CECO

EX-99.1

2 ceco-ex99_1.htm

EX-99.1

EX-99.1

CECO ENVIRONMENTAL REPORTS FIRST QUARTER 2026 RESULTS

Strong First Quarter Results Highlighted by Orders up 97 Percent and Backlog Eclipsing $1B

Largest Natural Gas Power Order in Company History Booked in April 2026

Company Raises Full Year 2026 Guidance

ADDISON, TX (April 28, 2026) -- CECO Environmental Corp. (Nasdaq: CECO) ("CECO"), a leading environmentally focused, diversified industrial company whose solutions protect people, the environment, and industrial equipment, today reported its financial results for the first quarter of 2026 – as well as an update for the proposed merger transaction with Thermon Group Holdings, Inc. ("Thermon").

Highlights for the Quarter(1)

• Orders of $449.5 million, up 97 percent

• Backlog of $1,035.1 million, up 72 percent

• Revenue of $205.9 million, up 17 percent

• Gross profit of $63.9 million, up 3 percent; Gross margin of 31.0 percent

• Net loss of $(0.4) million, down 101 percent; non-GAAP net income of $13.9 million, up 297 percent

• GAAP EPS (diluted) of $(0.01); non-GAAP EPS (diluted) of $0.36

• Adjusted EBITDA of $20.4 million, up 46 percent

• Free cash flow of $(15.7) million, down 4 percent

(1) All comparisons are versus the comparable prior year period, unless otherwise stated.

Reconciliations of GAAP (reported) to non-GAAP measures are in the attached financial tables.

Todd Gleason, CECO's Chief Executive Officer commented, “I am pleased to highlight the tremendous topline growth and steady EBITDA margin expansion we continue to deliver at CECO. This is the first time our quarter-end backlog has eclipsed $1 billion, which reflects our incredible 2.2 book-to-bill ratio during the first quarter. We continue to secure strategic, large-scale projects to enable natural gas power generation expansion in support of a tremendous global investment in electrical power demand for data centers, artificial intelligence computing, industrial reshoring and electrification. This strong momentum continued into April 2026 as we have already booked approximately over $450 million in new orders including the largest ever order in the Natural Gas Power market, setting our second quarter bookings on a course to materially exceed the record we just set in the first quarter.”

First quarter operating income was $1.9 million, down $60.0 million or 97 percent when compared to $61.9 million in the first quarter 2025. On an adjusted basis, non-GAAP operating income was $17.9 million, up $9.3 million or 108 percent when compared to $8.6 million in the first quarter of 2025. Net loss was $(0.4) million in the quarter, down $36.4 million or 101 percent when compared to net income of $36.0 million in the first quarter of 2025. Non-GAAP net income was $13.9 million, up $10.4 million or 297 percent when compared to $3.5 million in the first quarter of 2025. Adjusted EBITDA of $20.4 million, reflecting a margin of 9.9 percent, was up $6.4 million or 46 percent compared to $14.0 million in the first quarter of 2025. Free cash flow in the quarter was $(15.7) million, down $0.6 million or 4 percent compared to $(15.1) million in the first quarter of 2025.

“Our adjusted EBITDA margin expansion of almost 200 basis points reflects our improving volume conversion and the early, positive results of early implementation of our 80/20 programs – which are designed to improve efficiencies and provide operating benefits from commercial and operational simplification. While gross margins did experience contraction in Q1, this was anticipated given last year’s sale of the higher margin but non-strategic global pump business combined with the timing of lower margin jobs booked in early 2025. As we progress throughout 2026 our backlog profile reflects higher margin projects, thus we expect higher gross margins in Q2 and throughout the remainder of the year. Currently, we see no material impact from the Iran War or higher inflation, but we are monitoring the situation and are strategically prepared with additional price and cost actions, if appropriate,” added Gleason.

2026 Full Year Guidance Update

The Company raises its full year outlook for 2026 to reflect revenue between $940 million and $1 billion, up approximately 25 percent at the midpoint of the range when compared to 2025 and increases full year Adjusted EBITDA between $120 and $140 million, up approximately 45 percent at the midpoint of the range. This compares to the previous guidance range of revenue between $925 and $975

million, and adjusted EBITDA between $115 and $135 million. The Company reiterates its full year free cash flow of at least 50% of Adjusted EBITDA. The Company’s full year outlook excludes the impact of the transaction with Thermon.

"Given another strong start to the year with our record backlog and accelerating orders pace, we are raising our full year 2026 outlook. We now expect organic revenues to grow 25 percent, and adjusted EBITDA to grow almost 45 percent. Se

8-K

0000003197false00000031972026-02-242026-02-24

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 24, 2026

CECO ENVIRONMENTAL CORP.

(Exact Name of registrant as specified in its charter)

Delaware

000-7099

13-2566064

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

5080 Spectrum Drive East Tower, Suite 800E Addison, Texas

75001

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (214) 357-6181 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 each exchange on which registered

Common Stock, par value $0.01 per share

CECO

The NASDAQ Stock Market LLC

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 ☐ 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. ☐

Item 2.02. Results of Operations and Financial Condition. On February 24, 2026, CECO Environmental Corp. (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. The information in this Item 2.02, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit Number

Exhibit Title

99.1

104

Press Release, CECO Environmental Reports Fourth Quarter and Full Year 2025 Results

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Signatures 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.

Date: February 24, 2026

CECO Environmental Corp.

By:

/s/ Kiril Kovachev

Kiril Kovachev

Chief Accounting Officer

8-K

false000000319700000031972025-10-282025-10-28

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): October 28, 2025

CECO ENVIRONMENTAL CORP.

(Exact Name of registrant as specified in its charter)

Delaware

000-7099

13-2566064

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

5080 Spectrum Drive Suite 800E Addison, TX

75001

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (214) 357-6181 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 each exchange on which registered

Common Stock, par value $0.01 per share

CECO

The NASDAQ Stock Market LLC

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 ☐ 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. ☐

Item 2.02. Results of Operations and Financial Condition. On October 28, 2025, CECO Environmental Corp. issued a press release announcing its financial results for the third quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. The information in this Item 2.02, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit Number

Exhibit Title

99.1

104

Press Release, CECO Environmental Reports Third Quarter 2025 Results

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Signatures 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.

Date: October 28, 2025

CECO Environmental Corp.

By:

/s/ Kiril Kovachev

Kiril Kovachev

Chief Accounting Officer