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Perimeter Solutions Reports Second Quarter 2025 Financial Results
Business
Aug 7 2025
19 min read

Perimeter Solutions Reports Second Quarter 2025 Financial Results

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Second quarter Net Loss of $32.2M and Adjusted Net Income of $57.1M

Continued value driver execution and normalized fire activity drove second quarter Adjusted EBITDA of $91.3M

Second quarter Loss Per Diluted Share of $0.22 and Adjusted Earnings Per Diluted Share of $0.39

CLAYTON, Mo., Aug. 07, 2025 (GLOBE NEWSWIRE) -- Perimeter Solutions, Inc. (NYSE: PRM) (“Perimeter,” “Perimeter Solutions,” or the “Company”), a leading global solutions provider for the Fire Safety and Specialty Products industries, today reported financial results for its second quarter ended June 30, 2025.

Second Quarter 2025 Results

  • Net sales increased 28% to $162.6 million in the second quarter, as compared to $127.3 million in the prior-year quarter.

    • Fire Safety net sales increased 22% to $120.3 million, as compared to $98.5 million in the prior year quarter.

    • Specialty Products net sales increased 47% to $42.4 million, as compared to $28.7 million in the prior year quarter.

  • Net loss during the second quarter was $32.2 million, or $0.22 loss per diluted share, as compared to net income of $21.7 million, or $0.14 earnings per diluted share in the prior year quarter.

  • Second quarter non-GAAP adjusted earnings per share was $0.39, as compared to adjusted earnings per share of $0.25 in the prior year quarter.

  • Adjusted EBITDA increased 41% to $91.3 million in the second quarter, as compared to $64.9 million in the prior year quarter.

    • Fire Safety Segment Adjusted EBITDA increased 40% to $77.7 million, as compared to $55.6 million in the prior year quarter.

    • Specialty Products Segment Adjusted EBITDA increased 48% to $13.7 million, as compared to $9.3 million in the prior year quarter.

  • Reconciliation tables for non-GAAP measures are available in the attached schedules.

Year-to Date 2025 Results

  • Net sales increased 26% to $234.7 million during the year-to-date period, as compared to $186.3 million in the prior-year period.

    • Fire Safety sales increased 27% to $157.4 million , as compared to $123.7 million in the prior year period.

    • Specialty Products sales increased 23% to $77.2 million, as compared to $62.6 million in the prior year period.

  • Net income during the year-to-date period was $24.5 million, or $0.16 earnings per diluted share, as compared to a net loss of $60.9 million, or $0.42 loss per diluted share in the prior year period.

  • Non-GAAP adjusted earnings per share during the year-to-date period was $0.41, as compared to adjusted earnings per share of $0.23 in the prior year period.

  • Adjusted EBITDA increased 42% to $109.4 million in the year-to-date period, as compared to $77.0 million in the prior year period.

    • Fire Safety Segment Adjusted EBITDA increased 58% to $87.7 million, as compared to $55.4 million in the prior year period.

    • Specialty Products Segment Adjusted EBITDA of $21.7 million was relatively flat, as compared to $21.6 million in the prior year period.

Capital Allocation

  • The Company repurchased 2.9 million shares of Common Stock at an average price of $11.13 per share during the quarter ended June 30, 2025.

  • In May 2025, the Company settled its trade secret litigation with a subsidiary of Compass Minerals International, Inc., and simultaneously acquired related assets for $20 million in cash.

Conference Call and Webcast

As previously announced, Perimeter Solutions management will hold a conference call at 8:30 a.m. ET on Thursday, August 7, 2025 to discuss financial results for the second quarter 2025. The conference call can be accessed by dialing (877) 407-9764 (toll-free) or (201) 689-8551 (toll).

The conference call will also be webcast simultaneously on Perimeter’s website (https://ir.perimeter-solutions.com), accessed under the Investor Relations page. The webcast link will be made available on the Company's website prior to the start of the call; go to the investor relations page of our website to the News & Events menu and click on “Events & Presentations.”

