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Perimeter Solutions Reports Third Quarter 2025 Financial Results
Business
Oct 30 2025
20 min read

Perimeter Solutions Reports Third Quarter 2025 Financial Results

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Third quarter Net Loss of $90.7M and Adjusted Net Income of $125.5M

Continued value driver execution drove third quarter Adjusted EBITDA of $186.3M

Third quarter Loss Per Diluted Share of $0.62 and Adjusted Earnings Per Diluted Share of $0.82

IMS add-on product lines acquired

CLAYTON, Mo., Oct. 30, 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 third quarter ended September 30, 2025.

Third Quarter 2025 Results

  • Net sales increased 9% to $315.4 million in the third quarter, as compared to $288.4 million in the prior-year quarter.

    • Fire Safety net sales increased 9% to $273.4 million, as compared to $251.8 million in the prior year quarter.

    • Specialty Products net sales increased 15% to $42.0 million, as compared to $36.6 million in the prior year quarter.

  • Net loss during the third quarter was $90.7 million, or $0.62 loss per diluted share, as compared to net loss of $89.2 million, or $0.61 loss per diluted share in the prior year quarter.

  • Third quarter non-GAAP adjusted earnings per diluted share was $0.82, as compared to non-GAAP adjusted earnings per diluted share of $0.75 in the prior year quarter.

  • Adjusted EBITDA increased 9% to $186.3 million in the third quarter, as compared to $170.4 million in the prior year quarter.

    • Fire Safety Segment Adjusted EBITDA increased 13% to $177.2 million, as compared to $157.5 million in the prior year quarter.

    • Specialty Products Segment Adjusted EBITDA decreased 29% to $9.1 million, as compared to $12.9 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 16% to $550.1 million during the year-to-date period, as compared to $474.7 million in the prior year period.

    • Fire Safety net sales increased 15% to $430.8 million, as compared to $375.5 million in the prior year period.

    • Specialty Products net sales increased 20% to $119.3 million, as compared to $99.2 million in the prior year period.

  • Net loss during the year-to-date period was $66.1 million, or $0.45 loss per diluted share, as compared to a net loss of $150.1 million, or $1.03 loss per diluted share in the prior year period.

  • Non-GAAP adjusted earnings per share during the year-to-date period was $1.24, as compared to non-GAAP adjusted earnings per share of $0.99 in the prior year period.

  • Adjusted EBITDA increased 20% to $295.7 million in the year-to-date period, as compared to $247.4 million in the prior year period.

    • Fire Safety Segment Adjusted EBITDA increased 24% to $265.0 million, as compared to $212.9 million in the prior year period.

    • Specialty Products Segment Adjusted EBITDA decreased 11% to $30.8 million as compared to $34.5 million in the prior year period.

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

Capital Allocation

  • On September 12, 2025, Perimeter’s Specialty Products segment acquired substantially all of the assets and technical data rights of certain product lines from a third party for a total purchase price of $12.0 million, incorporating the product lines into our IMS strategy.

  • The Company invested $5.0 million in capital expenditures during the quarter ended September 30, 2025.

Conference Call and Webcast

As previously announced, Perimeter Solutions management will hold a conference call at 8:30 a.m. ET on Thursday, October 30, 2025 to discuss financial results for the third 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 “13754059”. The telephonic replay will be available until November 29, 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.

SOURCE: Perimeter Solutions, Inc.

PERIMETER SOLUTIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations and Comprehensive Loss
(in thousands, except share and per share data)
(Unaudited)

 

 

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net sales

$

315,443

 

 

$

288,417

 

 

$

550,112

 

 

$

474,737

 

Cost of goods sold

 

116,334

 

 

 

107,195

 

 

 

221,354

 

 

 

199,546

 

Gross profit

 

199,109

 

 

 

181,222

 

 

 

328,758

 

 

 

275,191

 

Operating expenses:

 

 

 

 

 

 

 

Selling, general and administrative expense

 

23,477

 

 

 

18,520

 

 

 

55,743

 

 

 

45,888

 

Amortization expense

 

15,199

 

 

 

13,765

 

 

 

43,902

 

 

 

41,291

 

Founders advisory fees - related party

 

247,684

 

 

 

184,176

 

 

 

263,954

 

 

 

253,097

 

