Vertex Resource Group Ltd. Reports Third Quarter 2025 Results

SHERWOOD PARK, AB, Nov. 12, 2025 /CNW/ - (TSXV: VTX) - Vertex Resource Group Ltd. ("Vertex" or the "Company") reports its financial and operational results for the third quarter ended September 30, 2025. The following should be read in conjunction with the Management Discussion and Analysis ("MD&A") and the unaudited condensed consolidated interim financial statements of Vertex for the period ended September 30, 2025, which are available on SEDAR+ at www.sedarplus.ca.

During the third quarter, tariff uncertainties and trade fluctuations persisted, maintaining the external pressures that have been the theme throughout the year. In addition, customer consolidation further curtailed spending while increasing pricing competitiveness for upcoming projects. Despite these challenging conditions, Vertex's Environmental Consulting segment performed strongly, exceeding expectations. This outperformance provided a partial offset to the Environmental Services segment, which continues to be adversely affected by global market volatility.

The Company's commitment to disciplined cost management and operational efficiency played a significant role in mitigating these pressures. Focused efforts to control expenses led to reductions in finance costs and a decrease in overall debt levels. These financial improvements underscore the effectiveness of Vertex's strategies to manage risk and enhance stability in a fluctuating market environment.

Key financial results for the three and nine months September 30, 2025, and 2024 are as follows:  

HIGHLIGHTS
	Three Months ended		Nine months ended
	September 30,		September 30,
(in thousands of Canadian Dollars)	2025	2024	2025	2024
Gross revenue	54,047	62,405	164,709	179,295
Less flow through subcontractor costs	3,607	126	12,917	1,808
Net revenue	50,440	62,279	151,792	177,487
Profit margin	12,782	17,566	35,724	47,433
Profit margin %	25 %	28 %	24 %	27 %
Adjusted EBITDA ^(1)	7,180	11,924	18,772	28,871
Adjusted EBITDA %	14 %	19 %	12 %	16 %
Free cash flow ^(1)	2,409	6,936	5,196	9,115
Adjusted EBITDA per share, basic and diluted ^(1)	0.06	0.11	0.17	0.26
Earnings per share, basic and diluted	(0.01)	0.02	(0.06)	0.01

(1) See "Non-IFRS Financial Measures"

HIGHLIGHTS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2025

• Environmental Consulting net revenue increased by 7% compared to 2024.
• Environmental Consulting adjusted EBITDA⁽¹⁾ increased by 14% compared to 2024.
• Finance costs were reduced by 32% year-over-year due to reduced debt levels.
• Reduced loans and borrowings and lease liabilities by $2.6 million during the quarter.

HIGHLIGHTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2025

• Environmental Consulting net revenue increased by 6% compared to 2024.
• Environmental Consulting adjusted EBITDA⁽¹⁾ increased by 26% compared to 2024.
• G&A expenses were reduced by 9% compared to the same period of 2024.
• Finance costs were reduced by 26% year-over-year due to reduced debt levels.
• Reduced loans and borrowings and lease liabilities by $8.5million during the nine-month period.
• The Company reduced loans and borrowings, and other liabilities by 25% since December 31, 2022, strengthening its financial position following two major acquisitions.

OUTLOOK

Throughout 2025, Vertex has operated in a persistently challenging environment shaped by fluctuating commodity prices, repeated tariff impositions, and subdued activity levels across our operating footprint. These factors have influenced customer investment decisions, resulting in lower operational activity and softer financial performance for the first three quarters.   

In response, Vertex has taken deliberate steps to streamline operations, enhance cost efficiency, and focus on cash flow preservation. Actions such as facility consolidation, targeted reductions in capital expenditures, and ongoing debt reduction have strengthened our liquidity position and provided greater flexibility to adapt to evolving market conditions. Management continues to monitor expenditures closely and remains committed to prudent financial stewardship.

Looking ahead, Vertex remains focused on long-term value creation and operational excellence. The Company is actively pursuing strategic adjustments to its corporate framework, with an emphasis on maintaining financial flexibility and readiness to capitalize on opportunities as market conditions improve. While uncertainty persists, management is cautiously optimistic that the steps taken in 2025 will support sustainable growth and improved performance over time.

Vertex's outlook reflects both the realities of the current environment and confidence in the Company's ability to navigate challenges through disciplined execution and strategic agility. The Company will continue to prioritize operational efficiency, risk management, and stakeholder value as it moves forward.

ABOUT VERTEX

Since 1962, Vertex has been a leading North American provider of environmental services. Headquartered in Sherwood Park, Alberta, Vertex employs a staff of approximately 1,000 employees and lease operators that provide services to help clients achieve their developmental and operational goals. From initial site selection, consultation and regulatory approval, through construction, operation and maintenance, to conclusion and environmental cleanup, Vertex provides a wide array of services to customers operating in industries such as energy, mining, utilities, private development, public infrastructure, construction, telecommunications, forestry, agriculture and government.

Vertex principally operates in Canada with select locations in the United States.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

NON-IFRS FINANCIAL MEASURES

This release includes certain terms or performance measures that are not defined under International Financial Reporting Standards ("IFRS"), including "Adjusted EBITDA". The data presented is intended to provide additional information that should not be considered in isolation or as a substitute measure of performance prepared in accordance with IFRS. The non-IFRS measures should be read in conjunction with the Company's financial statements and accompanying notes.

