Montrose Environmental Group Announces Pricing of Public Offering of Shares

Montrose Environmental Group, Inc. (the “Company” or “Montrose”) (NYSE: MEG) announced today the pricing of the previously announced underwritten public offering by the Company of 3,000,000 shares of its common stock at a price of $37.15 per share (before underwriting discounts and commissions). The Company has also granted the underwriters a 30-day option to purchase up to an additional 450,000 shares of common stock. All of the securities to be sold in the offering are being offered by the Company. The offering is expected to close on April 22, 2024, subject to the satisfaction of customary closing conditions.

The Company intends to use the net proceeds from the offering for general corporate purposes and continued acceleration of strategic growth initiatives, including, but not limited to, acquisitions or business expansion, commercialization of intellectual property given expanded environmental regulations, research and development, software development, capital expenditures, working capital and the repayment of debt.

J.P. Morgan, William Blair and Evercore ISI are acting as joint leading book-running managers and representatives of the underwriters for the offering. BofA Securities, Stifel, Needham & Company and Capital One Securities are acting as joint book-running managers for the offering.

The offering of these securities is being made only by means of a prospectus supplement and related prospectus. Copies of the final prospectus supplement and prospectus relating to the offering can be obtained from: J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone: 1-866-803-9204, or by email at prospectus-eq_fi@jpmchase.com; William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, Illinois, 60606, by phone at +1(800) 621-0687, or by email at prospectus@williamblair.com; or Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, New York 10055, by telephone at 1-888-474-0200 or by email at ecm.prospectus@evercore.com.

An automatic shelf registration statement on Form S-3 relating to these securities was filed with the Securities and Exchange Commission on April 16, 2024 and became effective upon filing. This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Montrose

Montrose is an environmental solutions company focused on supporting commercial and government organizations with a range of services, from comprehensive air measurement and laboratory services to regulatory compliance, emergency response, permitting, engineering, and remediation.

Forward‐Looking Statements

This press release contains forward-looking statements. 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. Forward-looking statements may be identified by the use of words such as “intend,” “expect”, and “may”, and other similar expressions that predict or indicate future events or that are not statements of historical matters. Forward-looking statements are based on current information available at the time the statements are made and on management’s reasonable belief or expectations with respect to future events, and are subject to risks and uncertainties, many of which are beyond the Company’s control, that could cause actual performance or results to differ materially from the belief or expectations expressed in or suggested by the forward-looking statements. Additional factors or events that could cause actual results to differ may also emerge from time to time, and it is not possible for the Company to predict all of them. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking statement to reflect future events, developments or otherwise, except as may be required by applicable law. Investors are referred to the Company’s registration statement for additional information regarding the risks and uncertainties that may cause actual results to differ materially from those expressed in any forward-looking statement.

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