BDGI Badger Infrastructure Solutions Ltd

Badger Infrastructure Solutions Ltd. (“Badger”, the “Company”, “we”, “our” or “us”) (TSX:BDGI) reported fourth quarter and 2024 annual results today. All results are presented in U.S. dollars unless otherwise stated.

2024 FOURTH QUARTER AND ANNUAL FINANCIAL AND OPERATIONAL HIGHLIGHTS

• The Company achieved revenue of $187.2 million for the quarter and $745.0 for the year, up 8% and 9%, respectively, from 2023.
• Gross profit margin improved to 29.5% for the quarter and 29.3% for the year, up from 26.2% and 27.9%, respectively, from 2023.
• Adjusted EBITDA(1) improved to $44.0 million for the quarter and $176.1 for the year, up 28% and 17%, respectively, from 2023.
• Adjusted EBITDA margin(1) rose to 23.5% for the quarter and 23.6% for the year, up from 19.9% and 22.0%, respectively, from 2023.
• Adjusted earnings per share(1) improved to $0.37 per share for the quarter and $1.68 for the year, up 131% and 24%, respectively, from 2023.

• Revenue per truck per month (“RPT”)(1) for the quarter was $40,707 and $41,765 for the year, down from $41,924 and $43,505, respectively, in 2023.

• The board of directors has approved a 4.2% increase to the quarterly cash dividend from CAD$0.18 per common share to CAD$0.1875 per common share effective the first fiscal quarter of 2025, with payment to be made on or about April 15, 2025, to all shareholders of record at the close of business on March 31, 2025.
• During the fourth quarter of 2024, Badger repurchased 196,000 shares at a weighted average price per share of CAD $36.88 under the Normal Course Issuer Bid ("NCIB"). For the year, the Company repurchased 240,400 common shares at a weighted average price per share of CAD $36.89.

“We finished the year on a strong note, with annual revenue up 9%, Adjusted EBITDA growth of 17% and Adjusted earnings per share growth of 24%, compared to 2023. In the fourth quarter, the 8% increase in revenue from 2023 drove a 28% increase in Adjusted EBITDA, with over 60% of our revenue growth flowing to the bottom line (43% for the full year). Throughout 2024, we executed on our pricing, commercial, and operational efficiency strategies to continue to scale the business. We are pleased to see these initiatives continuing to drive sustained growth. Alongside solid financial performance, the Badger Team also achieved industry leading safety results for the year, showing the Company’s continued commitment to our employees and customers,” said Rob Blackadar, President & Chief Executive Officer.

“We look forward to another year of growth in hydrovac services across our end markets. In 2025, we plan to grow our fleet to between 1,710 and 1,760 units by the end of 2025, representing an overall expansion of 4% to 7%. We have ample current capacity in our existing fleet to absorb continued growth while remaining disciplined in our annual capital spend. We are also pleased to announce the Board has approved a 4.2% increase to the quarterly dividend, which in addition to the Normal Course Issuer Bid, shows our commitment to delivering shareholder returns while continuing to execute our long-term organic growth strategy,” concluded Mr. Blackadar.