A slide presentation will also be available for reference during the conference call; go to the investor relations page of our website to the News & Events menu and click on “Events & Presentations.”

Following the live webcast, a replay will be available on the Company’s website. A telephonic replay will also be available approximately three hours after the call and can be accessed by dialing (877) 660-6853 (toll-free) or (201) 612-7415 (toll) and using Access ID “13754057”. The telephonic replay will be available until September 6, 2025 (11:59 p.m. ET).

About Perimeter Solutions

Perimeter Solutions is a leading global solutions provider for the Fire Safety and Specialty Products industries. The Company’s business is organized and managed in two reporting segments: Fire Safety and Specialty Products.

The Fire Safety segment is a formulator and manufacturer of fire management products that help our customers combat various types of fires, including wildland, structural, flammable liquids and other types of fires. Our Fire Safety segment also offers specialized equipment and services, typically in conjunction with our fire management products to support our customers’ firefighting operations. Our specialized equipment includes airbase retardant storage, mixing, and delivery equipment; mobile retardant bases; retardant ground application units; mobile foam equipment; and equipment that we custom design and manufacture to meet specific customer needs. Our service network can meet the emergency resupply needs of approximately 150 air tanker bases in North America, as well as many other customer locations globally. The segment is built on the premise of superior technology, exceptional responsiveness to our customers’ needs, and a “never-fail” service network. The segment sells products to government agencies and commercial customers around the world.

The Specialty Products segment includes operations that develop, produce and market products for non-fire safety markets. The Company’s largest end market application for our Specialty Products segment is Phosphorus Pentasulfide (“P2S5”) based lubricant additives. P2S5 is also used in pesticide and mining chemicals applications and emerging electric battery technologies. The Specialty Products segment also includes Intelligent Manufacturing Solutions (“IMS”), which is a manufacturer of electronic or electro-mechanical components of larger solutions. IMS has a flexible, vertically integrated production facility centered on its printed circuit board (“PCB”) line that allows it to acquire and produce a variety of product lines across a range of end markets, including large medical systems, communications infrastructure, energy infrastructure, defense systems, and industrial systems, with a substantial focus on aftermarket repair and replacement.

Forward-looking Information

This press release may contain “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will,” and similar references to future periods.

Any such forward-looking statements are not guarantees of performance or results, and involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. Although Perimeter believes any forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in any forward-looking statements, including the risk factors described from time to time by us in our filings with the Securities and Exchange Commission (“SEC”), including, but not limited to, the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Stockholders, potential investors and other readers should consider these factors carefully in evaluating the forward-looking statements.

Any forward-looking statement made by Perimeter in this press release speaks only as of the date on which it is made. Perimeter undertakes no obligation to update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

CONTACT: ir@perimeter-solutions.com

PERIMETER SOLUTIONS, INC. AND SUBSIDIARIES 

Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income

(in thousands, except share and per share data) 

(Unaudited)

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net sales

$

162,639

 

 

$

127,276

 

 

$

234,669

 

 

$

186,320

 

Cost of goods sold

 

61,143

 

 

 

54,009

 

 

 

105,020

 

 

 

92,351

 

Gross profit

 

101,496

 

 

 

73,267

 

 

 

129,649

 

 

 

93,969

 

Operating expenses:

 

 

 

 

 

 

 

Selling, general and administrative expense

 

15,967

 

 

 

13,906

 

 

 

32,266

 

 

 

27,368

 

Amortization expense

 

14,604

 

 

 

13,755

 

 

 

28,703

 

 

 

27,526

 

Founders advisory fees - related party

 

96,883

 

 

 

588

 

 

 

16,270

 

 

 

68,921

 

Other operating expense

 

268

 

 

 

 

 

 

829

 

 

 

 

Total operating expenses

 

127,722

 

 

 

