million. The stated and effective interest rates at March 31, 2024 were 13.5 % and 14.56 %, respectively. Cash paid for interest during the quarters ended March 31, 2025 and 2024 was $ 2.7 million and $ 0.3 million, respectively. Warrants As of March 31, 2025 and December 31, 2024, APSC Holdco II, L.P. held 500,000 warrants and certain affiliates of Corre collectively held 500,000 warrants, in each case providing for the purchase of one share of the Company’s common stock per warrant at an exercise price of $ 15.00 . The warrants will expire on December 8, 2028. The exercise price and the number of shares of our common stock issuable on exercise of the warrants are subject to certain antidilution adjustments, including for stock dividends, stock splits, reclassifications, noncash distributions, cash dividends, certain equity issuances and business combination transactions. The warrants can be exercised by rendering cash or by means of a cashless option as set forth in the agreement. Equipment Finance Loan On March 6, 2024, we entered into agreements to sell various equipment to an equipment finance lender for $ 2.9 million and lease the equipment for monthly payments of $ 181 thousand over eighteen months . The lease agreement provides for a bargain purchase option at the end of the lease term which we intend to exercise. The Company determined that the transaction did not meet the criteria for sale-leaseback in accordance with ASC 842 , Leases and accounted for this arrangement as an equipment financing. The assets subject to the transaction remain on our balance sheet and continue to depreciate in accordance with our depreciation policy. Fair Value of Debt The fair value of our debt obligations is representative of the carrying value based upon the respective interest rate terms and management’s opinion that the current rates available to us with the same maturity and security structure are equivalent to that of the debt obligations. 1970 Group Substitute Insurance Reimbursement Facility On September 16, 2024, we entered into an amended and restated substitute insurance reimbursement facility agreement with the 1970 Group Inc. (“1970 Group”) (such agreement, the “Substitute Insurance Reimbursement Facility Agreement”). Under the Substitute Insurance Reimbursement Facility Agreement, the 1970 Group extended credit to us in the form of a substitute reimbursement facility (the “Substitute Reimbursement Facility”) to provide up to approximately $ 19.0 million of letters of credit on our behalf in support of our workers’ compensation, commercial automotive and general liability insurance policies. As of March 31, 2025, we have $ 19.0 million of letters of credit outstanding under the Substitute Reimbursement Facility. According to the provisions of ASC 470, Debt , the arrangement is a “Substitute Insurance Reimbursement Facility” limited to the amounts drawn under the letters of credit. Therefore, until we use or draw on the Substitute Insurance Reimbursement Facility, the letters of credit are treated as an off-balance sheet credit arrangement. The fees paid by us periodically under this arrangement are deferred and amortized to interest expense over the term of the arrangement. As of March 31, 2025, we had approximately $ 1.0 million of unamortized deferred fees. Liquidity As of March 31, 2025, we had $ 12.8 million of unrestricted cash and cash equivalents and $ 4.0 million of restricted cash, including $ 2.8 million of restricted cash held as collateral for letters of credit and commercial card programs. International cash balances included in total cash as of March 31, 2025 were $ 4.8 million, and approximately $ 1.1 million of such cash is restricted. As of March 31, 2025, we had approximately $ 16.3 million of available borrowing capacity under our various credit agreements, consisting of $ 6.3 million available under the Revolving Credit Loans and $ 10.0 million available under the Incremental Delayed Draw Term Loan under the Second A&R Second Lien Term Loan Credit Agreement. As of March 31, 2025, we had $ 30.5 million in letters of credit and $ 1.6 million in surety bonds outstanding. 16 Table of Contents 11. EMPLOYEE BENEFIT PLANS We have a defined benefit pension plan covering certain United Kingdom employees (the “U.K. Plan”). Net periodic pension credit includes the following components (in thousands): Three Months Ended March 31, 2025 2024 (unaudited) (unaudited) Interest cost $ 672 $ 652 Expected return on plan assets ( 818 ) ( 847 ) Amortization of prior service cost 8 8 Unrecognized net actuarial loss 87 79 Net periodic pension credit $ ( 51 ) $ ( 108 ) Net pension credit is included in “Other (expense) income, net” on our condensed consolidated statements of operations. The expected long-term rate of return on invested assets is determined based on the weighted average of expected returns on asset investment categories for the U.K. Plan as follows: 6.1 % overall, 9.9 % for equities and 6.0 % for debt securities. 