Exhibit 24.2
CONFIRMING STATEMENT
This Statement confirms that the undersigned has authorized and designated
Robert MacArthur and Johnny Wilhelm, each acting singly, to execute and file on the
undersigned's behalf all Forms 3, 4 and 5 and Schedules 13D and 13G (including
any amendments thereto) that the undersigned may be required to file with the
U.S. Securities and Exchange Commission as a result of the undersigned's
ownership of or transactions in securities of Willdan Group, Inc., a Delaware
corporation. The authority of Robert MacArthur and Johnny Wilhelm under this Statement
shall continue until the undersigned is no longer required to file any of Forms
3, 4 and 5 and Schedules 13D and 13G with regard to the undersigned's ownership of
or transactions in securities of Willdan Group, Inc. unless earlier revoked in
writing. The undersigned acknowledges that Robert MacArthur and Johnny Wilhelm are
not assuming any of the undersigned's responsibilities to comply with Section 16
or Section 13 of the Securities Exchange Act of 1934, as amended.
Dated: December 14, 2022
/s/ Edward Kissel
