MISTRAS Group, a New Jersey-based provider of industrial testing and asset-integrity services, agreed Friday to be acquired by affiliates of private equity firm H.I.G. Capital in an all-cash transaction valuing the company at approximately $866 million, including debt. Under the agreement, MISTRAS stockholders will receive $20.35 per share in cash.
The offer represents a premium of roughly 8% over MISTRAS's 30-day volume-weighted average share price and about 13% over its 90-day average, measured through September 17, 2026, according to the companies' joint announcement. It also captures roughly 61% of share-price appreciation MISTRAS has posted since the end of 2025.
MISTRAS, which trades on the New York Stock Exchange under the ticker MG, provides non-destructive testing, pipeline inspection, condition monitoring and maintenance-planning services to customers in oil and gas, aerospace and defense, and other industrial and infrastructure markets. The company's board of directors approved the deal unanimously, and stockholders representing about 31% of MISTRAS's common stock have already agreed to support it.
A 40-Day Window to Seek a Better Offer
The agreement includes a 40-day "go-shop" period, running through October 27, 2026, during which MISTRAS's board can solicit and evaluate competing acquisition proposals before the deal is finalized. The transaction is expected to close in late 2026 or early 2027, subject to stockholder approval and customary regulatory clearances.
Executive Chairman Manuel N. Stamatakis said the board concluded the offer serves shareholders well.
Following extensive engagement with H.I.G., the Board is confident that this agreement is in the best interests of our stockholders and our Company.
Manuel N. Stamatakis, Executive Chairman, MISTRAS Group
President and Chief Executive Natalia Shuman framed the sale as validation of a multiyear turnaround effort at the company.
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.
Natalia Shuman, President and Chief Executive Officer, MISTRAS Group
H.I.G. Capital Managing Director Matt Gullen said the firm was drawn to MISTRAS's skilled workforce and long-standing customer relationships. Baird is serving as MISTRAS's financial adviser, with Morgan Lewis & Bockius and Troutman Pepper Locke acting as legal counsel; H.I.G. is working with Texas Capital Securities and Kirkland & Ellis. Additional deal terms were disclosed in a filing with the Securities and Exchange Commission.