Other operating expense

 

96

 

 

 

 

 

 

925

 

 

 

 

Total operating expenses

 

286,456

 

 

 

216,461

 

 

 

364,524

 

 

 

340,276

 

Operating loss

 

(87,347

)

 

 

(35,239

)

 

 

(35,766

)

 

 

(65,085

)

Other expense (income):

 

 

 

 

 

 

 

Interest expense, net

 

9,870

 

 

 

10,054

 

 

 

29,444

 

 

 

31,292

 

Foreign currency loss (gain)

 

6

 

 

 

(1,354

)

 

 

(3,249

)

 

 

163

 

Other (income) expense, net

 

(73

)

 

 

151

 

 

 

(142

)

 

 

252

 

Total other expense, net

 

9,803

 

 

 

8,851

 

 

 

26,053

 

 

 

31,707

 

Loss before income taxes

 

(97,150

)

 

 

(44,090

)

 

 

(61,819

)

 

 

(96,792

)

Income tax benefit (expense)

 

6,490

 

 

 

(45,077

)

 

 

(4,316

)

 

 

(53,283

)

Net loss

 

(90,660

)

 

 

(89,167

)

 

 

(66,135

)

 

 

(150,075

)

Other comprehensive (loss) income, net of tax:

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

(2,327

)

 

 

10,637

 

 

 

29,678

 

 

 

4,105

 

Total comprehensive loss

$

(92,987

)

 

$

(78,530

)

 

$

(36,457

)

 

$

(145,970

)

(Loss) earnings per share:

 

 

 

 

 

 

 

Basic

$

(0.62

)

 

$

(0.61

)

 

$

(0.45

)

 

$

(1.03

)

Diluted

$

(0.62

)

 

$

(0.61

)

 

$

(0.45

)

 

$

(1.03

)

Weighted average number of shares outstanding:

 

 

 

 

 

 

 

Basic

 

146,803,539

 

 

 

145,222,189

 

 

 

147,923,437

 

 

 

145,247,477

 

Diluted

 

146,803,539

 

 

 

145,222,189

 

 

 

147,923,437

 

 

 

145,247,477

 

 

 

 

 

 

 

 

 


PERIMETER SOLUTIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands, except share data)

 

 

 

 

 

September 30, 2025

 

December 31, 2024

ASSETS

(Unaudited)

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

340,647

 

 

$

198,456

 

Accounts receivable, net

 

106,688

 

 

 

56,048

 

Inventories

 

130,139

 

 

 

116,347

 

Prepaid expenses and other current assets

 

6,680

 

 

 

23,173

 

Total current assets

 

584,154

 

 

 

394,024

 

Property, plant and equipment, net

 

81,554

 

 

 

64,777

 

Operating lease right-of-use assets

 

31,281

 

 

 

17,298

 

Finance lease right-of-use assets

 

5,929

 

 

 

6,173

 

Goodwill

 

1,053,778

 

 

 

1,034,543

 

Customer lists, net

 

620,636

 

 

 

637,745

 

Technology and patents, net

 

183,112

 

 

 

173,307

 

Tradenames, net

 

84,466

 

 

 

87,365

 

Other assets, net

 

529

 

 

 

1,162

 

Total assets

$

2,645,439

 

 

$

2,416,394

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

30,542

 

 

$

23,519

 

Accrued expenses and other current liabilities

 

71,875

 

 

 

30,450

 

Founders advisory fees payable - related party

 

151,582

 

 

 

6,677

 

Deferred revenue

 

9,647

 

 

 

1,842

 

Total current liabilities

 

263,646

 

 

 

62,488

 

Long-term debt, net

 

668,778

 

 

 

667,774

 

Operating lease liabilities, net of current portion

 

28,824

 

 

 

15,540

 

Finance lease liabilities, net of current portion

 

5,831

 

 

 

6,013

 

Deferred income taxes

 

95,750

 

 

 

152,203

 

Founders advisory fees payable - related party

 

352,455

 

 

 

240,083

 

Preferred stock

 

113,416

 

 

 

109,966

 

Preferred stock - related party

 

2,681

 

 

 

2,831

 

Other non-current liabilities

 

2,710

 

 

 

2,226

 

Total liabilities

 

1,534,091

 

 

 

1,259,124

 

