Inotiv, Inc.NASDAQ: NOTV

Inotiv Reports Third Quarter Financial Results for Fiscal 2025 and Provides Business Update

· Issued by Inotiv, Inc. via GlobeNewswire

– Third quarter fiscal 2025 revenue up 23.5% to $130.7 million
– Year-to-date fiscal 2025 revenue increased 4.0% to $374.9 million
– Conference call scheduled for today at 4:30 pm ET

WEST LAFAYETTE, Ind., Aug. 06, 2025 (GLOBE NEWSWIRE) -- Inotiv, Inc. (Nasdaq: NOTV) (the “Company”), a leading contract research organization specializing in nonclinical and analytical drug discovery and development services and research models and related products and services, today announced financial results for the three months (“Q3 FY 2025”) ended June 30, 2025, and nine months ("YTD FY 2025") ended June 30, 2025.

Revenue by Segment (in millions of USD)

Three Months Ended June 30,

%
change (1)

Nine Months Ended June 30,

%
change (1)

2025

2024

2025

2024

(unaudited)

(unaudited)

(unaudited)

(unaudited)

DSA (Discovery & Safety Assessment)

$

48.2

$

44.2

8.9

%

$

136.3

$

135.5

0.6

%

RMS (Research Models & Services)

$

82.5

$

61.6

34.1

%

$

238.6

$

224.8

6.1

%

Total (1)

$

130.7

$

105.8

23.5

%

$

374.9

$

360.3

4.0

%

(1) Table may not foot and percentages may not recalculate due to rounding.

Management Commentary

Robert Leasure Jr., President and Chief Executive Officer, commented, “During the third quarter of fiscal 2025, we continued to make progress towards the financial goals we outlined during our investor day in May. We were pleased that revenue and margins improved over the second quarter, and the year over year quarterly revenue increase of 23.5% was in line with our expectations.

"Our DSA net awards for the third quarter of fiscal 2025 increased 25% versus the same period last year, following a 27% year over year improvement in the second quarter. Much of this was driven by the benefits of the integration, optimization and start up investments we have implemented over the last two years. In particular, our Discovery, Medical Device, Biotherapeutics and Genetic Toxicology businesses have seen strong growth in quoting and awards over the last two quarters.

"As we experience this growth in revenue and awards, we remain highly focused on client satisfaction and delivery of on-time, high quality products and services. We consistently monitor operational data and client metrics to help build a strong recurring client base.

"This quarter’s results demonstrate continued progress in the execution of our strategic plans. We look forward to our future and want to thank all of our employees, shareholders and partners for their support and trust."

Highlights

Q3 FY 2025 Highlights

  • Revenue was $130.7 million in Q3 FY 2025, an increase of $24.9 million, or 23.5%, compared to $105.8 million during the three months ended June 30, 2024 (“Q3 FY 2024”), driven by an increase of $21.0 million, or 34.1%, in Research Models and Services ("RMS") revenue and a $3.9 million, or 8.9%, increase in Discovery and Safety Assessment ("DSA") revenue.

  • Consolidated net loss for Q3 FY 2025 was $17.6 million, or 13.5% of total revenue, compared to consolidated net loss of $26.1 million, or 24.7% of total revenue, in Q3 FY 2024.

  • Adjusted EBITDA1 in Q3 FY 2025 was $11.6 million, or 8.9% of total revenue, compared to $0.1 million, or 0.1% of total revenue, in Q3 FY 2024.

  • Book-to-bill ratio for Q3 FY 2025 was 1.07x for the DSA services business.

  • DSA backlog was $134.3 million at June 30, 2025, compared to $139.4 million at June 30, 2024, and $130.8 million at March 31, 2025.

YTD FY 2025 Highlights

  • Revenue was $374.9 million in YTD FY 2025, an increase of $14.6 million, or 4.0%, compared to $360.3 million during the nine months ended June 30, 2024 (“YTD FY 2024”), driven by an increase of $13.8 million, or 6.1%, in RMS revenue and a $0.8 million, or 0.6%, increase in DSA revenue.