FINANCIAL HIGHLIGHTS

		Three months endedDecember 31,				Twelve months endedDecember 31,
($ US thousands except RPT, per share amounts, share information and ratios)		2024		2023		2024		2023
Revenue:
Non-destructive excavation service		175,814		163,553		703,342		650,893
Other		11,362		9,593		41,610		32,906
Total revenue		187,176		173,146		744,952		683,799
Total Revenue - U.S.		166,180		149,443		660,427		584,289
Total Revenue - Canada		20,996		23,703		84,525		99,510
RPT - Consolidated (mixed currency)(1)		40,707		41,924		41,765		43,505
RPT - U.S. (USD)(1)		41,591		42,731		43,537		44,105
RPT - Canada (CAD)(1)		37,532		39,540		35,863		41,782
Adjusted EBITDA(1)		43,963		34,462		176,074		150,299
Adjusted EBITDA per share, basic and diluted(1)		$1.28		$1.00		$5.11		$4.36
Adjusted EBITDA margin(1)		23.5	%	19.9	%	23.6	%	22.0	%
Net earnings before income tax		16,979		7,659		67,467		57,123
Net earnings		10,869		4,710		47,872		41,771
Net earnings per share, basic and diluted(1)		$0.32		$0.14		$1.39		$1.21
Adjusted net earnings(1)		12,744		5,674		57,899		46,570
Adjusted net earnings per share, basic and
diluted(1)		$0.37		$0.16		$1.68		$1.35
Cash flow from operations before working
capital and other adjustments		43,776		34,487		175,977		149,967
Cash flow from operations before working
capital and other adjustments
per share, basic and diluted(1)		$1.27		$1.00		$5.11		$4.35
Total debt to Compliance EBITDA(1)		1.1x		1.3x		1.1x		1.3x
Capital expenditures		16,091		24,700		98,004		108,194
Hydrovac truck count		1,643		1,534		1,643		1,534
Dividends paid		4,490		4,445		17,993		17,511
Common shares repurchased and cancelled
through NCIB(2)		196,000		—		240,400		—
Repurchase of common shares		5,035		—		6,078		—
Weighted average common shares outstanding(2)		34,362,402		34,473,438		34,441,443		34,473,438

(1) "Adjusted EBITDA", "Adjusted EBITDA margin", "Adjusted net earnings", "Compliance EBITDA", "Total debt" and "RPT" are not standardized financial measures prescribed by IFRS® Accounting Standards and may not be comparable to similar measures presented by other companies or entities. See “Non-IFRS Financial Measures” and p.15-18 of the 2024 annual MD&A for additional detail on the definition and calculation of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net earnings, Compliance EBITDA and Total debt. See "Key Financial Metrics and Other Operational Metrics" and p.13 of the 2024 annual MD&A for additional details on RPT. Per share, basic and diluted measures are calculated by dividing the financial measure with the weighted average common shares outstanding for the period.(2) See “Share Capital” in the Company’s 2024 Annual MD&A for additional details and note 15 of the Company's audited annual Consolidated Financial Statements for additional details on the changes to share capital.

2025 BUSINESS OUTLOOK

In 2025, we continue to see opportunities for growth, particularly in the U.S, as the election uncertainty that existed during 2024 and was impacting our U.S. end markets, has subsided. Badger is well positioned, with our broad footprint and established hydrovac fleet, to support our customers. Accordingly, Badger's focus remains unchanged. We will continue to leverage our customer relationships through our Sales and National Account strategies to drive higher activity levels across our broad branch network, capturing more density in major markets. Further, we are increasingly focused on our operating efficiency and the stability of our overhead support functions. To accelerate this effort we are extending our operational excellence initiatives from our manufacturing plant to the entire field operations group to streamline and enhance our customers' experience. We believe this initiative will help Badger continue to realize solid operating leverage on additional revenues.

Badger is also focused on disciplined fleet management and utilization to support its organic growth requirements and will continue to leverage its vertically integrated manufacturing capabilities. In 2024, we grew our fleet by 7% positioning us with the capacity to absorb additional growth in 2025 from our existing fleet. For 2025, we plan to grow our fleet by a further 4% to 7%. Together with our programs to capture pricing opportunities, the capacity in our current fleet and our disciplined 2025 capital program, Badger is well positioned to meet our growing customer needs.

2025 Outlook
New builds	180 units to 210 units
Retirements	90 units to 130 units
Refurbishments	50 units to 60 units
Total Capital Spend(1)	$95 million to $115 million

(1) Total capital spend includes the cost to manufacture new hydrovacs, refurbishments, ancillary equipment and other capital projects and does not include the potential impact of tariffs or retaliatory tariffs.

Badger is in the lower end of its leverage range, leaving ample capacity to maintain the NCIB and continue to return capital to our shareholders through dividends, while maintaining our working capital and continuing to invest in the business to grow organically.