28,249

 

 

 

78,068

 

 

 

123,815

 

Operating (loss) income

 

(26,226

)

 

 

45,018

 

 

 

51,581

 

 

 

(29,846

)

Other expense (income):

 

 

 

 

 

 

 

Interest expense, net

 

9,930

 

 

 

10,590

 

 

 

19,574

 

 

 

21,238

 

Foreign currency (gain) loss

 

(2,096

)

 

 

224

 

 

 

(3,255

)

 

 

1,517

 

Other (income) expense, net

 

(212

)

 

 

74

 

 

 

(69

)

 

 

101

 

Total other expense, net

 

7,622

 

 

 

10,888

 

 

 

16,250

 

 

 

22,856

 

(Loss) income before income taxes

 

(33,848

)

 

 

34,130

 

 

 

35,331

 

 

 

(52,702

)

Income tax benefit (expense)

 

1,687

 

 

 

(12,480

)

 

 

(10,806

)

 

 

(8,206

)

Net (loss) income

 

(32,161

)

 

 

21,650

 

 

 

24,525

 

 

 

(60,908

)

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

24,120

 

 

 

(989

)

 

 

32,005

 

 

 

(6,532

)

Total comprehensive (loss) income

$

(8,041

)

 

$

20,661

 

 

$

56,530

 

 

$

(67,440

)

(Loss) earnings per share:

 

 

 

 

 

 

 

Basic

$

(0.22

)

 

$

0.15

 

 

$

0.17

 

 

$

(0.42

)

Diluted

$

(0.22

)

 

$

0.14

 

 

$

0.16

 

 

$

(0.42

)

Weighted average number of shares outstanding:

 

 

 

 

 

 

 

Basic

 

147,055,804

 

 

 

145,236,526

 

 

 

147,779,470

 

 

 

145,279,938

 

Diluted

 

147,055,804

 

 

 

154,664,770

 

 

 

156,039,133

 

 

 

145,279,938

 

 

 

 

 

 

 

 

 



PERIMETER SOLUTIONS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets 

(in thousands, except share data)

 

 

June 30, 2025

 

December 31, 2024

 

(Unaudited)

 

 

ASSETS

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

140,658

 

 

$

198,456

 

Accounts receivable, net

 

121,416

 

 

 

56,048

 

Inventories

 

150,049

 

 

 

116,347

 

Prepaid expenses and other current assets

 

7,956

 

 

 

23,173

 

Total current assets

 

420,079

 

 

 

394,024

 

Property, plant and equipment, net

 

78,831

 

 

 

64,777

 

Operating lease right-of-use assets

 

30,755

 

 

 

17,298

 

Finance lease right-of-use assets

 

6,084

 

 

 

6,173

 

Goodwill

 

1,053,108

 

 

 

1,034,543

 

Customer lists, net

 

624,787

 

 

 

637,745

 

Technology and patents, net

 

186,494

 

 

 

173,307

 

Tradenames, net

 

85,482

 

 

 

87,365

 

Other assets, net

 

642

 

 

 

1,162

 

Total assets

$

2,486,262

 

 

$

2,416,394

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

35,902

 

 

$

23,519

 

Accrued expenses and other current liabilities

 

31,834

 

 

 

30,450

 

Founders advisory fees payable - related party

 

16,046

 

 

 

6,677

 

Deferred revenue

 

20,182

 

 

 

1,842

 

Total current liabilities

 

103,964

 

 

 

62,488

 

Long-term debt, net

 

668,439

 

 

 

667,774

 

Operating lease liabilities, net of current portion

 

28,619

 

 

 

15,540

 

Finance lease liabilities, net of current portion

 

5,938

 

 

 

6,013

 

Deferred income taxes

 

142,860

 

 

 

152,203

 

Founders advisory fees payable - related party

 

240,307

 

 

 

240,083

 

Preferred stock

 

112,286

 

 

 

109,966

 

