ex_721639.htm

Transcat, Inc. 35 Vantage Point Drive • 羅徹斯特 • 紐約州 • 14624 • 電話：(585) 352-7777

紐約州羅徹斯特，2024年10月28日 - transcat公司 (納斯達克股票代碼: TRNS) （以下簡稱“transcat”或“公司”）是一家領先的獲得認可的校準服務提供商，成本控制和優化服務提供商，以及增值專業級手持式測試、測量和控制儀器的配銷和租賃業務。今天公布了截至2024年9月28日（“第二季度”）的2025財政年度（截止於2025年3月29日，以下簡稱“2025財年”）的財務業績，其中包括TIC-MS, Inc. (“TIC-MS”)自2023年3月27日，SteriQual, Inc. (“SteriQual”)自2023年7月12日，Axiom Test Equipment, Inc. (“Axiom”)自2023年8月8日和Becnel Rental Tools, LLC (“Becnel”)自2024年4月15日的先前公布收購。

「綜合營業收入增長8%。我們的校準服務業務需求持續穩定，得益於我們差異化的價值主張，在我們服務的高度管制的終端市場中得到良好回響，包括生命科學，」寇CEO李‧魯道表示。「服務營業收入同比增長6%，連續第62個季度增長。服務有機營業收入增長4%，低於歷史慣例，受到我們Nexa成本控制和優化服務業務下降的顯著影響。不計入Nexa，我們對服務有機增長同比增長9%感到滿意。」^未定「連續第62季度增長。4%的服務有機營業收入增長低於歷史慣例，受到我們Nexa成本控制和優化服務業務的明顯影響。不計入Nexa，我們對服務有機增長同比增長9%感到滿意。」

儘管Nexa的放緩程度超出我們的預期，我們已經確定了根本原因，並致力於使Nexa業務恢復增長。這包括將Nexa的銷售和營銷完全整合到transcat充滿活力的增長流程中，並更名為業務 transcat解決方案，以充分利用我們行業領先的品牌。

Nexa自2021年日歷收購以來表現非常出色，我們一直在定期合作推動校準銷售增長，我們允許該團隊更加自主運作，卻錯失了將Nexa充分整合到成熟的transcat銷售和營銷流程中的機會。整合工作現在正在積極進行中，我們已將transcat領導團隊的力量集中於擴展管線，我們相信這將有助於使服務收入於2026財年上半年回歸高一位數的有機增長。

Rudow先生補充說：“配送營業收入較上一年增長11％。然而，Becnel的營業收入受到墨西哥灣的兩次颶風的負面影響，這使得第二季度的配送收益壓力增加。Becnel是一家運行良好的業務，與高度使用Transcat核心儀器和校正服務公司建立了牢靠的客戶關係。我們完全期待Becnel將在第三和第四季度出現連續改善，並預計配送毛利率將恢復到與2024財年下半年一致的水平。”

transcat有著成功識別、收購和整合具有動能的公司的豐碩歷史，擴大了我們的可達市場，拓寬了產品系列，使我們能夠發揮現有的製造行業。除了豐厚的回報，這些收購還提供引人注目的交叉賣出協同效應，推動有機營業收入增長至這些新收購的客戶基礎。 transcat的收購管線仍然強勁，並且專注於所有我們的戰略渠道。

第二季度季度財務報告 2025 回顧
(與結束的財政年度同期相比的結果）第二財年結束的同一季度 March 30, 2024 (“財政 2024”))

綜合營業收入為6,780萬美元，較去年增加500萬美元，增長8.0%。綜合毛利潤為2,120萬美元，較去年增加110萬美元，增長5.4%，而毛利率下降70個基點，主要是由於Nexa和Becnel營收疲弱。營業費用為1,750萬美元，較去年減少100萬美元，減少5.5%。2024財年第二季包括與Nexa利潤分成協議相關的280萬美元非現金費用。調整後的EBITDA為8.9萬美元，較去年減少50萬美元，減少5.0%。每股摊薄净利润為0.35美元，而去年為0.06美元。調整後的每股摊薄净收益為0.52美元，而去年為0.60美元。

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

Represents the accredited calibration, repair, inspection and laboratory instrument services business (65.0% of total revenue for the second quarter of fiscal 2025).