A)  "Adjusted EBITDA" is a non-IFRS financial measure which is calculated by adjusting net income (loss) for the sum of income taxes, finance costs including interest accretion on lease liabilities, depreciation of property and equipment and right of use assets, amortization of intangible assets, share-based compensation, restructuring costs and impairment. The Company uses Adjusted EBITDA as an indicator of its principal business activities operational performance prior to consideration of how its activities are financed and the impact of taxation, non-cash depreciation and amortization, restructuring costs and other non-cash expenses such as impairments required under IFRS. Adjusted EBITDA does not have a standardized meaning prescribed by IFRS and is not necessarily comparable to similar measures provided by other companies. Adjusted EBITDA is used by many analysts as an important analytical tool and the management of Vertex believes it is useful for providing readers with additional clarity on Vertex's operational performance. This measure is also considered important by the Company's lenders in determining compliance by the Company with the financial covenants under its lending arrangements.

B)  "Free cash flow" is a non-IFRS financial measure. The most directly comparable GAAP measure for free cash flow is cash flow from operating activities. A summary of the reconciliation of cash flow from operating activities to free cash flow is set forth in the table below. Management uses the term "free cash flow" for its own performance measure and to provide shareholders and potential investors with a measurement of the Company's efficiency and its ability to generate the cash necessary to fund its future growth expenditures, to repay debt and provide shareholder returns.

C)  "Adjusted Working Capital" is a non-IFRS financial measure which is calculated by reducing current liabilities by the current portion of loans and borrowings, lease liabilities and other liabilities. Adjusted working capital is used by Vertex to monitor its capital structure, liquidity, and it's ability to fund current operations.

D)  "Adjusted EBITDA per share, basic and diluted" is a non-financial measure which is calculated by dividing adjusted EBITDA by the weighted average shares outstanding – basic and diluted.

Reconciliations of adjusted EBITDA, free cash flow and adjusted working capital are provided in the following tables.

ADJUSTED EBITDA					Three months ended			Nine months ended
					September 30,			September 30,
					2025	2024		2025	2024
Net (loss) income for the period					(1,170)	1,513		(6,797)	705
Add:
Depreciation and amortization					6,690	6,994		18,571	19,290
Finance costs					1,968	2,894		6,281	8,482
Impairment					-	-		2,707	-
Share-based compensation					18	59		53	178
Income tax (recovery) expense					(326)	464		(2,043)	216
Adjusted EBITDA					7,180	11,924		18,772	28,871

FREE CASH FLOW					Three months ended			Nine months ended
					September 30,			September 30,
					2025	2024		2025	2024
Cash flows from operating activities					5,723	9,700		16,628	29,781
Changes in non-cash operating working capital items					1,666	2,190		2,336	(1,026)
Maintenance capex					(3,541)	(2,297)		(8,754)	(12,390)
Cash interest					(1,353)	(2,224)		(4,458)	(6,357)
Depreciation of right of use assets - real property					(688)	(1,057)		(2,366)	(2,960)
Proceeds from disposal of property and equipment					602	624		1,810	2,067
Free cash flow					2,409	6,936		5,196	9,115

ADJUSTED WORKING CAPITAL						September 30,	December 31,
						2025	2024
Current assets						57,740	64,767
Current liabilities, less						106,747	61,417
Current portion of loans and borrowings						(61,739)	(12,096)
Current portion of lease liabilities						(7,515)	(8,778)
Current portion of other liabilities						-	(1,000)
Current liabilities (excluding current portion of loans and borrowings, lease liabilities, and other liabilities)						37,493	39,543
Adjusted working capital						20,247	25,224

Forward-Looking Information

This Press Release contains forward-looking statements and information ("forward-looking statements") within the meaning of applicable Canadian securities laws. The forward-looking statements contained in this Press Release are based on the expectations, estimates and projections of management of Vertex as of the date of this Press Release unless otherwise stated. The use of any of the words "believe", "expect", "anticipate", "contemplate", "target", "plan", "outlook", "potential", "estimated", "intends", "continue", "may", "will", "should" and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this Press Release contains forward-looking statements concerning anticipated financial performance; the outlook for 2025; the Company's ability to grow profitably; sufficiency of working capital; and with respect to Vertex's ability to meet evolving customer demands.

Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Investors are cautioned that forward-looking statements are based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made, and actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to the risks associated with the industries in which Vertex operates in general, such as:

• Ability to access sufficient capital from internal and external sources
• Ability to market to new customers
• Ability to obtain equipment in a timely and cost-efficient manner
• Ability to secure work
• Adjustments and cancellations of backlog
• Changes in legislation, including but not limited to tax laws and environmental regulations
• Collection of recognized revenue
• Commodity price, interest rate and exchange rate fluctuations
• Competition, ethics, and reputational risks
• Compliance with environmental laws risks
• Cyber-security risks
• Economy and cyclicality
• Geopolitical risks
• Global pandemics
• Health, safety and environmental risks
• Industry and inherent project delivery risks
• Insurance risk
• Joint venture risk
• Labour matters
• Litigation risk
• Loss of key management; ability to hire and retain qualified and capable personnel
• Maintaining safe worksites
• Operational risks
• Potential for non-payment and credit risk and ongoing financing availability
• Third party credit risk
• Unforeseen weather conditions
• Unanticipated shutdowns, work stoppages, and lockouts
• Volatility of market trading   

Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on other factors that could affect the operations or financial results of the parties, and the combined company are included in reports on file with applicable securities regulatory authorities, including but not limited to: Annual Information Form for the year ended December 31, 2024, which may be accessed on Vertex's SEDAR+ profile at www.sedarplus.ca.

The forward-looking statements contained in this Press Release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as, and to the extent required by applicable securities laws.

SOURCE Vertex Resource Group Ltd.

For further information please contact: Terry Stephenson, CEO, or Sherry Bielopotocky, CFO at 780-464-3295