Preferred stock - related party

 

2,711

 

 

 

2,831

 

Other non-current liabilities

 

2,507

 

 

 

2,226

 

Total liabilities

 

1,307,631

 

 

 

1,259,124

 

Commitments and contingencies

 

 

 

Stockholders’ equity:

 

 

 

Common stock, $0.0001 par value per share, 4,000,000,000 shares authorized; 171,292,585 and 169,426,114 shares issued; 145,914,429 and 147,822,633 shares outstanding at June 30, 2025 and December 31, 2024, respectively

 

17

 

 

 

17

 

Treasury stock, at cost; 25,378,156 and 21,603,481 shares at June 30, 2025 and December 31, 2024, respectively

 

(168,197

)

 

 

(127,827

)

Additional paid-in capital

 

1,916,236

 

 

 

1,911,035

 

Accumulated other comprehensive loss

 

(7,227

)

 

 

(39,232

)

Accumulated deficit

 

(562,198

)

 

 

(586,723

)

Total stockholders’ equity

 

1,178,631

 

 

 

1,157,270

 

Total liabilities and stockholders’ equity

$

2,486,262

 

 

$

2,416,394

 



PERIMETER SOLUTIONS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

 

 

Six Months Ended June 30,

 

 

2025

 

 

 

2024

 

Cash flows from operating activities:

 

 

 

Net income (loss)

$

24,525

 

 

$

(60,908

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

Founders advisory fees - related party (change in fair value)

 

16,270

 

 

 

68,921

 

Depreciation and amortization expense

 

34,817

 

 

 

32,771

 

Interest and payment-in-kind on preferred shares

 

3,666

 

 

 

3,528

 

Stock-based compensation

 

4,909

 

 

 

4,736

 

Non-cash lease expense

 

2,913

 

 

 

2,622

 

Deferred income taxes

 

(11,293

)

 

 

(4,756

)

Amortization of deferred financing costs

 

890

 

 

 

856

 

Foreign currency (gain) loss

 

(3,255

)

 

 

1,517

 

Loss on disposal of assets

 

6

 

 

 

9

 

Changes in operating assets and liabilities, net of acquisitions:

 

 

 

Accounts receivable

 

(63,460

)

 

 

(57,319

)

Inventories

 

(21,834

)

 

 

2,681

 

Prepaid expenses and current other assets

 

4,687

 

 

 

(126

)

Accounts payable

 

12,003

 

 

 

277

 

Deferred revenue

 

18,340

 

 

 

7,927

 

Income taxes payable, net

 

7,962

 

 

 

8,635

 

Accrued expenses and other current liabilities

 

(763

)

 

 

5,237

 

Founders advisory fees - related party (cash settled)

 

(6,677

)

 

 

(2,702

)

Operating lease liabilities

 

(1,998

)

 

 

(1,629

)

Finance lease liabilities

 

(251

)

 

 

(262

)

Other, net

 

(563

)

 

 

(597

)

Net cash provided by operating activities

 

20,894

 

 

 

11,418

 

Cash flows from investing activities:

 

 

 

Purchase of property and equipment

 

(17,577

)

 

 

(5,196

)

Purchase of intangible assets

 

(15,226

)

 

 

 

Proceeds from short-term investments

 

 

 

 

5,383

 

Purchase of businesses, net of cash acquired

 

(10,000

)

 

 

 

Net cash (used in) provided by investing activities

 

(42,803

)

 

 

187

 

Cash flows from financing activities:

 

 

 

Common stock repurchased

 

(40,370

)

 

 

 

Ordinary shares repurchased

 

 

 

 

(14,417

)

Proceeds from exercise of options

 

292

 

 

 

 

Principal payments on finance lease obligations

 

(482

)

 

 

(367

)

Net cash used in financing activities

 

(40,560

)

 

 

(14,784

)

Effect of foreign currency on cash and cash equivalents

 

4,671

 