Service segment revenue was $44.1 million, an increase of $2.7 million or 6.4%, and included $0.8 million of incremental revenue from acquisitions. Organic revenue growth of 4.4% driven by end-market demand and continued market share gains. The segment gross margin was 33.1%, a decrease of 90 basis points from prior year primarily due to lower revenue from Nexa.

Represents the sale and rental of new and used professional grade handheld test, measurement and control instrumentation (35.0% of total revenue for the second quarter of fiscal 2025).

Distribution revenue was $23.7 million, which represented an increase of $2.4 million or 11.1%, driven by growth in the Rental business including acquisitions. Distribution segment gross margin was 27.9%, a decrease of 40 basis points due to Becnel revenue impacted by the Gulf of Mexico hurricanes.

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

Six Month Review (Results are compared with the first six months of fiscal 2024)

Total revenue was $134.5 million, an increase of $11.1 million or 9.01%. Consolidated gross profit was up $5.0 million, or 12.9%, and gross margin expanded to 32.6% or 110 basis points. Consolidated operating expenses increased $2.5 million, or 7.6%, driven by incremental expenses from acquired businesses, increased intangibles amortization expense and investments in technology and our employee base to support future growth, offset by the previously mentioned amended Nexa Earn-Out agreement in the second quarter of fiscal year 2024. As a result, consolidated operating income was $8.8 million compared with $6.3 million in last fiscal year’s period.

Adjusted EBITDA was $19.1 million which represented an increase of $1.3 million or 7.1%. Net income per diluted share increased to $0.83 from $0.43 and adjusted diluted earnings per share was $1.20 versus $1.12 last year. The effective tax rate was 13.9% compared to 25.3% in the prior year, due to the timing of discrete benefits related to share-based compensation items.

On September 28, 2024, the Company had $23.8 million in cash and cash equivalents on hand and $80.0 million available for borrowing under its secured revolving credit facility. Total debt was $3.0 million versus $4.2 million on March 30, 2024. The Company’s leverage ratio, as defined in the credit agreement, was 0.08 on September 28, 2024, compared with 0.10 on March 30, 2024.

Mr. Rudow concluded, “We are very proud of the consistent results the Transcat team has delivered year in and year out over an extended period of time. That said, we are disappointed with the Nexa-impacted aggregated results in fiscal Q2. We experienced short term, isolated revenue challenges in the Nexa services channel in the quarter but believe the swift actions our exceptional team is already taking will rectify the situation in the near term, as we continue to execute on our highly successful core growth strategy.”

“We expect FY25 organic Service revenue growth in the mid-single digits when normalized for the extra week in fiscal 2024 and gross margin expansion. We anticipate a return to high single digit organic growth by the first half of fiscal 2026.”

“Automation of our calibration processes and focus on productivity remain key enablers of margin expansion. We have demonstrated the ability to leverage these tools to improve our operational efficiency, which has become visible in our financial performance over time.”

“We continue to work our robust acquisition pipeline and are pleased with the current flow of strategic opportunities.”

Transcat expects its income tax rate to range between 21% and 23% in fiscal 2025. This estimate includes Federal, various state, Canadian and Irish income taxes and reflects the discrete tax accounting associated with share-based payment awards.

Transcat will host a conference call and webcast on Tuesday, October 29, 2024 at 11:00 a.m. ET. Management will review the financial and operating results for the first quarter, as well as the Company’s strategy and outlook. A question and answer session will follow the formal discussion. The review will be accompanied by a slide presentation, which will be available at www.transcat.com/investor-relations. The conference call can be accessed by calling (201) 689-8471. Alternatively, the webcast can be monitored at www.transcat.com/investor-relations.

A telephonic replay will be available from 2:00 p.m. ET on the day of the call through Tuesday, November 5, 2024. To listen to the archived call, dial (412) 317-6671 and enter conference ID number 13747789, access the webcast replay at www.transcat.com/investor-relations, where a transcript will be posted once available.

