The Tip Desk

H.I.G. Capital to Buy MISTRAS in $866 Million Cash Deal

The industrial asset-integrity firm will be taken private at $20.35 a share after a 40-day go-shop, with closing expected in late 2026 or early 2027.

MISTRAS Group, Inc. (MG), a global provider of technology-enabled industrial asset integrity and laboratory testing, entered a definitive agreement to be acquired by affiliates of H.I.G. Capital in an all-cash transaction valued at about $866 million in enterprise value, including outstanding debt.

Stockholders will receive $20.35 a share. The company said the price represented a premium of approximately 8% and 13% to its 30- and 90-day volume-weighted average share prices for the period ended September 17, 2026, and included 61% price appreciation since December 31, 2025.

H.I.G., a Miami-based alternative investment firm with $75 billion of capital under management, specializes in debt and equity for middle-market companies. Managing Director Matt Gullen said the firm had “developed a deep appreciation for the technical expertise, reliability and customer focus required to support mission-critical operations” and that MISTRAS “has built an impressive platform supported by a highly skilled workforce and longstanding customer relationships.”

President and Chief Executive Officer Natalia Shuman framed the sale as a crystallization of the company’s Vision2030 transformation. “H.I.G.’s confidence in our business validates the work we have done through our Vision2030 transformation to deepen the ways we serve our existing customers, expand into new, high-growth end markets and drive efficiency across our organization,” she said. Executive Chairman Manuel N. Stamatakis said the board, after “extensive engagement with H.I.G.,” was “confident that this agreement is in the best interests of our stockholders and our Company.”

The board unanimously approved the deal. Closing is expected in late 2026 or early 2027, subject to customary conditions, including stockholder approval and required regulatory approvals. H.I.G. affiliates have voting and support agreements covering about 31% of the common stock.

A 40-day go-shop runs through 11:59 p.m. Eastern Time on October 27, 2026, during which the board, with financial advisor Baird, may solicit alternative proposals. The company can terminate to accept a superior proposal, subject to a termination fee. There can be no assurance the process produces a better bid.

MISTRAS serves oil & gas, aerospace & defense, industrials, power generation, infrastructure, engineering and research, offering non-destructive testing, pipeline inspections, condition monitoring and a proprietary software suite. In the second quarter of 2026, revenue was $193.1 million, up 4.2%, with record adjusted EBITDA of $25.8 million. Upon completion, the stock will no longer be listed on the New York Stock Exchange.