  • Consolidated net loss for YTD FY 2025 was $60.1 million, or 16.0% of total revenue, compared to consolidated net loss of $90.0 million, or 25.0% of total revenue, in YTD FY 2024.

  • Adjusted EBITDA1 in YTD FY 2025 was $22.1 million, or 5.9% of total revenue, compared to $12.8 million, or 3.6% of total revenue, in YTD FY 2024.

  • Book-to-bill ratio for YTD FY 2025 was 1.03x for the DSA services business.

1 This is a non-GAAP financial measure. Refer to “Note on Non-GAAP Financial Measures” in this release for further information.

Recent Developments

  • On June 2, 2025, the Securities and Exchange Commission (the "SEC") provided notice to the Company, through the Company’s external counsel, that the SEC’s Division of Enforcement (the “Division”) has concluded its previously disclosed investigation related to non-human primate ("NHP") importations from Asia, including importation practices in accordance with the U.S. Foreign Corrupt Practices Act and, based on the information available to the Division as of the date of its letter, the Division does not intend to recommend an enforcement action by the SEC against the Company.

  • During Q3 FY 2025, one property previously reported as held for sale was sold. One property remains under contract to be sold and is held for sale as of June 30, 2025, in connection with our U.S. optimization plan.

  • As previously disclosed, the Company and certain of its current and former directors and officers have been named as defendants in a putative securities class action lawsuit and two consolidated shareholder derivative lawsuits. Although no agreements have been reached, based on current negotiations with the plaintiffs, the Company has recorded a $10.0 million accrual for these lawsuits as of June 30, 2025 and a $10.0 million receivable, as the Company currently expects to recover the full amount of the accrual under its existing insurance policies. Although these amounts have been recorded to date, there can be no assurance that final agreements will be reached, on these or other terms. Final amounts payable or recoverable related to these lawsuits may be materially different than the amounts recorded, and are subject to final resolution of these lawsuits, including negotiations between the Company, the other defendants and the plaintiffs, and required approvals by all parties involved and the courts.

Third Quarter Fiscal 2025 Financial Results (Three Months Ended June 30, 2025)

Revenue increased 23.5% to $130.7 million in Q3 FY 2025 as compared to $105.8 million in Q3 FY 2024. The higher total revenue in Q3 FY 2025 was driven by a $21.0 million increase in RMS revenue and a $3.9 million increase in DSA revenue. The increase in RMS revenue was due primarily to increased NHP-related product and service revenue. DSA revenue increased primarily due to an increase in general toxicology services revenue, as well as an increase in biotherapeutic services revenue and medical device services revenue.

Operating loss was $5.7 million in Q3 FY 2025 as compared to $20.8 million in Q3 FY 2024. The decrease in operating loss was primarily driven by a change from RMS operating loss of $7.4 million in Q3 FY 2024 to RMS operating income of $6.4 million in Q3 FY 2025, an improvement of $13.8 million. The change in RMS operating income (loss) was primarily driven by the increase in revenue discussed above and decreased operating expenses, partially offset by increased cost of services provided and cost of products sold (collectively, "cost of revenue"). The decrease in operating expenses was primarily due to the $2.0 million charge related to the Resolution Agreement and Plea Agreement with the U.S. Department of Justice (the "DOJ") that was incurred during Q3 FY 2024, which did not repeat during Q3 FY 2025. The increase in cost of revenue primarily related to increased costs associated with the increased NHP-related product and service revenue discussed above.

Fiscal 2025 Financial Results (Nine Months Ended June 30, 2025)

Revenue increased 4.0% to $374.9 million in YTD FY 2025 as compared to $360.3 million in YTD FY 2024. The higher total revenue was primarily driven by a $13.8 million increase in RMS revenue. The increase in RMS revenue was primarily due to higher NHP-related product and service revenue.