 

 

(935

)

Net change in cash and cash equivalents

 

(57,798

)

 

 

(4,114

)

Cash and cash equivalents, beginning of period

 

198,456

 

 

 

47,276

 

Cash and cash equivalents, end of period

$

140,658

 

 

$

43,162

 

Supplemental disclosures of cash flow information:

 

 

 

Cash paid for interest

$

19,698

 

 

$

17,153

 

Cash paid for income taxes

$

12,844

 

 

$

4,448

 


Non-GAAP Financial Metrics

The Company provides non-GAAP financial measures for Segment Adjusted EBITDA, Adjusted Net Income, and Adjusted Earnings Per Share data as supplemental information regarding the Company’s business performance. The Company believes that these non-GAAP financial measures are useful to investors because they provide investors with a better understanding of the Company’s past financial performance and future results. The Company’s management uses these non-GAAP financial measures when it internally evaluates the performance of its business and makes operating decisions, including internal operating budgeting, performance measurement, and discretionary compensation.

Adjusted EBITDA

Adjusted EBITDA is defined as (loss) income before income taxes plus net interest and other financing expenses, and depreciation and amortization, adjusted on a consistent basis for certain non-recurring, unusual or non-operational items. These items include (i) restructuring and transaction related costs (ii) founder advisory fee expenses, (iii) stock-based compensation expenses and (iv) foreign currency (gain) loss. To supplement the Company’s condensed consolidated financial statements presented in accordance with U.S. GAAP, Perimeter is providing a summary to show the computations of Adjusted EBITDA, which is a non-GAAP measure used by the Company's management and by external users of Perimeter’s financial statements, such as debt and equity investors, commercial banks and others, to assess the Company’s operating performance as compared to that of other companies, without regard to financing methods, capital structure or historical cost basis. Adjusted EBITDA should not be considered an alternative to net (loss) income, operating (loss) income, cash flows provided by operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP (in thousands).

(Unaudited)

Three Months Ended June 30, 2025

 

Three Months Ended June 30, 2024

 

Fire Safety

 

Specialty
Products

 

Total

 

Fire Safety

 

Specialty
Products

 

Total

(Loss) income before income taxes

$

(27,068

)

 

$

(6,780

)

 

$

(33,848

)

 

$

30,377

 

 

$

3,753

 

$

34,130

Depreciation and amortization

 

13,620

 

 

 

4,304

 

 

 

17,924

 

 

 

12,798

 

 

 

3,561

 

 

16,359

Interest and financing expense

 

6,180

 

 

 

3,750

 

 

 

9,930

 

 

 

9,897

 

 

 

693

 

 

10,590

Founders advisory fees - related party

 

83,319

 

 

 

13,564

 

 

 

96,883

 

 

 

507

 

 

 

81

 

 

588

Non-recurring expenses (1)

 

123

 

 

 

184

 

 

 

307

 

 

 

14

 

 

 

9

 

 

23

Stock-based compensation expense

 

2,007

 

 

 

231

 

 

 

2,238

 

 

 

2,067

 

 

 

927

 

 

2,994

Foreign currency (gain) loss

 

(522

)

 

 

(1,574

)

 

 

(2,096

)

 

 

(21

)

 

 

245

 

 

224

Segment Adjusted EBITDA

$

77,659

 

 

$

13,679

 

 

$

91,338

 

 

$

55,639

 

 

$

9,269

 

$

64,908


(1) For the three months ended June 30, 2025, $0.2 million was related to acquisition costs and $0.1 million was related to other non-recurring costs.

