株探米国株
エドガーで原本を確認する
0000034067FALSE00000340672026-02-232026-02-230000034067us-gaap:CommonStockMember2026-02-232026-02-230000034067boom:StockPurchaseRightsMember2026-02-232026-02-23

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): February 23, 2026
 
DMC Global Inc.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware    001-14775   84-0608431
(State or Other Jurisdiction of
Incorporation)
  (Commission File Number)   (I.R.S. Employer Identification No.)
 
11800 Ridge Parkway, Suite 300, Broomfield, Colorado 80021
(Address of Principal Executive Offices, Including Zip Code)
 
(303) 665-5700
(Registrant’s Telephone Number, Including Area Code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of exchange on which registered
Common Stock, $0.05 Par Value BOOM The Nasdaq Global Select Market
Stock Purchase Rights The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o On February 23, 2026, DMC Global Inc., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the fourth quarter and full fiscal year ended December 31, 2025.






Item 2.02    Results of Operations and Financial Condition

A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
The information provided in Item 2.02 of this Current Report, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, unless specifically stated so therein.

Item 9.01    Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number Description
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 




 
DMC GLOBAL INC.
 
Dated: February 23, 2026 By:
/s/ Eric V. Walter
Eric V. Walter
Chief Financial Officer



EX-99.1 2 boom-exx991_2025q4.htm EX-99.1 Document
letterheadpage2v2a09.jpg
Exhibit 99.1

FOR IMMEDIATE RELEASE: CONTACT:
Geoff High, Vice President of Investor Relations
303-604-3924
DMC GLOBAL REPORTS FOURTH QUARTER FINANCIAL RESULTS
•Total debt reduced 28% to $52 million versus year-end 2024, while net debt* reduced 67% to $18.7 million, the lowest level since the 2021 Arcadia Products acquisition
•Fourth quarter sales were $143.5 million
•Net loss attributable to DMC was $11.2 million, inclusive of approximately $7 million in discrete accounts receivable and inventory write-offs at DynaEnergetics, the Company's oilfield products business
•Adjusted EBITDA attributable to DMC* was negative $(1.6) million, inclusive of the above-described discrete charges at DynaEnergetics
BROOMFIELD, Colo. - February 23, 2026 - DMC Global Inc. (Nasdaq: BOOM) today reported financial results for its fourth quarter ended December 31, 2025.
During the fourth quarter, DMC made significant progress strengthening its balance sheet, management’s primary objective for 2025. Net debt* was reduced by $11.4 million sequentially to $18.7 million, which was down 67% versus the end of 2024. The Company generated fourth quarter operating cash flow of $15.2 million, while free-cash flow* was $11.7 million. For the full year, operating cash flow was $53.5 million, up 15% from 2024, and free cash flow was $42.8 million, up 41% from 2024.
Fourth quarter consolidated sales were $143.5 million, a 6% decline from the 2024 fourth quarter and a 5% sequential decline. Adjusted EBITDA attributable to DMC, inclusive of approximately $7 million in discrete charges at DynaEnergetics, was negative ($1.6) million versus $10.4 million in the 2024 fourth quarter and $8.6 million in the 2025 third quarter. Certain of DynaEnergetics’ customers in North America’s unconventional oil and gas market have been negatively impacted by challenging conditions that include declining activity, highly competitive pricing and tariff driven input pressure, which collectively led to the accounts receivable charges.
Arcadia Products, DMC’s architectural building products business, reported fourth quarter sales of $57 million, down 5% year over year and 8% sequentially. The results reflect year-end seasonality, persistently high interest rates, and 12 consecutive months of declines in the Architectural Billings Index (ABI) across Arcadia Products’ core western U.S. market. During the quarter and into early 2026, deferrals of expected projects continued as high interest rates and elevated raw material and labor costs had a pronounced impact on activity. These conditions have led to a more competitive bidding environment that has pressured pricing. Average aluminum market prices increased 55% versus the 2024 fourth quarter and 12% sequentially, further pressuring results. Fourth quarter adjusted EBITDA attributable to DMC was $2.4 million, up from $2.2 million in the 2024 fourth quarter but down from $5.1 million in the prior quarter.
DynaEnergetics reported fourth quarter sales of $68.9 million, up 8% year over year and flat sequentially. Adjusted EBITDA, inclusive of approximately $7 million in discrete accounts receivable and inventory write offs, was negative ($2.7) million. Challenging conditions in DynaEnergetics’ core U.S. unconventional market persisted during the quarter, further pressuring certain of DynaEnergetics’ smaller customers. WTI crude prices fell nearly 10% sequentially, while the average number of frac crews declined by nearly 4% sequentially. In addition, severe price competition negatively impacted fourth quarter profitability. DynaEnergetics also has been significantly impacted by tariffs since they were imposed in February 2025, paying more than $3 million in tariffs and related duties during the fourth quarter and more than $10 million in calendar year 2025.
1