Operating loss was $24.1 million in YTD FY 2025 as compared to $73.2 million in YTD FY 2024. The decrease in operating loss was primarily driven by a change from RMS operating loss of $33.0 million in YTD FY 2024 to RMS operating income of $16.6 million in YTD FY 2025, an improvement of $49.6 million. The change in RMS operating income (loss) was primarily due to the $28.5 million charge related to the Resolution Agreement and Plea Agreement that was incurred during YTD FY 2024, which did not repeat during YTD FY 2025, the increase in RMS revenue discussed above and the $7.6 million settlement payment we received from Freese and Nichols Inc. ("FNI") during YTD FY 2025.

Cash and cash equivalents was $6.2 million at June 30, 2025, compared to $21.4 million at September 30, 2024. Cash used in operating activities was $24.8 million for YTD FY 2025 compared to $4.4 million of cash used in operating activities for YTD FY 2024. For YTD FY 2025, capital expenditures totaled $13.9 million compared to $17.0 million for YTD FY 2024. Total debt, net of debt issuance costs, as of June 30, 2025, was $396.5 million compared to $393.3 million on September 30, 2024. As of June 30, 2025, there were no borrowings on the Company’s $15.0 million revolving credit facility. Recently, the Company has requested a draw of $3,000 on its revolving credit facility.

Webcast and Conference Call

Management will host a conference call on Wednesday, August 6, 2025, at 4:30 pm ET to discuss third fiscal quarter of 2025 results.
Interested parties may participate in the call by dialing:

  • (800) 245-3047 (Domestic)

  • (203) 518-9765(International)

  • "INOTIV" (Conference ID)

The live conference call webcast will be accessible in the Investors section of the Company’s web site and directly via the following link:

https://viavid.webcasts.com/starthere.jsp?ei=1725515&tp_key=690c604cf0

For those who cannot listen to the live broadcast, an online replay will be available in the Investors section of Inotiv’s web site at: https://ir.inotiv.com/events-and-presentations/default.aspx.

Note on Non-GAAP Financial Measures

This press release contains financial measures that are not calculated in accordance with generally accepted accounting principles in the United States ("GAAP:), including Adjusted EBITDA and Adjusted EBITDA as a percentage of total revenue for the three and nine months ended June 30, 2025 and 2024 and selected business segment information for those periods. Adjusted EBITDA as reported herein refers to a financial measure that excludes from consolidated net loss statements of operations line items interest expense, net and income tax benefit, as well as non-cash charges for depreciation and amortization, stock compensation expense, startup costs, restructuring costs, unrealized foreign exchange (gain) loss, amortization of inventory step up, loss (gain) on disposition of assets, amounts received from the legal settlement with FNI, other unusual, third party costs and the charge in connection with the Resolution Agreement and Plea Agreement. The adjusted business segment information excludes from operating loss and unallocated corporate operating expenses for these same expenses. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures are included in this press release.

The Company believes that these non-GAAP measures provide useful information to investors. Among other things, they may help investors evaluate the Company’s ongoing operations. They can assist in making meaningful period-over-period comparisons and in identifying operating trends that would otherwise be masked or distorted by the items subject to the adjustments. Management uses these non-GAAP measures internally to evaluate the performance of the business, including to allocate resources. Investors should consider these non-GAAP measures as supplemental and in addition to, not as a substitute for or superior to, measures of financial performance prepared in accordance with GAAP.

Management has chosen to provide this supplemental information to investors, analysts, and other interested parties to enable them to perform additional analyses of our results and to illustrate our results giving effect to the non-GAAP adjustments. Management strongly encourages investors to review the Company's condensed consolidated financial statements and publicly filed reports in their entirety and cautions investors that the non-GAAP measures used by the Company may differ from similar measures used by other companies, even when similar terms are used to identify such measures.

About the Company

Inotiv, Inc. is a leading contract research organization dedicated to providing nonclinical and analytical drug discovery and development services and research models and related products and services. The Company’s products and services focus on bringing new drugs and medical devices through the discovery and preclinical phases of development, all while increasing efficiency, improving data, and reducing the cost of taking new drugs and medical devices to market. Inotiv is committed to supporting discovery and development objectives as well as helping researchers realize the full potential of their critical research and development projects, all while working together to build a healthier and safer world. Further information about Inotiv can be found here: https://www.inotiv.com/.

