Mistras Group, Inc. (MG) to Purchase 1M Shares from CEO Vahaviolos

August 18, 2016 4:14 PM EDT

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Mistras Group, Inc. (NYSE: MG) disclosed the following on Thursday:

Item 1.01. Entry into a Material Definitive Agreement.

On August 17, 2016, Mistras Group, Inc. (the “Company”) entered into an agreement with its founder, Chairman and Chief Executive Officer, Dr. Sotirios Vahaviolos, which provides for the Company to repurchase up to 1 million shares of its common stock from Dr. Vahaviolos. The agreement provides for the Company to repurchase $2 million of shares each month, subject to the conditions and limitations of the agreement. The number of shares to be repurchased in a month will be based upon a purchase price equal to 98% of the average daily closing price of the Company’s common stock for the preceding month. The first repurchases are scheduled to occur in October 2016 based upon the average daily closing price of the Company’s common stock for September 2016. No repurchases will be made for any month in which the average daily closing price is below $21.00 or above $29.00.

The agreement will terminate upon the earlier of the following to occur: (a) 1 million Shares are repurchased by the Company, (b) for a period of 4 consecutive months, no shares are repurchased because the average daily closing price for each of those months was either below the minimum of $21.00 or above the maximum of $29.00, or (c) upon written notice by either party (in which case the Company and Dr. Vahaviolos will not enter into a similar agreement for a period of six months).



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