letterheadpage2v2a09.jpg
At NobelClad, DMC’s composite metals business, fourth quarter sales were $17.7 million, down 38% versus last year’s fourth quarter and down 15% sequentially. The declines reflect reduced bookings during the first half of 2025, with U.S. and reciprocal tariff actions contributing to significant uncertainty in NobelClad’s U.S. and international markets. Adjusted EBITDA was $2.1 million, down 64% versus the 2024 fourth quarter and up 1% from the previous quarter. The year-over-year decline principally reflects significantly lower sales volumes and a corresponding reduction in the absorption of fixed manufacturing overhead costs. NobelClad ended the fourth quarter with an order backlog of $62.6 million, up 28% from the end of the 2024 fourth quarter and up 10% sequentially. The year-over-year increase reflects the award of a record $25 million order during the second half of 2025 for an international petrochemical project.
“The fourth quarter saw a continuation of the severe macroeconomic challenges the oilfield and building products sectors faced throughout 2025,” said James O’Leary, president and CEO. “However, our exceptional DMC associates focused on what was within their control as we made significant progress strengthening DMC’s financial position. As a result, our net debt reached its lowest level since the Arcadia Products acquisition in 2021, despite challenging conditions across all our end markets.
“While near-term macroeconomic conditions remain highly challenged, certain of our businesses are exploring prospective avenues for growth that are complementary to their existing capabilities,” O’Leary added. “DynaEnergetics has begun exploring both the enhanced geothermal market and has expanded its efforts in certain emerging global shale markets. NobelClad is preparing for additional opportunities associated with the recently announced acceleration of the United States’ Naval readiness program. Meanwhile, all our businesses are evaluating additional tariff mitigation strategies and targeted cost reduction programs if business does not improve as 2026 progresses.”
Guidance
First quarter sales are expected to be in a range of $132 million to $138 million, with adjusted EBITDA attributable to DMC anticipated in a range of $2 million to $4 million. First quarter results will reflect the impact of severe weather across much of the United States that affected each of DMC’s businesses. In addition, many of the factors that negatively impacted the Company's fourth quarter and most of 2025 are expected to persist through at least the beginning of 2026. Management expects Arcadia Products will continue to be impacted by the broader factors weighing upon the construction sector, including persistently high interest rates, volatile and generally higher tariff-impacted input prices, and acute price competition. Project deferrals and generally lower activity in Arcadia Products’ core West Coast markets are expected to continue through at least the beginning of the year. DynaEnergetics' core North American unconventional market remains challenged by margin pressure from both a reduction in operating frac crews, which has led to a particularly difficult pricing environment, and higher input prices that have been inflated principally by tariffs. Lastly, while NobelClad expects improved performance for the full fiscal year, demand erosion following the imposition of tariffs in early 2025 – and the resulting impact on major orders – will result in a slow start to the year. This guidance does not contemplate recent changes in tariff policies or increases in oil prices. The above is heavily impacted by macroeconomic conditions, particularly in DMC’s core energy and construction markets, and is subject to change either upward or downward as these highly volatile inputs evolve in 2026.
2

letterheadpage2v2a09.jpg
Summary Fourth Quarter Results
Three months ended Change
 (Amounts in 000’s, except Per Share Data) Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
Net sales $ 143,531  $ 151,532  $ 152,374  (5) % (6) %
Gross profit percentage 17.1 % 21.7 % 20.8 %
SG&A $ 29,645  $ 25,950  $ 25,126  14  % 18  %
Net loss $ (11,859) $ (2,070) $ (1,156) 473  % 926  %
Net (loss) income attributable to DMC $ (11,164) $ (3,081) $ 296  262  % 3,872  %
Diluted net loss per share attributable to DMC $ (0.59) $ (0.10) $ (0.17) 490  % 247  %
Adjusted net (loss) income attributable to DMC $ (9,948) $ (1,629) $ 1,754  511  % 667  %
Adjusted diluted net (loss) income per share $ (0.50) $ (0.08) $ 0.09  525  % 656  %
Adjusted EBITDA attributable to DMC $ (1,551) $ 8,564  $ 10,382  (118) % (115) %
Adjusted EBITDA before NCI allocation $ 61  $ 11,972  $ 11,876  (99) % (99) %
Adjusted EBITDA before NCI allocation margin —  % 7.9  % 7.8  %
Arcadia Products
Three months ended Change
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
Net sales $ 56,987  $ 61,661  $ 60,272  (8) % (5) %
Gross profit percentage 21.7 % 28.7 % 22.4 %
Adjusted EBITDA attributable to DMC $ 2,419  $ 5,111  $ 2,243  (53) % %
Adjusted EBITDA before NCI allocation $ 4,031  $ 8,519  $ 3,737  (53) % %
Adjusted EBITDA before NCI allocation margin 7.1  % 13.8  % 6.2  %
DynaEnergetics
Three months ended Change
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
Net sales $ 68,855  $ 68,946  $ 63,675  —  % %
Gross profit percentage 10.7 % 14.5 % 15.1 %
Adjusted EBITDA $ (2,740) $ 4,867  $ 5,098  (156) % (154) %
Adjusted EBITDA margin (4.0) % 7.1  % 8.0  %
NobelClad
Three months ended Change
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
Net sales $ 17,689  $ 20,925  $ 28,427  (15) % (38) %
Gross profit percentage 27.4 % 24.9 % 30.5 %
Adjusted EBITDA $ 2,102  $ 2,075  $ 5,848  % (64) %
Adjusted EBITDA margin 11.9  % 9.9  % 20.6  %
•Rolling 12-month bookings were $104.3 million, and the 12-month book-to-bill ratio was 1.12.
3