This release contains forward-looking statements that are subject to risks and uncertainties including, but not limited to, statements regarding our intent, belief or current expectations with respect to (i) our strategic plans; (ii) trends in the demand for our services and products; (iii) trends in the industries that consume our services and products; (iv) market and company-specific impacts of NHP supply and demand matters; (v) compliance with the Resolution Agreement and Plea Agreement and the expected impacts on the Company related to the compliance plan and compliance monitor, and the expected amounts, timing and expense treatment of cash payments and other investments thereunder; (vi) our ability to service our outstanding indebtedness and to comply or regain compliance with financial covenants, including those established by the Seventh Amendment to our Credit Agreement; (vii) our current and forecasted cash position; (viii) our ability to make capital expenditures, fund our operations and satisfy our obligations; (ix) our ability to manage recurring and unusual costs; (x) our ability to execute on and realize the expected benefits related to our restructuring and site optimization plans; (xi) our expectations regarding the volume of new bookings, pre-sales, pricing, cost savings initiatives, expansion of services, operating income or losses and liquidity; (xii) our ability to effectively fill the recent expanded capacity or any future expansion or acquisition initiatives undertaken by us; (xiii) our ability to develop and build infrastructure and teams to manage growth and projects; (xiv) our ability to continue to retain and hire key talent; (xv) our ability to market our services and products under our corporate name and relevant brand names; (xvi) our ability to develop new services and products; (xvii) our ability to negotiate amendments to the Credit Agreement or obtain waivers related to the financial covenants defined within the Credit Agreement; (xviii) the potential outcome of litigation against us, including any settlement and amounts accrued or recoverable; and (xix) the impact of macroeconomic factors, including but not limited to tariffs, including those detailed in the Company's filings with the U.S. Securities and Exchange Commission. Further discussion of these risks, uncertainties, and other matters can be found in the Risk Factors detailed in our Annual Report on Form 10-K as filed on December 4, 2024, as well as other filings we make with the Securities and Exchange Commission.

Company Contact

Investor Relations

Inotiv, Inc.

LifeSci Advisors

Beth A. Taylor, Chief Financial Officer

Steve Halper

(765) 497-8381

(646) 876-6455

beth.taylor@inotiv.com

shalper@lifesciadvisors.com

INOTIV, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)

Three Months Ended
June 30,

Nine Months Ended
June 30,

2025

2024

2025

2024

Service revenue

$

59,579

$

54,364

$

169,264

$

165,188

Product revenue

71,104

51,422

205,618

195,134

Total revenue

$

130,683

$

105,786

$

374,882

$

360,322

Costs and expenses:

Cost of services provided (excluding depreciation and amortization of intangible assets)

42,983

39,622

125,719

117,362

Cost of products sold (excluding depreciation and amortization of intangible assets)

53,778

45,083

161,212

161,728

Selling

5,530

5,030

15,745

15,781

General and administrative

17,879

16,782

54,183

56,505

Depreciation and amortization of intangible assets

13,985

14,119

41,988

42,524

Other operating expense

2,203

5,902

155

39,661

Operating loss

$

(5,675

)

$

(20,752

)

$

(24,120

)

$

(73,239

)

Other (expense) income:

Interest expense, net

(13,606

)

(12,116

)

(40,890

)

(34,568

)

Other income (expense)

519

(82

)

464

1,092

Loss before income taxes

$

(18,762

)

$

(32,950

)

$

(64,546

)

$

(106,715

)

Income tax benefit

1,185

6,863

4,473

16,721

Consolidated net loss

$

(17,577

)

$

(26,087

)

$

(60,073

)

$

(89,994

)

Less: Net loss attributable to noncontrolling interests

—

—

—

(440

)

Net loss attributable to common shareholders

$

(17,577

)

$

(26,087

)

$

(60,073

)

$

(89,554

)