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

In addition to reporting net income, a U.S. generally accepted accounting principle (“GAAP”) measure, we present Adjusted EBITDA (earnings before interest, income taxes, depreciation and amortization, non-cash stock compensation expense, and acquisition related transaction expenses, which is a non-GAAP measure. The Company’s management believes Adjusted EBITDA is an important measure of operating performance because it allows management, investors and others to evaluate and compare the performance of its core operations from period to period by removing the impact of the capital structure (interest), tangible and intangible asset base (depreciation and amortization), taxes, stock-based compensation expense and other items, which is not always commensurate with the reporting period in which it is included. As such, the Company uses Adjusted EBITDA as a measure of performance when evaluating its business segments and as a basis for planning and forecasting. Adjusted EBITDA is not a measure of financial performance under GAAP and is not calculated through the application of GAAP. As such, it should not be considered as a substitute for the GAAP measure of net income and, therefore, should not be used in isolation of, but in conjunction with, the GAAP measure. Adjusted EBITDA, as presented, may produce results that vary from the GAAP measure and may not be comparable to a similarly defined non-GAAP measure used by other companies. See pages 10 and 11 for the Adjusted EBITDA Reconciliation tables.

In addition to reporting Diluted Earnings Per Share, a GAAP measure, we present Adjusted Diluted Earnings Per Share (net income plus acquisition related amortization expense, acquisition related transaction expenses, acquisition related stock-based compensation, and acquisition amortization of backlog; divided by the average diluted shares outstanding during the period), which is a non-GAAP measure. Our management believes Adjusted Diluted Earnings Per Share is an important measure of our operating performance because it provides a basis for comparison of our business operations between current, past and future periods by excluding items that we do not believe are indicative of our core operating performance. Adjusted Diluted Earnings Per Share is not a measure of financial performance under GAAP and is not calculated through the application of GAAP. As such, it should not be considered as a substitute or alternative for the GAAP measure of Diluted Earnings Per Share and, therefore, should not be used in isolation of, but in conjunction with, the GAAP measure. Adjusted Diluted Earnings Per Share, as presented, may produce results that vary from the GAAP measure and may not be comparable to a similarly defined non-GAAP measure used by other companies. See page 12 for the Adjusted Diluted EPS Reconciliation table.

Transcat, Inc. is a leading provider of accredited calibration, reliability, maintenance optimization, quality and compliance, validation, Computerized Maintenance Management System (CMMS), and pipette services. The Company is focused on providing best-in-class services and products to highly regulated industries, particularly the Life Science industry, which includes pharmaceutical, biotechnology, medical device, and other FDA-regulated businesses, as well as aerospace and defense, and energy and utilities. Transcat provides periodic on-site services, mobile calibration services, pickup and delivery, in-house services at its 29 Calibration Service Centers strategically located across the United States, Puerto Rico, Canada, and Ireland. In addition, Transcat operates calibration labs in 21 imbedded customer-site locations. The breadth and depth of measurement parameters addressed by Transcat’s ISO/IEC 17025 scopes of accreditation are believed to be the best in the industry.

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

Transcat’s strategy is to leverage its strong brand and unique value proposition that includes its comprehensive instrument service capabilities, enterprise asset management, and leading distribution platform to drive organic sales growth. The Company will also look to expand its addressable calibration market through acquisitions and capability investments to further realize the inherent leverage of its business model. More information about Transcat can be found at: Transcat.com.