letterheadpage2v2a09.jpg
Summary 2025 Results
Twelve months ended Change
  Dec 31, 2025 Dec 31, 2024 Year-on-year
Net sales $ 609,840  $ 642,851  (5) %
Gross profit percentage 22.2 % 23.4 %
SG&A $ 110,042  $ 108,656  %
Net loss $ (11,745) $ (151,960) (92) %
Net loss attributable to DMC $ (13,452) $ (94,452) (86) %
Diluted net loss per share attributable to DMC $ (0.90) $ (8.20) (89) %
Adjusted net (loss) income attributable to DMC $ (6,934) $ 1,981  450  %
Adjusted diluted net (loss) income per share $ (0.35) $ 0.10  450  %
Adjusted EBITDA attributable to DMC $ 34,942  $ 52,156  (33) %
Adjusted EBITDA before NCI allocation $ 46,383  $ 62,334  (26) %
Adjusted EBITDA before NCI allocation margin 7.6  % 9.7  %
Conference call information
The conference call will begin today at 5 p.m. Eastern (3 p.m. Mountain) and will be accessible by dialing 877-407-5783 (or +1 201-689-8782 for international callers).
Investors are invited to listen to the webcast live via the Internet at:
https://event.choruscall.com/mediaframe/webcast.html?webcastid=GfofKixw
Webcast participants should access the website at least 15 minutes early to register and download any necessary audio software. The webcast also will be available on the Investor page of DMC’s website, located at: ir.dmcglobal.com. A replay of the webcast will be available for six months.
*Use of Non-GAAP Financial Measures
In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles in the United States (GAAP), DMC also discloses certain non-GAAP financial measures that we use in operational and financial decision making. Non-GAAP financial measures include the following:
•EBITDA: defined as net income (loss) plus net interest, taxes, depreciation and amortization.
•Adjusted EBITDA: excludes from EBITDA stock-based compensation, restructuring expenses and asset impairment charges (if applicable) and, when appropriate, nonrecurring items that management does not utilize in assessing DMC’s operating performance (as further described in the tables below).
•Adjusted EBITDA attributable to DMC Global Inc.: excludes the Adjusted EBITDA attributable to the 40% redeemable noncontrolling interest in Arcadia Products.
•Adjusted EBITDA for DMC business segments: defined as operating income (loss) plus depreciation, amortization, allocated stock-based compensation (if applicable), restructuring expenses and asset impairment charges (if applicable) and, when appropriate, nonrecurring items that management does not utilize in assessing DMC's operating performance.
•Adjusted net income (loss): defined as net income (loss) attributable to DMC Global Inc. stockholders prior to the adjustment of redeemable noncontrolling interest plus restructuring expenses and asset impairment charges (if applicable) and, when appropriate, nonrecurring items that management does not utilize in assessing DMC's operating performance.
•Adjusted diluted earnings per share: defined as diluted earnings per share attributable to DMC Global Inc. stockholders (exclusive of adjustment of redeemable noncontrolling interest) plus restructuring expenses and asset impairment charges (if applicable) and, when appropriate, nonrecurring items that management does not utilize in assessing DMC’s operating performance.
4

letterheadpage2v2a09.jpg
•Net debt: defined as total debt less consolidated cash, cash equivalents and marketable securities per the Condensed Consolidated Balance Sheets.
•Free-cash flow: defined as cash flows from operating activities less net acquisitions of property, plant and equipment.
Management believes providing these additional financial measures is useful to investors in understanding DMC’s operating performance, excluding the effects of restructuring, impairment, and other nonrecurring charges, as well as its liquidity. Management typically monitors the business utilizing the above non-GAAP measures, in addition to GAAP results, to understand and compare operating results across accounting periods, and certain management incentive awards are based, in part, on these measures. The presence of non-GAAP financial measures in this report is not intended to suggest that such measures be considered in isolation or as a substitute for, or as superior to, DMC’s GAAP information, and investors are cautioned that the non-GAAP financial measures are limited in their usefulness.
Because not all companies use identical calculations, DMC’s presentation of non-GAAP financial measures may not be comparable to other similarly titled measures of other companies. However, these measures can still be useful in evaluating the company’s performance against its peer companies because management believes the measures provide users with valuable insight into key components of GAAP financial disclosures. For example, a company with greater GAAP net income may not be as appealing to investors if its net income is more heavily comprised of gains on asset sales. Likewise, eliminating the effects of interest income and expense moderates the impact of a company’s capital structure on its performance.
DMC is unable to reconcile its expected first quarter 2026 adjusted EBITDA attributable to DMC to the most directly comparable projected GAAP financial measure because certain information necessary to calculate such measure on a GAAP basis is unavailable or dependent on the timing of future events outside of DMC’s control. Therefore, because of the uncertainty and variability of the nature of and the amount of any potential applicable future adjustments, which could be significant, DMC is unable to provide a reconciliation for expected adjusted EBITDA attributable to DMC without unreasonable efforts.
About DMC Global Inc.
DMC Global is an owner and operator of innovative, asset-light manufacturing businesses that provide unique, highly engineered products and differentiated solutions. DMC’s businesses have established leadership positions in their respective markets and consist of: Arcadia Products, a leading supplier of architectural building products; DynaEnergetics, which serves the global energy industry; and NobelClad, which addresses the global industrial infrastructure and transportation sectors. Based in Broomfield, Colorado, DMC trades on Nasdaq under the symbol “BOOM.” For more information, visit: http://www.dmcglobal.com/.
###
Safe Harbor Language
Except for the historical information contained herein, this news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including first quarter 2026 guidance on sales and adjusted EBITDA, the expectation that NobelClad's performance will improve for the full fiscal year, and the prospective growth avenues certain of our businesses are exploring, such as DynaEnergetics’ pursuit of opportunities in the enhanced geothermal and emerging global shale markets, and NobelClad’s pursuit of opportunities associated with the recently announced acceleration of the United States’ Naval readiness program. Such statements and information are based on numerous assumptions regarding present and future business strategies, the markets in which we operate, anticipated costs and the ability to achieve goals.
5