The impact of the scope and duration of the tariffs on Canadian exports and the retaliatory tariffs on certain U.S. exports is uncertain. As a result of these measures, the cost of the hydrovacs that we assemble at our plant in Red Deer, Alberta and use in our operations across North America may be impacted. Additionally, the uncertainty resulting from these measures may lead to a slow down in the markets where Badger operates. Badger has undertaken a number of initiatives to mitigate the impacts of these tariffs. We currently have ample fleet positioned in the right markets, providing the flexibility to manage through some of these uncertainties in 2025.

ABOUT BADGER INFRASTRUCTURE SOLUTIONS LTD.

Badger Infrastructure Solutions Ltd. (TSX:BDGI) is North America’s largest provider of non-destructive excavating services. Badger works for contractors and facility owners in a broad range of infrastructure industries and in general commercial construction. Badger’s customers typically operate near high concentrations of underground power, communication, water, gas and sewer lines, where safety and economic risks are high and where non- destructive excavation provides a safe alternative for certain customer excavation requirements.

The Company’s key technology is the Badger Hydrovac™, which is used primarily for safe excavation around critical infrastructure and in congested underground conditions. The Badger Hydrovac uses a pressurized water stream to liquify the soil cover, which is then removed with a powerful vacuum system and deposited into a storage tank. Badger is unique in the non-destructive excavation industry because it designs and manufactures all of its hydrovac units at its plant in Red Deer, Alberta, which has an annual production capacity of more than 350 hydrovac units. More recently, the Company has initiated a refurbishment program to extend the service life of certain units when it is financially prudent to do so based on the condition of the unit at the end of its normal useful life. To complement the Badger Hydrovac and extend the Company's service offerings, the Company has a select number of specialty units, mainly airvacs, combo trucks and sewer and flusher units.

2024 FOURTH QUARTER AND ANNUAL RESULTS CONFERENCE CALL

A conference call and webcast for investors, analysts, brokers and media representatives to discuss the 2024 fourth quarter and annual results is scheduled for 9:00 a.m. ET on Thursday, March 6, 2025. To join the call and ask a question during the live questions and answers session: https://event.cwebcast.com/ses/ABRB1df7Fl5GJUCuF-Bigw~~. To join the call with audio only: https://event.cwebcast.com/ses/ABRB1df7Fl5GJUCuF-Bigw~~.

2024 FOURTH QUARTER AND ANNUAL RESULTS DISCLOSURE DOCUMENTS

Badger’s 2024 annual Management's Discussion and Analysis ("MD&A") and 2024 audited Consolidated Financial Statements, along with all previous public filings of Badger Infrastructure Solutions Ltd., may be found on SEDAR+ at www.sedarplus.ca.

NON-IFRS FINANCIAL MEASURES

This press release contains references to certain financial measures, including some that do not have any standardized meaning prescribed by IFRS Accounting Standards and that may not be comparable to similar measures presented by other companies or entities. These financial measures are identified and defined below. See “Non-IFRS Financial Measures” in the Company’s 2024 annual MD&A for detailed reconciliations of non- IFRS financial measures.

“Adjusted EBITDA” is earnings before interest, taxes, depreciation and amortization, share-based compensation, gains and losses on derivative instruments, gains and losses on sale of property, plant and equipment and right of use assets, and gains and losses on foreign exchange. Adjusted EBITDA is a measure of the Company’s operating profitability and is therefore useful to management and investors as it provides improved continuity with respect to the comparison of operating results over time. Adjusted EBITDA provides an indication of the results generated by the Company’s principal business activities prior to how these activities are financed, the results are taxed in various jurisdictions and assets are amortized. In addition, Adjusted EBITDA excludes gains and losses on sale of property, plant and equipment and right of use assets as these gains and losses are considered incidental and secondary to the principal business activities, gains and losses on foreign exchange as such gains and losses can vary significantly based on factors beyond the Company’s control; and share-based compensation and gains and losses on derivative instruments as these expenses can vary significantly with changes in the price of the Company’s common shares.

“Adjusted EBITDA margin” is Adjusted EBITDA as defined above, expressed as a percentage of revenues.

"Adjusted net earnings" is net earnings adjusted for share-based compensation, gains and losses on derivative instruments, gains and losses on sale of property, plant and equipment and right of use assets, and gains and losses on foreign exchange, tax impacted using the effective tax rate.

