TIC Solutions Inc 2025年季度报告

FORM10-Q (Mark One) For the quarterly period endedSeptember 30, 2025OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE TRANSITION PERIOD FROM TO Commission file number001-42524 TIC Solutions, Inc. (Exact name of registrant as specified in its charter) (954)495-2112Registrant’s telephone number, including area code Acuren Corporation(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.Yes☑No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☑No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☑ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐No☑The number of shares of the registrant’s common stock outstanding as of November10, 2025, was220,559,713. TABLE OF CONTENTS Part I–Financial Information Item1.Financial Statements1Condensed Consolidated Balance Sheets(unaudited)1Condensed Consolidated Statementsof Operations and Comprehensive Income (Loss)(unaudited)2Condensed Consolidated Statements of Stockholders’ Equity(unaudited)4Condensed Consolidated Statements of Cash Flows(unaudited)6Notes to the Condensed Consolidated Financial Statements(unaudited)7Item2.Management's Discussion and Analysis of Financial Condition and Results of Operations30Item3.Quantitative and Qualitative Disclosures About Market Risk42Item4.Controls and Procedures43 Part II–Other Information Item1.Legal Proceedings45Item 1A.Risk Factors45Item 2.Unregistered Sales of Equity Securities and Use of Proceeds45Item 3.Defaults Upon Senior Securities45Item 4.Mine Safety Disclosures45Item 5.Other Information45Item 6.Exhibits46Signatures47 PART I – FINANCIAL INFORMATION TIC Solutions, Inc.Condensed Consolidated Balance Sheets(amounts in thousands, except par and share data)(Unaudited) TIC Solutions, Inc.Notes to Condensed Consolidated Financial Statements(table amounts in thousands, except share and per share data)(Unaudited) NOTE1.BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Description of Business TIC Solutions, Inc. (formerly Acuren Corporation and hereinafter referred to as “TIC Solutions” or the “Company”) is a leadingprovider of tech-enabled Testing, Inspection, Certification and Compliance (“TICC”), engineering and consulting, and geospatialservices. On August 4, 2025 (the “NV5 Closing Date”), we completed our acquisition of NV5 Global, Inc. (the “NV5 Acquisition”),an engineering and consulting services company. The Company operates primarily in NorthAmerica and serves both public andprivate-sector clients. The Company’s public-sector clients include federal, state, and municipal agencies, public utilities, transportation authorities,and environmental regulators and its private-sector clients span industrial, infrastructure, construction, and commercial real estate endmarkets. Within industrial markets, the Company’s services address energy processing and refining, pipeline and midstreaminfrastructure, chemicals and industrial processing, manufacturing and industrial services, power generation and utilities, andcompanies in aerospace, automotive, renewable energy, pulp and paper, and mining. The Company provides mission-critical servicesthat are essential to the safety, reliability, and efficiency of industrial assets, buildings and public infrastructure. The Company’sservices are often non-discretionary and are driven by regulatory requirements, customer risk management policies, and the need toextend the useful life of critical assets. Until its acquisition of ASP Acuren Holdings, Inc. (“ASP Acuren”) on July 30, 2024 (the “Acuren Acquisition”) pursuant to theterms of the related Agreement and Plan of Merger (the “Merger Agreement”), the Company had ne