Commitments and contingencies

 

 

 

Stockholders’ equity:

 

 

 

Common stock, $0.0001 par value per share, 4,000,000,000 shares authorized; 173,301,872 and 169,426,114 shares issued; 147,923,716 and 147,822,633 shares outstanding at September 30, 2025 and December 31, 2024, respectively

 

17

 

 

 

17

 

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

 

(168,197

)

 

 

(127,827

)

Additional paid-in capital

 

1,941,940

 

 

 

1,911,035

 

Accumulated other comprehensive loss

 

(9,554

)

 

 

(39,232

)

Accumulated deficit

 

(652,858

)

 

 

(586,723

)

Total stockholders’ equity

 

1,111,348

 

 

 

1,157,270

 

Total liabilities and stockholders’ equity

$

2,645,439

 

 

$

2,416,394

 

 

 

 

 

 

 

 

 


PERIMETER SOLUTIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)

 

 

 

Nine Months Ended September 30,

 

 

2025

 

 

 

2024

 

Cash flows from operating activities:

 

 

 

Net loss

$

(66,135

)

 

$

(150,075

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

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

 

263,954

 

 

 

253,097

 

Depreciation and amortization expense

 

53,610

 

 

 

49,215

 

Interest and payment-in-kind on preferred stock

 

5,499

 

 

 

5,292

 

Stock-based compensation

 

11,428

 

 

 

8,048

 

Non-cash lease expense

 

4,841

 

 

 

3,875

 

Deferred income taxes

 

(58,172

)

 

 

663

 

Amortization of deferred financing costs

 

1,342

 

 

 

1,291

 

Foreign currency (gain) loss

 

(3,249

)

 

 

163

 

Loss on disposal of assets

 

10

 

 

 

13

 

Changes in operating assets and liabilities, net of acquisitions:

 

 

 

Accounts receivable

 

(48,962

)

 

 

(57,880

)

Inventories

 

316

 

 

 

37,373

 

Prepaid expenses and current other assets

 

5,460

 

 

 

1,571

 

Accounts payable

 

6,639

 

 

 

1,375

 

Deferred revenue

 

7,805

 

 

 

8,792

 

Income taxes payable, net

 

33,049

 

 

 

21,510

 

Accrued expenses and other current liabilities

 

13,136

 

 

 

16,151

 

Founders advisory fees - related party (cash settled)

 

(6,677

)

 

 

(2,702

)

Operating lease liabilities

 

(3,363

)

 

 

(2,426

)

Finance lease liabilities

 

(367

)

 

 

(374

)

Other, net

 

(615

)

 

 

(597

)

Net cash provided by operating activities

 

219,549

 

 

 

194,375

 

Cash flows from investing activities:

 

 

 

Purchase of property and equipment

 

(22,599

)

 

 

(9,071

)

Purchase of intangible assets

 

(15,226

)

 

 

 

Proceeds from short-term investments

 

 

 

 

5,383

 

Purchase of businesses, net of cash acquired

 

(22,000

)

 

 

 

Net cash used in investing activities

 

(59,825

)

 

 

(3,688

)

Cash flows from financing activities:

 

 

 

Common stock repurchased

 

(40,370

)

 

 

 

Ordinary shares repurchased

 

 

 

 

(14,420

)

Proceeds from exercises of options

 

19,477

 

 

 

 

Principal payments on finance lease obligations

 

(689

)

 

 

(544

)

Net cash used in financing activities

 

(21,582

)

 

 

(14,964

)

Effect of foreign currency on cash and cash equivalents

 

4,049

 

 

 

54

 

Net change in cash and cash equivalents

 

142,191

 

 

 

175,777

 

Cash and cash equivalents, beginning of period

 

198,456

 

 

 

47,276

 

Cash and cash equivalents, end of period

$

340,647

 

 

$

223,053

 

Supplemental disclosures of cash flow information:

 

 

 

Cash paid for interest

$

19,870

 

 

$

20,286

 

Cash paid for income taxes

$

28,237

 

 

$

31,414

 

 

 

 

 

 

 

 

 

Non-GAAP Financial Metrics

The Company provides non-GAAP financial measures for 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, (ii) acquisition related costs, (iii) founder advisory fee expenses, (iv) stock-based compensation expense and (v) foreign currency loss (gain). 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 September 30, 2025