Loss per common share

Net loss attributable to common shareholders:

Basic

$

(0.51

)

$

(1.00

)

$

(1.89

)

$

(3.46

)

Diluted

$

(0.51

)

$

(1.00

)

$

(1.89

)

$

(3.46

)

Weighted-average number of common shares outstanding:

Basic

34,353

25,993

31,811

25,862

Diluted

34,353

25,993

31,811

25,862

INOTIV, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)

June 30,

September 30,

2025

2024

Assets

Current assets:

Cash and cash equivalents

$

6,215

$

21,432

Trade receivables and contract assets, net of allowances for credit losses of $6,445 and $6,931, respectively

78,745

73,560

Inventories, net

45,074

18,173

Prepaid expenses and other current assets

43,535

50,248

Assets held for sale

2,016

—

Total current assets

175,585

163,413

Property and equipment, net

182,335

188,328

Operating lease right-of-use assets, net

44,930

49,165

Goodwill

94,286

94,286

Other intangible assets, net

248,930

274,396

Other assets

13,671

11,773

Total assets

$

759,737

$

781,361

Liabilities and shareholders' equity

Current liabilities:

Accounts payable

$

45,373

$

33,526

Accrued expenses and other current liabilities

35,921

28,218

Fees invoiced in advance

40,251

41,986

Current portion of long-term operating lease

8,845

11,774

Current portion of long-term debt

6,206

3,538

Total current liabilities

136,596

119,042

Long-term operating leases, net

40,085

40,010

Long-term debt, less current portion, net of debt issuance costs

390,336

389,801

Other long-term liabilities

27,566

34,963

Deferred tax liabilities, net

21,369

27,041

Total liabilities

615,952

610,857

Shareholders’ equity:

Common shares, no par value:

Authorized 74,000,000 shares at June 30, 2025 and at September 30, 2024; 34,354,251 issued and outstanding at June 30, 2025 and 26,015,129 at September 30, 2024

8,550

6,466

Additional paid-in capital

754,723

724,789

Accumulated deficit

(622,261

)

(562,163

)

Accumulated other comprehensive income

2,773

1,412

Total equity

143,785

170,504

Total liabilities and shareholders’ equity

$

759,737

$

781,361

INOTIV, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)

Nine Months Ended
June 30,

2025

2024

Operating activities:

Consolidated net loss

$

(60,073

)

$

(89,994

)

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization

41,988

42,524

Employee stock compensation expense

4,644

5,118

Changes in deferred taxes

(5,835

)

(17,407

)

Provision for expected credit losses

(451

)

(1,282

)

Amortization of debt issuance costs and original issue discount

3,862

2,575

Non-cash interest and accretion expense

9,176

5,553

Other non-cash operating activities

1,083

(711

)

Changes in operating assets and liabilities:

Trade receivables and contract assets

(4,338

)

24,876

Inventories

(26,846

)

17,520

Prepaid expenses and other current assets

6,877

942

Operating lease right-of-use assets and liabilities, net

1,382

1,092

Accounts payable

11,384

(4,931

)

Accrued expenses and other current liabilities

3,340

2,254

Fees invoiced in advance

(1,868

)

(17,017

)

Other asset and liabilities, net

(9,085

)

24,455

Net cash used in operating activities

(24,760

)

(4,433

)

Investing activities:

Capital expenditures

(13,938

)

(17,015

)

Proceeds from sale of property and equipment

1,522

5,432

Net cash used in investing activities

(12,416

)

(11,583

)

Financing activities:

Payments on revolving credit facility

(20,000

)

—

Payments on senior term notes and delayed draw term loans

(4,254

)

(2,073

)

Borrowings on revolving credit facility

20,000

—

Issuance of common shares

27,524

—

Other financing activities, net

(1,187

)

(2,816

)

Net cash provided by (used in) financing activities

22,083

(4,889

)

Effect of exchange rate changes on cash and cash equivalents

(124

)

(153

)

Net decrease in cash and cash equivalents

(15,217

)

(21,058

)