12. SHAREHOLDERS’ EQUITY Shareholders’ Equity (Deficit) and Preferred Stock As of March 31, 2025 there were 4,493,391 shares of our common stock outstanding and 12,000,000 shares authorized at $ 0.30 par value per share. As of March 31, 2025 we had 500,000 authorized shares of preferred stock, none of which had been issued. Accumulated Other Comprehensive Income (loss) A summary of changes in accumulated other comprehensive loss included within shareholders’ equity is as follows (in thousands): Three Months Ended March 31, 2025 Three Months Ended March 31, 2024 (unaudited) (unaudited) Foreign Currency Translation Adjustments Defined Benefit Pension Plans Tax Provision Total Foreign Currency Translation Adjustments Defined Benefit Pension Plans Tax Provision Total Balance, beginning of period $ ( 33,249 ) $ ( 10,951 ) $ 71 $ ( 44,129 ) $ ( 25,853 ) $ ( 11,041 ) $ ( 38 ) $ ( 36,932 ) Other comprehensive income (loss) 2,015 95 ( 44 ) 2,066 ( 2,862 ) 87 — ( 2,775 ) Balance, end of period $ ( 31,234 ) $ ( 10,856 ) $ 27 $ ( 42,063 ) $ ( 28,715 ) $ ( 10,954 ) $ ( 38 ) $ ( 39,707 ) 17 Table of Contents 13. COMMITMENTS AND CONTINGENCIES Certain conditions may exist as of the date the financial statements are issued which may result in a loss to the Company and which will only be resolved when one or more future events occur or fail to occur. Team’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against us or unasserted claims that may result in such proceedings, Team’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in our financial statements. If the assessment indicates that a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed. We accrue for contingencies where the occurrence of a material loss is probable and can be reasonably estimated, based on our best estimate of the expected liability. We may increase or decrease our legal accruals in the future, on a matter-by-matter basis, to account for developments in such matters. Because such matters are inherently unpredictable and unfavorable developments or outcomes can occur, assessing contingencies is highly subjective and requires judgments about future events. Notwithstanding the uncertainty as to the outcome and while our insurance coverage might not be available or adequate to cover these claims, based upon the information currently available, we do not believe that any uninsured losses that might arise from these lawsuits and proceedings will have a materially adverse effect on our condensed consolidated financial statements. Kelli Most Litigation - On November 13, 2018, Kelli Most filed a lawsuit against Team Industrial Services, Inc., individually and as a personal representative of the estate of Jesse Henson, in the 268th District Court of Fort Bend County, Texas (the “Most litigation”). The complaint asserted claims against Team for negligence resulting in the wrongful death of Jesse Henson. A jury trial commenced on this matter on May 4, 2021. On June 1, 2021, the jury rendered a verdict against Team for $ 222.0 million in compensatory damages. On January 25, 2022, the trial court signed a final judgment in favor of the plaintiff and against Team Industrial Services, Inc. We appealed the trial court’s judgment to the Texas First Court of Appeals. On May 16, 2024, the Texas First Court of Appeals issued a decision which vacated the trial court’s judgment and dismissed the case, holding that the trial court erred in refusing to dismiss the case on forum non conveniens grounds. The plaintiff filed a motion with the Texas First Court of Appeals for rehearing and a motion for en banc reconsideration, which was denied by the Court of Appeals on October 3, 2024. The plaintiff did not seek review with the Texas Supreme Court. On March 5, 2025, the plaintiff re-filed a lawsuit against the Company in the U.S. District Court, Kansas District in Kansas City. We currently have accrued a liability of $ 39.0 million as of March 31, 2025 in other accrued liabilities, and have recorded a related receivable from our third-party insurance providers in other current assets in the same amount. Such amounts are treated as non-cash operating activities. The Most litigation is covered by our general liability and excess insurance policies which are occurrence based and subject to an aggregate $ 3.0 million self-insured retention and deductible. All retentions and deductibles have been met, and accordingly, we believe pending the final settlement, all further claims will be fully funded by our insurance policies. We will continue to evaluate the possible outcomes of this case in light of future developments and their potential impact on factors relevant to our assessment of any possible loss. Notice of repayment of pandemic related government subsidies - In response to widespread COVID-19 health pandemics, certain of our entities based in foreign jurisdictions received governmental funding assistance to compensate for a portion of employee wages between March 2020 and March 2022. Following ongoing compliance reviews of these funding assistance programs, we received notices stating noncompliance with the requirements of one of these funding assistance programs. Accordingly, based on the assessments completed by the government appointed administrative authority, we previously