letterheadpage2v2a09.jpg
Forward-looking information and statements are subject to known and unknown risks, uncertainties and other important factors that may cause actual results and performance to be materially different from those expressed or implied by such forward-looking information and statements, including but not limited to: changes in global economic conditions, including tariffs or reciprocal tariffs; our ability to obtain new contracts at attractive prices; the size and timing of customer orders and shipments; product pricing and margins; our ability to realize sales from our backlog and our ability to adjust our manufacturing and supply chain; fluctuations in customer demand; our ability to manage periods of growth and contraction effectively; general economic conditions, both domestic and foreign, impacting our business and the business of the end-market users we serve; competitive factors; the timely completion of contracts; the timing and size of expenditures; the timely receipt of government approvals and permits; the price and availability of metal and other raw materials; the adequacy of local labor supplies at our facilities; current or future limits on manufacturing capacity at our various operations; the impact of catastrophic weather events on our business and that of our customers; our ability to successfully integrate acquired businesses; the ability to remain an innovative leader in our fields of business; the costs and impacts of pending or future litigation or regulatory matters; changes to legislation, regulation or public sentiment related to our business and the industries in which our customers operate; the impacts of trade and economic sanctions or other restrictions imposed by the European Union, the United States or other countries; costs and risks associated with compliance with laws and regulations, including the United States Foreign Corrupt Practices Act and similar legislation; the availability and cost of funds; fluctuations in foreign currencies; actions of activist stockholders or others; the impact of our stockholder protection rights agreement, which includes terms and conditions that could discourage a takeover or other transaction that stockholders may consider favorable, as well as the other risks detailed from time to time in our SEC reports, including the annual report on Form 10-K for the year ended December 31, 2025. We do not undertake any obligation to release public revisions to any forward-looking statement, including, without limitation, to reflect events or circumstances after the date of this news release, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws.
6

DMC GLOBAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in Thousands, Except Share and Per Share Data)
(unaudited)

Three months ended Change
  Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
NET SALES $ 143,531  $ 151,532  $ 152,374  (5) % (6) %
COST OF PRODUCTS SOLD 119,037  118,703  120,675  —  % (1) %
Gross profit 24,494  32,829  31,699  (25) % (23) %
Gross profit percentage 17.1 % 21.7 % 20.8 %
COSTS AND EXPENSES:
General and administrative expenses 13,391  15,282  15,449  (12) % (13) %
Selling and distribution expenses 16,254  10,668  9,677  52  % 68  %
Amortization of purchased intangible assets 4,763  4,764  5,278  —  % (10) %
Strategic review and related expenses
314  303  1,813  % (83) %
Restructuring expenses and asset impairments 902  1,202  178  (25) % 407  %
Total costs and expenses 35,624  32,219  32,395  11  % 10  %
OPERATING (LOSS) INCOME (11,130) 610  (696) 1,925  % 1,499  %
OTHER (EXPENSE) INCOME:
Other (expense) income, net (178) (334) 145  (47) % 223  %
Interest expense, net (1,351) (1,632) (1,918) (17) % (30) %
LOSS BEFORE INCOME TAXES (12,659) (1,356) (2,469) 834  % 413  %
INCOME TAX (BENEFIT) PROVISION (800) 714  (1,313) 212  % (39) %
NET LOSS (11,859) (2,070) (1,156) 473  % 926  %
Less: Net (loss) income attributable to redeemable noncontrolling interest (695) 1,011  (1,452) 169  % (52) %
NET (LOSS) INCOME ATTRIBUTABLE TO DMC GLOBAL INC. STOCKHOLDERS $ (11,164) $ (3,081) $ 296  262  % 3,872  %
NET LOSS PER SHARE ATTRIBUTABLE TO DMC GLOBAL INC. STOCKHOLDERS
Basic $ (0.59) $ (0.10) $ (0.17) 490  % 247  %
Diluted $ (0.59) $ (0.10) $ (0.17) 490  % 247  %
WEIGHTED AVERAGE SHARES OUTSTANDING:
   
Basic 19,998,353 19,930,699 19,730,643 —  % %
Diluted 19,998,353 19,930,699 19,730,643 —  % %
Reconciliation to net loss attributable to DMC Global Inc. stockholders after adjustment of redeemable noncontrolling interest for purposes of calculating earnings per share
Three months ended
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024
Net (loss) income attributable to DMC Global Inc. stockholders $ (11,164) $ (3,081) $ 296 
Adjustment of redeemable noncontrolling interest (638) 1,018  (1,059)
Deemed dividend —  —  (2,500)
Net loss attributable to DMC Global Inc. stockholders after adjustment of redeemable noncontrolling interest $ (11,802) $ (2,063) $ (3,263)
7