Cash and cash equivalents at beginning of period

21,432

35,492

Cash and cash equivalents at end of period

$

6,215

$

14,434

Supplemental disclosure of cash flow information:

Cash paid for interest

30,950

$

27,398

Income taxes paid, net

714

$

1,517

INOTIV, INC.
RECONCILIATION OF GAAP TO NON-GAAP
SELECT BUSINESS SEGMENT INFORMATION
(In thousands)
(Unaudited)

Three Months Ended June 30,

Nine Months Ended June 30,

2025

2024

2025

2024

DSA

Revenue

48,150

44,219

136,304

135,548

Operating income

2,149

2,325

4,039

6,771

Operating income as a % of total revenue

1.6

%

2.2

%

1.1

%

1.9

%

Add back:

Depreciation and amortization

4,444

4,488

13,543

13,260

Restructuring costs (1)

—

205

—

341

Startup costs (2)

591

772

1,708

2,569

Total non-GAAP adjustments to operating income

5,035

5,465

15,251

16,170

Non-GAAP operating income

7,184

7,790

19,290

22,941

Non-GAAP operating income as a % of DSA revenue

14.9

%

17.6

%

14.2

%

16.9

%

Non-GAAP operating income as a % of total revenue

5.5

%

7.4

%

5.1

%

6.4

%

RMS

Revenue

82,533

61,567

238,578

224,774

Operating income (loss)

6,378

(7,447

)

16,625

(32,973

)

Operating income (loss) as a % of total revenue

4.9

%

(7.0

%)

4.4

%

(9.2

%)

Add back:

Depreciation and amortization

9,365

9,401

27,953

28,781

Restructuring costs (1)

145

252

1,378

2,518

Amortization of inventory step up

—

49

—

209

Legal Settlement (3)

—

—

(7,550

)

—

Other unusual, third party costs (4)

966

2,270

3,444

4,628

Resolution Agreement and Plea Agreement

—

2,000

—

28,500

Total non-GAAP adjustments to operating income (loss)

10,476

13,972

25,225

64,636

Non-GAAP operating income

16,854

6,525

41,850

31,663

Non-GAAP operating income as a % of RMS revenue

20.4

%

10.6

%

17.5

%

14.1

%

Non-GAAP operating income as a % of total revenue

12.9

%

6.2

%

11.2

%

8.8

%

Unallocated Corporate Operating Loss

(14,202

)

(15,630

)

(44,784

)

(47,037

)

Unallocated corporate operating loss as a % of total revenue

(10.9

)%

(14.8

)%

(11.9

)%

(13.1

)%

Add back:

Depreciation and amortization

176

230

492

483

Stock compensation expense

1,439

1,337

4,644

5,118

Acquisition and integration costs

—

—

—

70

Total non-GAAP adjustments to operating loss

1,615

1,567

5,136

5,671

Non-GAAP operating loss

(12,587

)

(14,063

)

(39,648

)

(41,366

)

Non-GAAP operating loss as a % of total revenue

(9.6

)%

(13.3

)%

(10.6

)%

(11.5

)%

Total

Revenue

130,683

105,786

374,882

360,322

Operating loss

(5,675

)

(20,752

)

(24,120

)

(73,239

)

Operating loss as a % of total revenue

(4.3

)%

(19.6

)%

(6.4

)%

(20.3

)%

Add back:

Depreciation and amortization

13,985

14,119

41,988

42,524

Stock compensation expense

1,439

1,337

4,644

5,118

Restructuring costs (1)

145

457

1,378

2,859

Acquisition and integration costs

—

—

—

70

Amortization of inventory step up

—

49

—

209

Startup costs (2)

591

772

1,708

2,569

Legal Settlement (3)

—

—

(7,550

)

—

Other unusual, third party costs (4)

966

2,270

3,444

4,628

Resolution Agreement and Plea Agreement (5)