 

Three Months Ended September 30, 2024

 

Fire Safety

 

Specialty
Products

 

Total

 

Fire Safety

 

Specialty
Products

 

Total

Loss before income taxes

$

(62,022

)

 

$

(35,128

)

 

$

(97,150

)

 

$

(27,398

)

 

$

(16,692

)

 

$

(44,090

)

Depreciation and amortization

 

14,433

 

 

 

4,360

 

 

 

18,793

 

 

 

12,819

 

 

 

3,625

 

 

 

16,444

 

Interest and financing expense

 

5,956

 

 

 

3,914

 

 

 

9,870

 

 

 

9,848

 

 

 

206

 

 

 

10,054

 

Founders advisory fees - related party

 

213,008

 

 

 

34,676

 

 

 

247,684

 

 

 

158,391

 

 

 

25,785

 

 

 

184,176

 

Non-recurring expenses (1)

 

557

 

 

 

5

 

 

 

562

 

 

 

1,427

 

 

 

407

 

 

 

1,834

 

Acquisition costs

 

2

 

 

 

31

 

 

 

33

 

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

5,234

 

 

 

1,285

 

 

 

6,519

 

 

 

2,297

 

 

 

1,015

 

 

 

3,312

 

Foreign currency loss (gain)

 

42

 

 

 

(36

)

 

 

6

 

 

 

95

 

 

 

(1,449

)

 

 

(1,354

)

Adjusted EBITDA

$

177,210

 

 

$

9,107

 

 

$

186,317

 

 

$

157,479

 

 

$

12,897

 

 

$

170,376

 

(1) For the three months ended September 30, 2025, $0.6 million was related to restructuring and other non-recurring costs. For the three months ended September 30, 2024, $1.7 million was related to the redomiciliation of the Company from Luxembourg to Delaware (the “Redomiciliation Transaction”) and other non-recurring Luxembourg related costs, and $0.1 million was related to other non-recurring costs.

(Unaudited)

Nine Months Ended September 30, 2025

 

Nine Months Ended September 30, 2024

 

Fire Safety

 

Specialty
Products

 

Total

 

Fire Safety

 

Specialty
Products

 

Total

Loss before income taxes

$

(30,212

)

 

$

(31,607

)

 

$

(61,819

)

 

$

(81,432

)

 

$

(15,360

)

 

$

(96,792

)

Depreciation and amortization

 

40,818

 

 

 

12,792

 

 

 

53,610

 

 

 

38,507

 

 

 

10,708

 

 

 

49,215

 

Interest and financing expense

 

18,090

 

 

 

11,354

 

 

 

29,444

 

 

 

29,860

 

 

 

1,432

 

 

 

31,292

 

Founders advisory fees - related party

 

227,000

 

 

 

36,954

 

 

 

263,954

 

 

 

217,663

 

 

 

35,434

 

 

 

253,097

 

Non-recurring expenses (1)

 

818

 

 

 

690

 

 

 

1,508

 

 

 

1,816

 

 

 

581

 

 

 

2,397

 

Acquisition costs

 

98

 

 

 

764

 

 

 

862

 

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

8,817

 

 

 

2,611

 

 

 

11,428

 

 

 

5,813

 

 

 

2,235

 

 

 

8,048

 

Foreign currency (gain) loss

 

(475

)

 

 

(2,774

)

 

 

(3,249

)

 

 

650

 

 

 

(487

)

 

 

163

 

Adjusted EBITDA

$

264,954

 

 

$

30,784

 

 

$

295,738

 

 

$

212,877

 

 

$

34,543

 

 

$

247,420

 

(1) For the nine months ended September 30, 2025, $0.4 million was related to the Redomiciliation Transaction and $1.1 million was related to restructuring and other non-recurring costs. For the nine months ended September 30, 2024, $2.2 million was related to the Redomiciliation Transaction and other non-recurring Luxembourg related costs, and $0.2 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, (ii) acquisition related costs, (iii) founder advisory fee expenses, (iv) stock-based compensation expense and (v) foreign currency loss (gain). 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 September 30,

 

 

 

2025

 

 

 

2024

 

GAAP net loss

$

(90,660

)

 

$

(89,167

)

 

Adjustments:

 