DMC GLOBAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in Thousands, Except Share and Per Share Data)
(unaudited)

Twelve months ended Change
  Dec 31, 2025 Dec 31, 2024 Year-on-year
NET SALES $ 609,840  $ 642,851  (5) %
COST OF PRODUCTS SOLD 474,587  492,282  (4) %
Gross profit 135,253  150,569  (10) %
Gross profit percentage 22.2 % 23.4 %
COSTS AND EXPENSES:
General and administrative expenses 61,252  61,401  —  %
Selling and distribution expenses 48,790  47,255  %
Amortization of purchased intangible assets 19,053  21,155  (10) %
Goodwill impairment —  141,725  (100) %
Strategic review and related expenses
2,690  7,765  (65) %
Restructuring expenses and asset impairments 3,578  2,526  42  %
Total costs and expenses 135,363  281,827  (52) %
OPERATING LOSS (110) (131,258) (100) %
OTHER EXPENSE:
Other expense, net (1,076) (1,068) %
Interest expense, net (6,493) (8,664) (25) %
LOSS BEFORE INCOME TAXES (7,679) (140,990) (95) %
INCOME TAX PROVISION 4,066  10,970  (63) %
NET LOSS (11,745) (151,960) (92) %
Less: Net income (loss) attributable to redeemable noncontrolling interest 1,707  (57,508) 103  %
NET LOSS ATTRIBUTABLE TO DMC GLOBAL INC. STOCKHOLDERS $ (13,452) $ (94,452) (86) %
NET LOSS PER SHARE ATTRIBUTABLE TO DMC GLOBAL INC. STOCKHOLDERS    
Basic $ (0.90) $ (8.20) (89) %
Diluted $ (0.90) $ (8.20) (89) %
WEIGHTED AVERAGE SHARES OUTSTANDING:
   
Basic 19,912,020 19,667,673 %
Diluted 19,912,020 19,667,673 %
Reconciliation to net loss attributable to DMC Global Inc. stockholders after adjustment of redeemable noncontrolling interest for purposes of calculating earnings per share
Twelve months ended
Dec 31, 2025 Dec 31, 2024
Net loss attributable to DMC Global Inc. stockholders $ (13,452) $ (94,452)
Adjustment of redeemable noncontrolling interest (4,439) (64,260)
Deemed dividend —  (2,500)
Net loss attributable to DMC Global Inc. stockholders after adjustment of redeemable noncontrolling interest $ (17,891) $ (161,212)
8

DMC GLOBAL INC.
SEGMENT STATEMENTS OF OPERATIONS
(Amounts in Thousands)
(unaudited)

Arcadia Products
Three months ended Change
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
Net sales $ 56,987  $ 61,661  $ 60,272  (8) % (5) %
Gross profit 12,340  17,717  13,493  (30) % (9) %
Gross profit percentage 21.7 % 28.7 % 22.4 %
COSTS AND EXPENSES:
General and administrative expenses 5,224  5,998  8,237  (13) % (37) %
Selling and distribution expenses 4,244  4,238  3,505  —  % 21  %
Amortization of purchased intangible assets 4,763  4,764  5,278  —  % (10) %
Restructuring expenses and asset impairments —  132  118  (100) % (100) %
Operating (loss) income (1,891) 2,585  (3,645) 173  % (48) %
Adjusted EBITDA 4,031  8,519  3,737  (53) % %
Less: adjusted EBITDA attributable to redeemable noncontrolling interest (1,612) (3,408) (1,494) (53) % %
Adjusted EBITDA attributable to DMC Global Inc. $ 2,419  $ 5,111  $ 2,243  (53) % %
Twelve months ended Change
Dec 31, 2025 Dec 31, 2024 Year-on-year
Net sales $ 246,208  $ 249,763  (1) %
Gross profit 66,668  67,025  (1) %
Gross profit percentage 27.1  % 26.8  %
COSTS AND EXPENSES:
General and administrative expenses 25,171  30,881  (18) %
Selling and distribution expenses 17,589  16,299  %
Amortization of purchased intangible assets 19,053  21,111  (10) %
Goodwill impairment —  141,725  (100) %
Restructuring expenses and asset impairments 649  645  %
Operating income (loss) 4,206  (143,636) 103  %
Adjusted EBITDA 28,602  25,446  12  %
Less: adjusted EBITDA attributable to redeemable noncontrolling interest (11,441) (10,178) 12  %
Adjusted EBITDA attributable to DMC Global Inc. $ 17,161  $ 15,268  12  %
9

DMC GLOBAL INC.
SEGMENT STATEMENTS OF OPERATIONS
(Amounts in Thousands)
(unaudited)