(Unaudited)

Six Months Ended June 30, 2025

 

Six Months Ended June 30, 2024

 

Fire Safety

 

Specialty
Products

 

Total

 

Fire Safety

 

Specialty
Products

 

Total

Income (loss) before income taxes

$

31,810

 

 

$

3,521

 

 

$

35,331

 

 

$

(54,034

)

 

$

1,332

 

$

(52,702

)

Depreciation and amortization

 

26,385

 

 

 

8,432

 

 

 

34,817

 

 

 

25,688

 

 

 

7,083

 

 

32,771

 

Interest and financing expense

 

12,134

 

 

 

7,440

 

 

 

19,574

 

 

 

20,011

 

 

 

1,227

 

 

21,238

 

Founders advisory fees - related party

 

13,992

 

 

 

2,278

 

 

 

16,270

 

 

 

59,273

 

 

 

9,648

 

 

68,921

 

Non-recurring expenses (1)

 

357

 

 

 

1,418

 

 

 

1,775

 

 

 

389

 

 

 

174

 

 

563

 

Stock-based compensation expense

 

3,583

 

 

 

1,326

 

 

 

4,909

 

 

 

3,516

 

 

 

1,220

 

 

4,736

 

Foreign currency (gain) loss

 

(517

)

 

 

(2,738

)

 

 

(3,255

)

 

 

555

 

 

 

962

 

 

1,517

 

Segment Adjusted EBITDA

$

87,744

 

 

$

21,677

 

 

$

109,421

 

 

$

55,398

 

 

$

21,646

 

$

77,044

 


(1) For the six months ended June 30, 2025, $0.8 million was related to acquisition costs, $0.4 million was related to the Redomiciliation Transaction and $0.6 million was related to restructuring and other non-recurring costs. For the six months ended June 30, 2024, $0.5 million was related to the Redomiciliation Transaction and other non-recurring Luxembourg related costs, and $0.1 million was related to other non-recurring costs.

Adjusted Net Income and Adjusted Earnings Per Share

The computation of Adjusted Earnings Per Share (“Adjusted EPS”) is defined as Adjusted Net Income divided by adjusted diluted shares. Adjusted Net Income is defined as net (loss) income plus amortization, certain non-recurring, unusual or non-operational items, and the tax impact of these non-GAAP adjustments. These adjustments include (i) restructuring and transaction related costs (ii) founder advisory fee expenses, (iii) stock-based compensation expenses and (iv) foreign currency (gain) loss. Adjusted diluted shares is the weighted average diluted shares outstanding, adjusted by adding dilution for options and warrants excluded under U.S. GAAP due to a net loss, less dilution related to founders advisory fees. To supplement the Company’s condensed consolidated financial statements presented in accordance with U.S. GAAP, Perimeter is providing a summary to show the computations of Adjusted Net Income and Adjusted EPS, which are non-GAAP measures used by the Company's management and by external users of Perimeter’s financial statements, such as debt and equity investors, commercial banks and others, to assess the Company's operating performance as compared to that of other companies, without regard to financing methods, capital structure or historical cost basis. Adjusted EPS and Adjusted Net Income should not be considered alternatives to GAAP (loss) earnings per share (“GAAP EPS”), net (loss) income, operating (loss) income, cash flows provided by operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP (in thousands, except share and per share data).

(Unaudited)

Three Months Ended June 30,

 

 

 

 

2025

 

 

 

2024

 

GAAP net (loss) income

$

(32,161

)

 

$

21,650

 

 

Adjustments:

 

 

 

 

 

Amortization

 

14,604

 

 

 

13,755

 

 

 

Founders advisory fees - related party

 

96,883

 

 

 

588

 

 

 

Non-recurring expenses (1)

 

307

 

 

 

23

 

 

 

Stock-based compensation expense

 

2,238

 

 

 

2,994

 

 

 

Foreign currency (gain) loss

 

(2,096

)

 

 

224

 

 

 

Tax impact of non-GAAP adjustments (2)

 

(22,631

)

 

 

(3,441

)

Adjusted Net Income

$

57,144

 

 

$

35,793

 

 

 

 

 

 

 

Shares used in computing GAAP Earnings Per Share (diluted)

 

147,055,804

 

 

 

154,664,770

 