 

 

 

Amortization

 

15,199

 

 

 

13,765

 

 

Founders advisory fees - related party

 

247,684

 

 

 

184,176

 

 

Non-recurring expenses (1)

 

562

 

 

 

1,834

 

 

Acquisition costs

 

33

 

 

 

 

 

Stock-based compensation expense

 

6,519

 

 

 

3,312

 

 

Foreign currency loss (gain)

 

6

 

 

 

(1,354

)

 

Tax impact of non-GAAP adjustments (2)

 

(53,796

)

 

 

(1,947

)

Adjusted Net Income

$

125,547

 

 

$

110,619

 

 

 

 

 

 

Shares used in computing GAAP Earnings Per Share (diluted)

 

146,803,539

 

 

 

145,222,189

 

 

Options (3)

 

6,856,989

 

 

 

1,540,658

 

 

Shares underlying Founders fixed advisory fees (4)

 

 

 

 

 

 

Shares underlying Founders variable advisory fees (5)

 

 

 

 

 

Shares used in computing Adjusted Earnings Per Share (diluted)

 

153,660,528

 

 

 

146,762,847

 

 

 

 

 

 

GAAP (Loss) Earnings Per Share (diluted)

$

(0.62

)

 

$

(0.61

)

Adjusted Earnings Per Share (diluted)

$

0.82

 

 

$

0.75

 

____________________

 

 

 

 

 

 

 

 

(1)

For the three months ended September 30, 2025, $0.6 million was related to restructuring and other non-recurring costs. For the three months ended September 30, 2024, $1.7 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 if amounts were excluded for purposes of GAAP EPS due to a GAAP net loss during the period.

(4)

As of September 30, 2025, a maximum of 2.4 million shares were issuable within 12 months under the Founders fixed advisory fee.

(5)

Based on period end market prices as of September 30, 2025, a maximum of 10.7 million shares were issuable within 12 months under the Founders variable advisory fee.

 

 


(Unaudited)

Nine Months Ended September 30,

 

 

 

2025

 

 

 

2024

 

GAAP net loss

$

(66,135

)

 

$

(150,075

)

 

Adjustments:

 

 

 

 

Amortization

 

43,902

 

 

 

41,291

 

 

Founders advisory fees - related party

 

263,954

 

 

 

253,097

 

 

Non-recurring expenses (1)

 

1,508

 

 

 

2,397

 

 

Acquisition costs

 

862

 

 

 

 

 

Stock-based compensation expense

 

11,428

 

 

 

8,048

 

 

Foreign currency (gain) loss

 

(3,249

)

 

 

163

 

 

Tax impact of non-GAAP adjustments (2)

 

(65,490

)

 

 

(10,579

)

Adjusted net income

$

186,780

 

 

$

144,342

 

 

 

 

 

 

Shares used in computing GAAP Earnings Per Share (diluted)

 

147,923,437

 

 

 

145,247,477

 

 

Options (3)

 

3,077,983

 

 

 

513,553

 

 

Shares underlying Founders fixed advisory fees (4)

 

 

 

 

 

 

Shares underlying Founders variable advisory fees (5)

 

 

 

 

 

Shares used in computing Adjusted Earnings Per Share (diluted)

 

151,001,420

 

 

 

145,761,030

 

 

 

 

 

 

GAAP (Loss) Earnings Per Share (diluted)

$

(0.45

)

 

$

(1.03

)

Adjusted Earnings Per Share (diluted)

$

1.24

 

 

$

0.99

 

____________________

 

 

 

(1)

For the nine months ended September 30, 2025, $0.4 million was related to the Redomiciliation Transaction, and $1.1 million was related to restructuring and other non-recurring costs. For the nine months ended September 30, 2024, $2.2 million was related to the Redomiciliation Transaction and other non-recurring Luxembourg related costs, and $0.2 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 if amounts were excluded for purposes of GAAP EPS due to GAAP net loss during the period.

(4)

As of September 30, 2025, a maximum of 2.4 million shares were issuable within 12 months under the Founders fixed advisory fee.

(5)

Based on period end market prices as of September 30, 2025, a maximum of 10.7 million shares were issuable within 12 months under the Founders variable advisory fee.

 

 

CONTACT: CONTACT: ir@perimeter-solutions.com