DynaEnergetics
Three months ended Change
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
Net sales $ 68,855  $ 68,946  $ 63,675  —  % %
Gross profit 7,377  9,976  9,604  (26) % (23) %
Gross profit percentage 10.7 % 14.5 % 15.1 %
COSTS AND EXPENSES:
General and administrative expenses 2,560  2,416  2,634  % (3) %
Selling and distribution expenses 9,443  4,514  3,588  109  % 163  %
Restructuring expenses and asset impairments —  57  60  (100) % (100) %
Operating (loss) income (4,626) 2,989  3,322  255  % 239  %
Adjusted EBITDA $ (2,740) $ 4,867  $ 5,098  (156) % (154) %
Twelve months ended Change
Dec 31, 2025 Dec 31, 2024 Year-on-year
Net sales $ 270,214  $ 287,686  (6) %
Gross profit 44,123  50,055  (12) %
Gross profit percentage 16.3  % 17.4  %
COSTS AND EXPENSES:
General and administrative expenses 10,751  10,835  (1) %
Selling and distribution expenses 22,207  21,128  %
Amortization of purchased intangible assets —  44  (100) %
Restructuring expenses and asset impairments 803  1,881  (57) %
Operating income 10,362  16,167  (36) %
Adjusted EBITDA $ 18,485  $ 24,803  (25) %
NobelClad
Three months ended Change
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential Year-on-year
Net sales $ 17,689  $ 20,925  $ 28,427  (15) % (38) %
Gross profit 4,843  5,208  8,676  (7) % (44) %
Gross profit percentage 27.4 % 24.9 % 30.5 %
COSTS AND EXPENSES:
General and administrative expenses 1,050  2,076  1,092  (49) % (4) %
Selling and distribution expenses 2,514  1,870  2,534  34  % (1) %
Restructuring expenses and asset impairments —  1,013  —  (100) % —  %
Operating income 1,279  249  5,050  414  % (75) %
Adjusted EBITDA $ 2,102  $ 2,075  $ 5,848  % (64) %
10

DMC GLOBAL INC.
SEGMENT STATEMENTS OF OPERATIONS
(Amounts in Thousands)
(unaudited)

Twelve months ended Change
Dec 31, 2025 Dec 31, 2024 Year-on-year
Net sales $ 93,418  $ 105,402  (11) %
Gross profit 24,741  33,811  (27) %
Gross profit percentage 26.5  % 32.1  %
COSTS AND EXPENSES:
General and administrative expenses 5,169  4,299  20  %
Selling and distribution expenses 8,791  9,461  (7) %
Restructuring expenses and asset impairments 1,224  —  100  %
Operating income 9,557  20,051  (52) %
Adjusted EBITDA $ 13,992  $ 23,226  (40) %
11

DMC GLOBAL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in Thousands)

Change
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Sequential From year-end
(unaudited) (unaudited)
ASSETS    
Cash and cash equivalents $ 31,898  $ 26,412  $ 14,289  21  % 123  %
Accounts receivable, net 93,697  105,629  103,361  (11) % (9) %
Inventories 144,552  140,545  152,580  % (5) %
Prepaid expenses and other 16,224  14,051  18,792  15  % (14) %
Total current assets 286,371  286,637  289,022  —  % (1) %
Property, plant and equipment, net 127,358  128,110  129,276  (1) % (1) %
Purchased intangible assets, net 155,051  159,814  174,104  (3) % (11) %
Other long-term assets 67,051  69,582  78,935  (4) % (15) %
Total assets $ 635,831  $ 644,143  $ 671,337  (1) % (5) %
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND STOCKHOLDERS’ EQUITY
Accounts payable $ 48,188  $ 46,924  $ 45,059  % %
Contract liabilities 22,568  14,105  23,162  60  % (3) %
Accrued income taxes 4,289  5,357  7,574  (20) % (43) %
Current portion of long-term debt 3,438  3,125  2,500  10  % 38  %
Other current liabilities 35,842  34,260  35,807  % —  %
Total current liabilities 114,325  103,771  114,102  10  % —  %
Long-term debt 47,206  53,409  68,318  (12) % (31) %
Deferred tax liabilities 475  1,268  711  (63) % (33) %
Other long-term liabilities 44,695  45,641  50,155  (2) % (11) %
Redeemable noncontrolling interest 187,080  187,080  187,080  —  % —  %
Stockholders’ equity 242,050  252,974  250,971  (4) % (4) %
Total liabilities, redeemable noncontrolling interest, and stockholders’ equity $ 635,831  $ 644,143  $ 671,337  (1) % (5) %
12

DMC GLOBAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in Thousands)
(unaudited)