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

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

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

TRANSCAT, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Per Share Amounts)

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

TRANSCAT, INC.
CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Share and Per Share Amounts)

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

TRANSCAT, INC.
Adjusted EBITDA Reconciliation Table
(In thousands)
(Unaudited)

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

TRANSCAT, INC.
Adjusted EBITDA Reconciliation Table
(In thousands)
(Unaudited)

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

TRANSCAT, INC.
Adjusted Diluted EPS Reconciliation Table
(In Thousands, Except Per Share Amounts)
(Unaudited)

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

TRANSCAT, INC.
Additional Information - Business Segment Data
(Dollars in thousands)
(Unaudited)

Transcat Reports Second Quarter Results with growth in Revenue and Gross Profit

October 28, 2024

Page 14 of 14

TRANSCAT, INC.
Additional Information - Business Segment Data
(Dollars in thousands)
(Unaudited)

							Change
	FY 2025			FY 2024
SERVICE	YTD			YTD			$'s			%
Service Revenue	$	87,861		$	81,284		$	6,577			8.1	%
Cost of Revenue		58,387			54,229			4,158			7.7	%
Gross Profit	$	29,474		$	27,055		$	2,419			8.9	%
Gross Margin		33.5	%		33.3	%

Selling, Marketing & Warehouse Expenses	$	8,890		$	8,250		$	640			7.8	%
General and Administrative Expenses		12,790			14,871			(2,081	)		(14.0	)%
Operating Income	$	7,794		$	3,934		$	3,860			98.1	%
% of Revenue		8.9	%		4.8	%

							Change
	FY 2025			FY 2024
DISTRIBUTION	YTD			YTD			$'s				%
Distribution Revenue	$	46,672		$	42,118		$	4,554		10.8	%
Cost of Revenue		32,285			30,338			1,947		6.4	%
Gross Profit	$	14,387		$	11,780		$	2,607		22.1	%
Gross Margin		30.8	%		28.0	%

Selling, Marketing & Warehouse Expenses	$	7,093		$	5,075		$	2,018		39.8	%
General and Administrative Expenses		6,254			4,356			1,898		43.6	%
Operating Income	$	1,040		$	2,349		$	(1,309	)	(55.7	)%
% of Sales		2.2	%		5.6	%

							Change
	FY 2025			FY 2024
TOTAL	YTD			YTD			$'s			%
Total Revenue	$	134,533		$	123,402		$	11,131			9.0	%
Total Cost of Revenue		90,672			84,567			6,105			7.2	%
Gross Profit	$	43,861		$	38,835		$	5,026			12.9	%
Gross Margin		32.6	%		31.5	%

Selling, Marketing & Warehouse Expenses	$	15,983		$	13,325		$	2,658			19.9	%
General and Administrative Expenses		19,044			19,227			(183	)		(1.0	)%
Operating Income	$	8,834		$	6,283		$	2,551			40.6	%
% of Revenue		6.6	%		5.1	%

	●	綜合收入同比去年增長8%

	●	分銷毛利潤因雙位數營業收入增長而增長10%

	●	服務毛利潤因有機營業收入增長4%而增長4%

（以千為單位的美元）							變化
	25財年Q2			FY24 Q2			美元			%
服務業務營收	$	44,083		$	41,431		$	2,652			6.4	%
分銷收入		23,743			21,373			2,370			11.1	%
營業收入	$	67,826		$	62,804		$	5,022			8.0	%

毛利潤	$	21,206		$	20,125		$	1,081			5.4	%
毛利率		31.3	%		32.0	%

營業收入	$	3,735		$	1,643		$	2,092			127.3	%
營業利潤率		5.5	%		2.6	%

凈利潤	$	3,286		$	460		$	2,826			614.3	%
凈利率		4.8	%		0.7	%

調整後的EBITDA*	$	8,861		$	9,330		$	(469	)		(5.0	)%
調整後的EBITDA利潤率*		13.1	%		14.9	%

攤薄後每股收益	$	0.35		$	0.06		$	0.29			483.3	%

調整後每股稀釋收益*	$	0.52		$	0.60		$	(0.08	)		(13.3	)%

($ in thousand)							Change
	FY25 Q2			FY24 Q2			$'s			%
Service Segment Revenue	$	44,083		$	41,431		$	2,652			6.4	%
Gross Profit	$	14,591		$	14,084		$	507			3.6	%
Gross Margin		33.1	%		34.0	%

Operating Income	$	3,704		$	742		$	2,962			399.2	%
Operating Margin		8.4	%		1.8	%

Adjusted EBITDA*	$	6,624		$	6,798		$	(174	)		(2.6	)%
Adjusted EBITDA Margin*		15.0	%		16.4	%