KEY FINANCIAL METRICS AND OTHER OPERATIONAL METRICS

“Revenue per truck per month” (“RPT”) is a measure of non-destructive excavation fleet utilization. It is calculated using non-destructive excavation revenue only. RPT is calculated on both a consolidated basis and for each geographic segment by dividing non-destructive excavation revenue for each segment, in the respective local currency, by the average number of non-destructive excavation units in the segment during the period.

See “Key Financial Metrics and Other Operational Metrics” on page 13 of the Company’s 2024 annual MD&A for additional details on RPT.

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION AND STATEMENTS

Certain statements and information contained in this press release and other continuous disclosure documents of the Company referenced herein, including statements and information that contain words such as “could”, “should”, “can”, “anticipate”, “expect”, “believe”, “will”, “may”, “continue”, “focus”, "grow", and similar expressions relating to matters that are not historical facts, constitute “forward-looking information” within the meaning of applicable Canadian securities legislation. These statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements and information. The Company believes the expectations reflected in such forward-looking statements and information are reasonable, but no assurance can be given that these expectations will prove to be correct. Such forward-looking statements and information included in this press release should not be unduly relied upon. These forward-looking statements and information speak only as of the date of this press release.

In particular, forward-looking information and statements in this press release include, but are not limited to the following:

• expectations regarding demand for non-destructive excavation services, including with respect to end markets, timing, spending, and project start-ups;
• ability to meet growing customer needs;
• expectations regarding Badger’s manufacturing and fleet strategy, including with respect to fleet count, new builds, retirements, refurbishments and capital spend; and
• general business strategies and objectives.

The forward-looking information and statements made in this press release rely on certain expected economic conditions and overall demand for Badger’s services and are based on certain assumptions. The assumptions used to generate this forward-looking information and statements are, among other things, that:

• Badger will maintain its financial position and financial resources will continue to be available to Badger;
• The overall market for Badger’s services or its ability to provide service will not be adversely affected in the long-term by economic disruption, or other factors beyond Badger’s control such as weather, natural disasters, global events, the imposition of tariffs by the U.S. or other governments, other legislation or regulatory changes and technological advances;
• There will be long-term sustained customer demand for non-destructive excavation and related services from a broad range of end use markets in North America;
• Badger will maintain relationships with current customers and develop successful relationships with new customers;
• Badger will collect customer payments in a timely manner;
• Badger will be able to compete effectively for the demand for its services;
• There will not be significant changes in profit margins due to pricing changes driven by market conditions, competition, regulatory factors or other unforeseen factors;
• Badger will realize and continue to realize the efficiencies and benefits of the executed business restructuring activities and other business improvement initiatives;
• Badger will be able to successfully implement its plans, programs, and procedures as expected; and
• Badger will obtain all labour, parts and supplies necessary to complete the planned Badger non- destructive excavation build at the costs and on the timeline expected.

Risks and other uncertainties that could cause actual results to differ materially from those anticipated in such forward-looking statements include, but are not limited to: political and economic conditions; industry competition; price fluctuations for oil and natural gas and related products and services; Badger’s ability to attract and retain key personnel; the availability of future debt and equity financing; changes in laws or regulations, including taxation and environmental regulations which may adversely impact the labour supply and operating costs of Badger; extreme or unsettled weather patterns; and fluctuations in foreign exchange or interest rates.

Readers are cautioned that the foregoing factors are not exhaustive. Additional information on these and other factors that could affect the Company’s operations and financial results is included in reports on file with securities regulatory authorities in Canada and may be accessed through the SEDAR+ website (www.sedarplus.ca) or at the Company’s website. The forward-looking statements and information contained in this press release are expressly qualified by this cautionary statement. The Company does not undertake any obligation to publicly update or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

Source: Badger Infrastructure Solutions Ltd.

For further information:
Robert Blackadar, President & Chief Executive Officer
Robert Dawson, Chief Financial Officer

Badger Infrastructure Solutions Ltd. ATCO Building II
4th Floor, 919 11th Avenue, SW Calgary, Alberta T2R 1P3 Telephone (403) 264-8500
Fax (403) 228-9773