 

Options (3)

 

1,276,730

 

 

 

 

 

Warrants (3)

 

 

 

 

 

 

Shares underlying Founders fixed advisory fees (4)

 

 

 

 

(9,428,244

)

 

Shares underlying Founders variable advisory fees (5)

 

 

 

 

 

Shares used in computing Adjusted Earnings Per Share (diluted)

 

148,332,534

 

 

 

145,236,526

 

 

 

 

 

 

 

GAAP (Loss) Earnings Per Share (diluted)

$

(0.22

)

 

$

0.14

 

Adjusted Earnings Per Share (diluted)

$

0.39

 

 

$

0.25

 

____________________

 

 

 

 

 

 

 

 

 

(1

)

For the three months ended June 30, 2025, $0.2 million was related to acquisition costs and $0.1 million was related to other non-recurring costs.

(2

)

The tax impact of non-GAAP adjustments reflects the total income tax expense commensurate with the non-GAAP measure of profitability.

(3

)

The Company adds back the dilutive impact of options and warrants if amounts were excluded for purposes of GAAP EPS due to a GAAP net loss during the period.

(4

)

As of June 30, 2025 and 2024, a maximum of 2.4 million shares were expected to be issued within 12 months under the Founders fixed advisory fee.

(5

)

Based on period end market prices, no shares were issuable under the Founders variable advisory fee.


(Unaudited)

Six Months Ended June 30,

 

 

 

 

2025

 

 

 

2024

 

GAAP net income (loss)

$

24,525

 

 

$

(60,908

)

 

Adjustments:

 

 

 

 

 

Amortization

 

28,703

 

 

 

27,526

 

 

 

Founders advisory fees - related party

 

16,270

 

 

 

68,921

 

 

 

Non-recurring expenses (1)

 

1,775

 

 

 

563

 

 

 

Stock-based compensation expense

 

4,909

 

 

 

4,736

 

 

 

Foreign currency (gain) loss

 

(3,255

)

 

 

1,517

 

 

 

Tax impact of non-GAAP adjustments (2)

 

(11,694

)

 

 

(8,632

)

Adjusted net income

$

61,233

 

 

$

33,723

 

 

 

 

 

 

 

Shares used in computing GAAP Earnings Per Share (diluted)

 

156,039,133

 

 

 

145,279,938

 

 

Options (3)

 

 

 

 

 

 

Warrants (3)

 

 

 

 

 

 

Shares underlying Founders fixed advisory fees (4)

 

(7,071,183

)

 

 

 

 

Shares underlying Founders variable advisory fees (5)

 

 

 

 

 

Shares used in computing Adjusted Earnings Per Share (diluted)

 

148,967,950

 

 

 

145,279,938

 

 

 

 

 

 

 

GAAP Earnings (Loss) Per Share (diluted)

$

0.16

 

 

$

(0.42

)

Adjusted Earnings Per Share (diluted)

$

0.41

 

 

$

0.23

 

____________________

 

 

 

 

 

 

 

 

 

(1

)

For the six months ended June 30, 2025, $0.8 million was related to acquisition costs, $0.4 million was related to the Redomiciliation Transaction and $0.6 million was related to restructuring and other non-recurring costs. For the six months ended June 30, 2024, $0.5 million was related to the Redomiciliation Transaction and other non-recurring Luxembourg related costs, and $0.1 million was related to other non-recurring costs.

(2

)

The tax impact of non-GAAP adjustments reflects the total income tax expense commensurate with the non-GAAP measure of profitability.

(3

)

The Company adds back the dilutive impact of options and warrants if amounts were excluded for purposes of GAAP EPS due to GAAP net loss during the period.

(4

)

As of June 30, 2025 and 2024 a maximum of 2.4 million shares were expected to be issued within 12 months under the Founders fixed advisory fee.

(5

)

Based on period end market prices, no shares were issuable under the Founders variable advisory fee.