($ in thousands)							Change
	FY25 Q2			FY24 Q2			$'s			%
Distribution Segment Revenue	$	23,743		$	21,373		$	2,370			11.1	%
Gross Profit	$	6,615		$	6,041		$	574			9.5	%
Gross Margin		27.9	%		28.3	%

Operating Income	$	31		$	901		$	(870	)		(96.6	)%
Operating Margin		0.1	%		4.2	%

Adjusted EBITDA*	$	2,237		$	2,532		$	(295	)		(11.7	)%
Adjusted EBITDA Margin*		9.4	%		11.8	%

	(Unaudited)						(Unaudited)
	Second Quarter Ended						Six Months Ended
	September 28,			September 23,			September 28,			September 23,
	2024			2023			2024			2023

Service Revenue	$	44,083		$	41,431		$	87,861		$	81,284
Distribution Revenue		23,743			21,373			46,672			42,118
Total Revenue		67,826			62,804			134,533			123,402

Cost of Service Revenue		29,492			27,347			58,387			54,229
Cost of Distribution Revenue		17,128			15,332			32,285			30,338
Total Cost of Revenue		46,620			42,679			90,672			84,567

Gross Profit		21,206			20,125			43,861			38,835

Selling, Marketing and Warehouse Expenses		8,181			6,856			15,982			13,325
General and Administrative Expenses		9,290			11,626			19,045			19,227
Total Operating Expenses		17,471			18,482			35,027			32,552

Operating Income		3,735			1,643			8,834			6,283

Interest Expense		76			890			128			1,704
Interest Income		(286	)		-			(598	)		-
Other Expense (Income)		232			(49	)		363			15
Total Interest and Other, net		22			841			(107	)		1,719

Income Before Provision For Income Taxes		3,713			802			8,941			4,564
Provision for Income Taxes		427			342			1,247			1,155

Net Income	$	3,286		$	460		$	7,694		$	3,409

Basic Earnings Per Share	$	0.36		$	0.06		$	0.84		$	0.44
Average Shares Outstanding		9,159			7,819			9,107			7,732

Diluted Earnings Per Share	$	0.35		$	0.06		$	0.83		$	0.43
Average Shares Outstanding		9,282			7,948			9,222			7,840

	(Unaudited)			(Audited)
	September 28,			March 30,
	2024			2024
ASSETS
Current Assets:
Cash and Cash Equivalents	$	23,815		$	19,646
Marketable Securities		-		$	15,533
Accounts Receivable, less allowance for credit losses of $565 and $544 as of September 28, 2024 and March 30, 2024, respectively		48,933			47,779
Other Receivables		628			506
Inventory, net		15,549			17,418
Prepaid Expenses and Other Current Assets		6,241			4,276
Total Current Assets		95,166			105,158
Property and Equipment, net		47,493			38,944
Goodwill		138,127			105,585
Intangible Assets, net		24,362			19,987
Right to Use Assets, net		17,309			16,823
Other Assets		1,096			1,055
Total Assets	$	323,553		$	287,552

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts Payable	$	13,043		$	11,495
Accrued Compensation and Other Current Liabilities		11,092			19,665
Current Portion of Long-Term Debt		2,386			2,339
Total Current Liabilities		26,521			33,499
Long-Term Debt		612			1,817
Deferred Tax Liabilities, net		9,297			9,291
Lease Liabilities		14,661			14,873
Other Liabilities		3,705			2,903
Total Liabilities		54,796			62,383

Shareholders' Equity:
Common Stock, par value $0.50 per share, 30,000,000 shares authorized; 9,199,277 and 8,839,299 shares issued and outstanding as of September 28, 2024 and March 30, 2024, respectively		4,600			4,420
Capital in Excess of Par Value		178,986			141,624
Accumulated Other Comprehensive Loss		(718	)		(949	)
Retained Earnings		85,889			80,074
Total Shareholders' Equity		268,757			225,169
Total Liabilities and Shareholders' Equity	$	323,553		$	287,552