had accrued $ 5.5 million as of December 31, 2023, to be repaid over an extended period related to this noncompliance. However, during the year ended December 31, 2024, we successfully appealed $ 3.8 million of the assessment, which resulted in the reduction of the accrued liability to $ 1.7 million as of March 31, 2025. Accordingly, for all matters discussed within this Note 13 - Commitments and Contingencies , we have accrued in the aggregate approximately $ 40.7 million as of March 31, 2025, of which approximately $ 1.7 million is not covered by our various insurance policies. In addition to legal matters discussed above, we are subject to various lawsuits, claims and proceedings encountered in the normal conduct of business (“Other Proceedings”). Management believes that based on its current knowledge and after 18 Table of Contents consultation with legal counsel that the Other Proceedings, individually or in the aggregate, will not have a material effect on our condensed consolidated financial statements. 14. SEGMENT DISCLOSURES We conduct operations in two segments: IHT and MS. Management’s determination of our reporting segments was made on the basis of our strategic priorities within each segment and the differences in the services we offer. The reportable segments results are reviewed regularly by the chief operating decision maker (“CODM”), who is our Chief Executive Officer, in deciding how to allocate resources and assess performance. Our CODM evaluates the segments’ operating performance based on adjusted EBITDA defined as net income (loss) before income taxes, interest expense, depreciation and amortization, and other non-recurring and non-operational items. Our CODM uses adjusted EBITDA as a measure to make resource allocation decisions for each segment for the budgeting process and reviews budget-to-actual variances to access performance and allocate capital. Segment data for our two operating segments are as follows (in thousands): Three Months Ended March 31, 2025 IHT MS Total (unaudited) (unaudited) (unaudited) Revenues $ 106,215 $ 92,440 $ 198,655 Adjusted operating expenses 1 79,695 68,552 148,247 Adjusted selling, general and administrative expenses 2 14,896 20,394 35,290 Adjusted EBITDA $ 11,624 $ 3,494 $ 15,118 Three Months Ended March 31, 2024 IHT MS Total (unaudited) (unaudited) (unaudited) Revenues $ 99,448 $ 100,152 $ 199,600 Adjusted operating expenses 1 76,133 71,163 147,296 Adjusted selling, general and administrative expenses 2 14,966 19,842 34,808 Adjusted EBITDA $ 8,349 $ 9,147 $ 17,496 _____________ 1 Represent operating expenses excluding indirect depreciation and amortization, and severance cost. 2 Represent segment selling, general and administrative expenses excluding depreciation and amortization, noncash share-based compensation, professional, legal and other non-recurring costs. Reconciliation of segment adjusted EBITDA to consolidated loss before income taxes: 19 Table of Contents Three Months Ended March 31, 2025 2024 (unaudited) (unaudited) IHT $ 11,624 $ 8,349 MS 3,494 9,147 Segment adjusted EBITDA 15,118 17,496 Segment depreciation and amortization ( 7,087 ) ( 7,678 ) Segment professional fees, severance and other ( 449 ) ( 542 ) Corporate and shared support cost ( 13,585 ) ( 15,662 ) Consolidated operating loss ( 6,003 ) ( 6,386 ) Interest expense ( 11,436 ) ( 12,098 ) Loss on debt extinguishment ( 11,853 ) — Other income/(expense) ( 204 ) 1,362 Loss before income taxes $ ( 29,496 ) $ ( 17,122 ) Three Months Ended March 31, 2025 2024 (unaudited) (unaudited) Capital expenditures 1 : IHT $ 1,458 $ 536 MS 667 1,025 Corporate and shared support services 14 — Total capital expenditures $ 2,139 $ 1,561 ____________ 1 Excludes finance leases. Totals may vary from amounts presented in the consolidated statements of cash flows due to the timing of cash payments. Three Months Ended March 31, 2025 2024 (unaudited) (unaudited) Depreciation and amortization: IHT $ 2,816 $ 3,029 MS 4,271 4,649 Corporate and shared support services 1,315 1,962 Total depreciation and amortization 1 $ 8,402 $ 9,640 ____________ 1 Breakdown of depreciation and amortization included in the Consolidated Statements of Operations described below: Three Months Ended March 31, 2025 2024 Depreciation and amortization: Amount included in operating expenses 3,102 3,583 Amount included in SG&A expenses 5,300 6,057 Total depreciation and amortization $ 8,402 $ 9,640 Separate measures of our assets by operating segment are not produced or utilized by our CODM to evaluate segment performance. 20 Table of Contents 15. RELATED PARTY TRANSACTIONS In connection with the Company’s debt transactions, the Company engaged in transactions with Corre to provide and/or repay funding as described in Note 10 - Debt . 16. SUBSEQUENT EVENTS As of May 12, 2025, the filing date of this Quarterly Report on Form 10-Q, management evaluated the existence of events occurring subsequent to the quarter ended March 31, 2025 and determined that there were no events or transactions that would have a material impact on the Company’s results of operations or financial position . 21 T able of Contents