Three months ended Twelve months ended
  Dec 31, 2025 Sep 30, 2025 Dec 31, 2024 Dec 31, 2025 Dec 31, 2024
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net loss $ (11,859) $ (2,070) $ (1,156) $ (11,745) $ (151,960)
Adjustments to reconcile net loss to net cash from operating activities:
Depreciation 3,804  3,733  3,597  14,904  13,891 
Amortization of purchased intangible assets 4,763  4,764  5,278  19,053  21,155 
Amortization of deferred debt issuance costs 261  262  217  971  841 
Stock-based compensation 1,166  1,360  1,799  5,542  6,902 
Bad debt expense 5,058  329  (49) 6,083  4,930 
Deferred income taxes 238  (421) (515) 231  4,219 
Asset impairments 785  —  138  1,081  1,182 
Goodwill impairment —  —  —  —  141,725 
Other (365) (83) (1,242) 540  (1,318)
Change in working capital, net 11,343  10,732  3,744  16,874  5,029 
Net cash provided by operating activities 15,194  18,606  11,811  53,534  46,596 
CASH FLOWS FROM INVESTING ACTIVITIES:  
Proceeds from maturities of marketable securities —  —  —  —  3,000 
Proceeds from sales of marketable securities —  —  —  —  9,619 
Acquisition of property, plant and equipment (5,560) (4,243) (5,684) (16,503) (17,284)
Proceeds from property, plant and equipment reimbursements 2,043  1,894  587  5,725  993 
Proceeds on sale of property, plant and equipment —  20  47  103 
Proceeds from settlement of note receivable
—  —  —  4,167  — 
Net cash used in investing activities (3,517) (2,329) (5,094) (6,564) (3,569)
CASH FLOWS FROM FINANCING ACTIVITIES:  
Borrowings on term loan —  —  —  —  50,000 
Repayments on term loan (625) (625) (625) (2,500) (119,375)
Borrowings on revolving loans 46,965  52,300  12,500  146,124  90,150 
Repayments on revolving loans (52,340) (53,918) (15,375) (164,145) (65,775)
Payments of debt issuance costs —  —  —  (650) (2,735)
Distributions to redeemable noncontrolling interest holder —  (145) (124) (6,400) (8,445)
Payment of deemed dividend to noncontrolling interest holder —  —  (2,500) —  (2,500)
Net proceeds from issuance of common stock to employees and directors
—  —  —  —  132 
Treasury stock purchases
(587) (15) (240) (1,165) (1,240)
Net cash used in financing activities (6,587) (2,403) (6,364) (28,736) (59,788)
EFFECTS OF EXCHANGE RATES ON CASH 396  111  (575) (625) 10 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 5,486  13,985  (222) 17,609  (16,751)
CASH AND CASH EQUIVALENTS, beginning of the period 26,412  12,427  14,511  14,289  31,040 
CASH AND CASH EQUIVALENTS, end of the period $ 31,898  $ 26,412  $ 14,289  $ 31,898  $ 14,289 
13

DMC GLOBAL INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASUREMENTS TO MOST
DIRECTLY COMPARABLE GAAP FINANCIAL MEASUREMENTS
(Amounts in Thousands)
(unaudited)

DMC Global
EBITDA and Adjusted EBITDA
Three months ended
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024
Net loss (11,859) (2,070) (1,156)
Interest expense, net 1,351  1,632  1,918 
Income tax (benefit) provision (800) 714  (1,313)
Depreciation 3,804  3,733  3,597 
Amortization of purchased intangible assets 4,763  4,764  5,278 
EBITDA (2,741) 8,773  8,324 
Stock-based compensation 1,408  1,360  1,706 
Strategic review and related expenses
314  303  1,813 
Restructuring expenses and asset impairments 902  1,202  178 
Other expense (income), net 178  334  (145)
Adjusted EBITDA $ 61  $ 11,972  $ 11,876 
Less: adjusted EBITDA attributable to redeemable noncontrolling interest (1,612) (3,408) (1,494)
Adjusted EBITDA attributable to DMC Global Inc. $ (1,551) $ 8,564  $ 10,382 
Twelve months ended
Dec 31, 2025 Dec 31, 2024
Net loss $ (11,745) $ (151,960)
Interest expense, net 6,493  8,664 
Income tax provision 4,066  10,970 
Depreciation 14,904  13,891 
Amortization of purchased intangible assets 19,053  21,155 
EBITDA 32,771  (97,280)
Stock-based compensation 5,748  6,530 
Goodwill impairment —  141,725 
Strategic review and related expenses
2,690  7,765 
Restructuring expenses and asset impairments 3,578  2,526 
CEO transition expenses 520  — 
Other expense, net 1,076  1,068 
Adjusted EBITDA $ 46,383  $ 62,334 
Less: adjusted EBITDA attributable to redeemable noncontrolling interest (11,441) (10,178)
Adjusted EBITDA attributable to DMC Global Inc. $ 34,942  $ 52,156 
14

DMC GLOBAL INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASUREMENTS TO MOST
DIRECTLY COMPARABLE GAAP FINANCIAL MEASUREMENTS
(Amounts in Thousands)
(unaudited)

Adjusted Net (Loss) Income* and Adjusted Diluted Earnings per Share
*Net (loss) income attributable to DMC Global Inc. stockholders prior to the adjustment of redeemable noncontrolling interest and deemed dividend for purposes of calculating earnings per share
Three months ended December 31, 2025
Amount
Per Share (1)
Net loss attributable to DMC Global Inc.* $ (11,164) $ (0.56)
Strategic review and related expenses, net of tax
314  0.01 
Restructuring expenses and asset impairments, net of tax 902  0.05 
As adjusted $ (9,948) $ (0.50)
(1)     Calculated using diluted weighted average shares outstanding of 19,998,353.
Three months ended September 30, 2025
Amount
Per Share (1)
Net loss attributable to DMC Global Inc.* $ (3,081) $ (0.16)
Strategic review and related expenses, net of tax
303  0.02 
Restructuring expenses and asset impairments, net of tax 1,149  0.06 
As adjusted $ (1,629) $ (0.08)
(1)     Calculated using diluted weighted average shares outstanding of 19,930,699.
Three months ended December 31, 2024
Amount
Per Share (1)
Net income attributable to DMC Global Inc.* $ 296  $ 0.02 
Strategic review and related expenses, net of tax
1,360  0.07 
Restructuring expenses and asset impairments, net of tax 98  — 
As adjusted $ 1,754  $ 0.09 
(1)     Calculated using diluted weighted average shares outstanding of 19,730,643.
Twelve months ended December 31, 2025
Amount
Per Share (1)
Net loss attributable to DMC Global Inc.* $ (13,452) $ (0.68)
Strategic review and related expenses, net of tax
2,690  0.13 
Restructuring expenses and asset impairments, net of tax 3,308  0.17 
Executive transition costs, net of tax
520  0.03 
As adjusted $ (6,934) $ (0.35)
(1)     Calculated using diluted weighted average shares outstanding of 19,912,020.
15