	Fiscal 2025
	Q1			Q2			Q3	Q4	YTD
Net Income	$	4,408		$	3,286				$	7,694
+ Interest Income		(260	)		(210	)				(470	)
+ Other Expense		131			232					363
+ Tax Provision		820			427					1,247
Operating Income	$	5,099		$	3,735				$	8,834
+ Depreciation & Amortization		4,113			4,399					8,512
+ Transaction Expenses		434			33					467
+ Other Expense		(131	)		(232	)				(363	)
+ Non-cash Stock Compensation		697			926					1,623
Adjusted EBITDA	$	10,212		$	8,861				$	19,073

Segment Breakdown

Service Operating Income	$	4,091		$	3,704				$	7,795
+ Depreciation & Amortization		2,402			2,455					4,857
+ Transaction Expenses		146			-					146
+ Other Expense		(96	)		(164	)				(260	)
+ Non-cash Stock Compensation		421			629					1,050
Service Adjusted EBITDA	$	6,964		$	6,624				$	13,588

Distribution Operating Income	$	1,008		$	31				$	1,039
+ Depreciation & Amortization		1,711			1,944					3,655
+ Transaction Expenses		288			32					320
+ Other Expense		(35	)		(67	)				(102	)
+ Non-cash Stock Compensation		276			297					573
Distribution Adjusted EBITDA	$	3,248		$	2,237				$	5,485

	Fiscal 2024
	Q1			Q2			Q3			Q4			YTD
Net Income	$	2,949		$	460		$	3,348		$	6,890		$	13,647
+ Interest Expense / (Income)		814			890			(266	)		(411	)		1,027
+ Other Expense / (Income)		64			(49	)		289			11			315
+ Tax Provision		813			342			923			2,714			4,792
Operating Income	$	4,640		$	1,643		$	4,294		$	9,204		$	19,781
+ Depreciation & Amortization		2,790			3,269			3,783			3,635			13,477
+ Transaction Expenses		185			328			78			37			628
+ Acquisition Earn-Out Adjustment		-			2,800			87			(2,357	)		530
+ Other (Expense) / Income		(64	)		49			(289	)		(11	)		(315	)
+ Non-cash Stock Compensation		930			1,241			1,167			1,174			4,512
Adjusted EBITDA	$	8,481		$	9,330		$	9,120		$	11,682		$	38,613

Segment Breakdown

Service Operating Income	$	3,192		$	742		$	2,966		$	8,144		$	15,044
+ Depreciation & Amortization		2,226			2,325			2,362			2,280			9,193
+ Transaction Expenses		185			76			30			(44	)		247
+ Acquisition Earn-Out Adjustment		-			2,800			87			(2,357	)		530
+ Other (Expense) / Income		(47	)		29			(203	)		(18	)		(239	)
+ Non-cash Stock Compensation		676			826			737			736			2,975
Service Adjusted EBITDA	$	6,232		$	6,798		$	5,979		$	8,741		$	27,750

Distribution Operating Income	$	1,448		$	901		$	1,328		$	1,060		$	4,737
+ Depreciation & Amortization		564			944			1,421			1,355			4,284
+ Transaction Expenses		-			252			48			81			381
+ Other (Expense) / Income		(17	)		20			(86	)		7			(76	)
+ Non-cash Stock Compensation		254			415			430			438			1,537
Distribution Adjusted EBITDA	$	2,249		$	2,532		$	3,141		$	2,941		$	10,863

							Change
SERVICE	FY 2025 Q2			FY 2024 Q2			$'s				%
Service Revenue	$	44,083		$	41,431		$	2,652		6.4	%
Cost of Revenue		29,492			27,347			2,145		7.8	%
Gross Profit	$	14,591		$	14,084		$	507		3.6	%
Gross Margin		33.1	%		34.0	%

Selling, Marketing & Warehouse Expenses	$	4,586		$	4,143		$	443		10.7	%
General and Administrative Expenses		6,301			9,199			(2,898	)	(31.5	)%
Operating Income	$	3,704		$	742		$	2,962		399.2	%
% of Revenue		8.4	%		1.8	%