—

2,000

—

28,500

Total non-GAAP adjustments to operating loss

17,126

21,004

45,612

86,477

Non-GAAP operating income

11,451

252

21,492

13,238

Non-GAAP operating income as a % of total revenue

8.8

%

0.2

%

5.7

%

3.7

%

Adjustments to certain GAAP reported measures for the three and nine months ended June 30, 2025 and 2024 include, but are not limited to, the following:

(1) For the three and nine months ended June 30, 2025, primarily represents non-cash impairment charges incurred in connection with the exit of multiple sites. For the three and nine months ended June 30, 2024, primarily represents costs incurred in connection with the exit of multiple sites and the enablement of the in-house integration of Inotiv’s North American transportation operations.
(2) For the three and nine months ended June 30, 2025 and 2024, primarily represents costs related to the development and initiation of new service offerings that are not yet revenue generating for the respective periods.
(3) For the nine months ended June 30, 2025, represents the settlement payment we received from FNI.
(4) For the three and nine months ended June 30, 2025, primarily represents third party and legal costs incurred in connection with the Resolution Agreement and Plea Agreement and fees incurred in connection with the FNI settlement discussed above. For the three and nine months ended June 30, 2024, primarily represents legal costs incurred in connection with the DOJ investigation and certain remediation costs.
(5) For the three and nine months ended June 30, 2024, represents a charge related to the Resolution Agreement and Plea Agreement related to the DOJ investigation.

INOTIV, INC.
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP ADJUSTED EBITDA
(In thousands)
(Unaudited)

Three Months Ended
June 30,

Nine Months Ended
June 30,

2025

2024

2025

2024

GAAP Consolidated Net Loss

$

(17,577

)

$

(26,087

)

$

(60,073

)

$

(89,994

)

Adjustments

Interest expense, net

13,606

12,116

40,890

34,568

Income tax benefit

(1,185

)

(6,863

)

(4,473

)

(16,721

)

Depreciation and amortization

13,985

14,119

41,988

42,524

Stock compensation expense

1,439

1,337

4,644

5,118

Startup costs (1)

591

772

1,708

2,569

Restructuring costs (2)

145

457

1,378

2,859

Unrealized foreign exchange (gain) loss

(527

)

33

(43

)

(576

)

Amortization of inventory step up

—

49

—

209

Loss (gain) on disposition of assets

133

(79

)

230

(938

)

Legal Settlement (3)

—

—

(7,550

)

—

Other unusual, third party costs (4)

966

2,270

3,444

4,698

Resolution Agreement and Plea Agreement (5)

—

2,000

—

28,500

Adjusted EBITDA

$

11,576

$

124

$

22,143

$

12,816

GAAP consolidated net loss as a percent of total revenue

(13.5

)%

(24.7

)%

(16.0

)%

(25.0

)%

Adjustments as a percent of total revenue

22.3

%

24.8

%

21.9

%

28.5

%

Adjusted EBITDA as a percent of total revenue

8.9

%

0.1

%

5.9

%

3.6

%

Adjustments to certain GAAP reported measures for the three and nine months ended June 30, 2025 and 2024 include, but are not limited to, the following:

(1) For the three and nine months ended June 30, 2025 and 2024, primarily represents costs related to the development and initiation of new service offerings that are not yet revenue generating for the respective periods.
(2) For the three and nine months ended June 30, 2025, primarily represents non-cash impairment charges incurred in connection with the exit of multiple sites. For the three and nine months ended June 30, 2024, primarily represents costs incurred in connection with the exit of multiple sites and the enablement of the in-house integration of Inotiv’s North American transportation operations.
(3) For the nine months ended June 30, 2025, represents the settlement payment we received from FNI.
(4) For the three and nine months ended June 30, 2025, primarily represents third party and legal costs incurred in connection with the Resolution Agreement and Plea Agreement and fees incurred in connection with the FNI settlement discussed above. For the three and nine months ended June 30, 2024, primarily represents legal costs incurred in connection with the DOJ investigation and certain remediation costs.
(5) For the three and nine months ended June 30, 2024, represents a charge related to the Resolution Agreement and Plea Agreement related to the DOJ investigation.