DMC GLOBAL INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASUREMENTS TO MOST
DIRECTLY COMPARABLE GAAP FINANCIAL MEASUREMENTS
(Amounts in Thousands)
(unaudited)

Twelve months ended December 31, 2024
Amount
Per Share (1)
Net loss (income) attributable to DMC Global Inc.*
$ (94,452) $ (4.80)
Goodwill impairment, net of tax
85,035  4.32 
Strategic review and related expenses, net of tax
5,824  0.30 
Restructuring expenses and asset impairments, net of tax 1,674  0.08 
Establishment of income tax valuation allowance
3,900  0.20 
As adjusted $ 1,981  $ 0.10 
(1)     Calculated using diluted weighted average shares outstanding of 19,667,673.
Segment Adjusted EBITDA
Arcadia Products
Three months ended
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024
Operating (loss) income, as reported $ (1,891) $ 2,585  $ (3,645)
Adjustments:
Depreciation 1,017  1,020  1,004 
Amortization of purchased intangible assets 4,763  4,764  5,278 
Stock-based compensation 142  18  982 
Restructuring expenses and asset impairments —  132 118 
Adjusted EBITDA $ 4,031  $ 8,519  $ 3,737 
Less: adjusted EBITDA attributable to redeemable noncontrolling interest (1,612) (3,408) (1,494)
Adjusted EBITDA attributable to DMC Global Inc. $ 2,419  $ 5,111  $ 2,243 
Twelve months ended
Dec 31, 2025 Dec 31, 2024
Operating income (loss), as reported $ 4,206  $ (143,636)
Adjustments:
Depreciation 4,059  3,681 
Amortization of purchased intangible assets 19,053  21,111 
Stock-based compensation 635  1,920 
Goodwill impairment —  141,725 
Restructuring expenses and asset impairments 649  645 
Adjusted EBITDA $ 28,602  $ 25,446 
Less: adjusted EBITDA attributable to redeemable noncontrolling interest (11,441) (10,178)
Adjusted EBITDA attributable to DMC Global Inc. $ 17,161  $ 15,268 
16

DMC GLOBAL INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASUREMENTS TO MOST
DIRECTLY COMPARABLE GAAP FINANCIAL MEASUREMENTS
(Amounts in Thousands)
(unaudited)

DynaEnergetics
Three months ended
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024
Operating (loss) income, as reported $ (4,626) $ 2,989  $ 3,322 
Adjustments:
Depreciation 1,886  1,821  1,716 
Restructuring expenses and asset impairments —  57  60 
Adjusted EBITDA $ (2,740) $ 4,867  $ 5,098 
Twelve months ended
Dec 31, 2025 Dec 31, 2024
Operating income, as reported $ 10,362  $ 16,167 
Adjustments:
Depreciation 7,320  6,711 
Amortization of purchased intangible assets —  44 
Restructuring expenses and asset impairments 803  1,881 
Adjusted EBITDA $ 18,485  $ 24,803 
NobelClad
Three months ended
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024
Operating income, as reported $ 1,279  $ 249  $ 5,050 
Adjustments:
Depreciation 823  813  798 
Restructuring expenses and asset impairments —  1,013  — 
Adjusted EBITDA $ 2,102  $ 2,075  $ 5,848 
Twelve months ended
Dec 31, 2025 Dec 31, 2024
Operating income, as reported $ 9,557  $ 20,051 
Depreciation 3,211  3,175 
Restructuring expenses and asset impairments 1,224  — 
Adjusted EBITDA $ 13,992  $ 23,226 
17

DMC GLOBAL INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASUREMENTS TO MOST
DIRECTLY COMPARABLE GAAP FINANCIAL MEASUREMENTS
(Amounts in Thousands)
(unaudited)

Free Cash Flow
Three months ended
Dec 31, 2025 Sep 30, 2025 Dec 31, 2024
Net cash provided by operating activities
$ 15,194  $ 18,606  $ 11,811 
Adjustments:
Acquisition of property, plant and equipment
(5,560) (4,243) (5,684)
Proceeds from property, plant and equipment reimbursements 2,043  1,894  587 
Proceeds on sale of property, plant and equipment —  20 
Free cash flow
$ 11,677  $ 16,277  $ 6,717 

Twelve months ended
Dec 31, 2025 Dec 31, 2024
Net cash provided by operating activities
$ 53,534  $ 46,596 
Adjustments:
Acquisition of property, plant and equipment
(16,503) (17,284)
Proceeds from property, plant and equipment reimbursements 5,725  993 
Proceeds on sale of property, plant and equipment 47  103 
Free cash flow
$ 42,803  $ 30,408 
18