Avantor, Inc.
For the period ended Mar 31, 2026. Filed Apr 29, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed Apr 29, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-10-29.
0001628280-25-046936
Item 2. Management’s discussion and analysis of financial condition and results of operationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-29.
0001628280-26-028141
Item 2. Management’s discussion and analysis of financial condition and results of operationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 102 previous paragraphs and 102 current paragraphs.
37 unchanged; 21 reworded; 44 added; 42 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 13 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (44)
Current report
Segment Change
Current report
Effective January 1, 2026, we revised our internal operating model and reporting structure and now operate and report our results through two operating segments, which are also our reportable segments: Bioscience & Medtech Products and VWR Distribution & Services. This structure is consistent with how our Chief Executive Officer, who is our CODM, assesses performance and allocates resources. This segment change did not impact our consolidated operating results. Segment disclosures, including those for comparative periods presented, have been revised to conform to the current period presentation.
Current report
Recent developments in U.S. trade policy have reduced certain tariff‑related pressures; however, ongoing uncertainty remains, and changes in trade policy could adversely affect our results in future periods.
Current report
Goodwill impairment risk — VWR Distribution
Current report
During the first quarter of 2026, a sustained decline in our share price and market capitalization constituted a triggering event that required an interim goodwill impairment assessment for the VWR Distribution reporting unit. The assessment indicated that the estimated fair value of the reporting unit exceeded its carrying value by a limited margin, and therefore no impairment was recognized during the quarter.
Current report
The limited excess of fair value over carrying value reflects business conditions and valuation inputs that are sensitive to adverse changes, including operating performance, market conditions, and other assumptions used in estimating fair value. These conditions represent a known uncertainty that could materially affect future results. We continue to monitor these factors closely and are pursuing operational and strategic actions intended to improve the performance of the VWR Distribution business.
Current report
If market conditions deteriorate further, including a continued decline in market capitalization or reductions to the financial projections for the VWR Distribution reporting unit, a material non‑cash goodwill impairment charge could be required in a future reporting period (see note 7).
Current report
Net sales for the first quarter were flat on a year‑over‑year basis. Gross margin decreased, reflecting lower sales volume, inflationary pressures, higher inventory reserves and freight costs, partially offset by a favorable foreign currency impact. These factors reduced gross profit compared to the prior-year period. Lower gross profit, inflationary pressures on compensation expense and an unfavorable foreign currency impact on SG&A expenses resulted in reduced operating income, Adjusted Operating Income and Adjusted EBITDA.
Current report
Net sales for the three months ended March 31, 2026 remained flat on a year-over-year basis. The period included $64.3 million, or 4.1%, of favorable foreign currency impact, while organic net sales decreased by $64.3 million or 4.1%.
Current report
In the Bioscience & Medtech Products segment, net sales increased by $5.0 million, or 1.2%, which included $13.6 million, or 3.2%, of favorable foreign currency impact. Organic net sales decreased by $8.6 million, or 2.0%. The sales decrease was primarily driven by lower sales volume in the Fluid Handling and NuSil businesses, partially offset by higher sales volume in Process Chemicals.
Current report
In the VWR Distribution & Services segment, net sales decreased by $5.0 million, or 0.4%, which included $50.7 million, or 4.4%, of favorable foreign currency impact. Organic net sales decreased by $55.7 million or 4.8%. The sales decrease was primarily driven by lower sales volumes of lab consumables and equipment and instrumentation in the VWR Channel.
Current report
Gross margin for the three months ended March 31, 2026 contracted by 210 basis points, reflecting lower sales volume, inflationary pressures, higher inventory reserves and freight costs, partially offset by a favorable foreign currency impact.
Current report
Operating income
Current report
Operating income for the three months ended March 31, 2026 decreased primarily due to lower gross profit, as previously discussed, and higher SG&A expenses, driven mainly by inflationary pressures on compensation expense and unfavorable foreign exchange fluctuations.
Current report
Net income
Current report
Net income for the three months ended March 31, 2026 decreased primarily due to lower operating income, as previously discussed, partially offset by the absence of pension termination charges incurred in the prior year and lower income tax expense from reduced taxable income.
Current report
For the three months ended March 31, 2026, Adjusted EBITDA decreased by $50.1 million, or 18.6%, which included a favorable foreign currency translation impact of $8.9 million or 3.3%. The remaining decline of $59.0 million, or 21.9%, was primarily driven by lower gross profit and higher SG&A costs, as previously discussed.
Current report
Adjusted Operating Income decreased by $52.2 million, or 21.5%, which included a favorable foreign currency translation impact of $7.8 million, or 3.2%. The remaining decline of $60.0 million, or 24.7%, is further discussed below.
Current report
In the Bioscience & Medtech Products segment, Adjusted Operating Income declined by $11.8 million or 10.3%, or 13.1% when adjusted for a favorable foreign currency impact. The decrease was primarily due to lower sales volume, higher inventory reserves, unfavorable product mix and inflationary pressures on compensation expense.
Current report
In the VWR Distribution & Services segment, Adjusted Operating Income declined by $42.5 million or 28.7%, or 31.8% when adjusted for a favorable foreign currency impact. The decrease was primarily driven by lower sales volume, inflationary pressures and higher freight costs.
Current report
Represents incremental expenses directly associated with the Company’s former cost transformation initiative, which concluded in 2025. These expenses are primarily related to the cost of external advisors.
Current report
Represents incremental expenses directly associated with the Company’s former cost transformation initiative, which concluded in 2025. These expenses are primarily related to the cost of external advisors.
Current report
Our debt agreements include representations and covenants that we believe are usual and customary. The credit facility includes a leverage-based financial maintenance covenant and a consolidated interest coverage ratio financial maintenance covenant, each of which is subject to customary definitions, adjustments and exclusions. As of March 31, 2026, our net leverage and consolidated interest coverage ratio were within the covenant requirements.
Current report
Financing activities used $73.6 million more cash in 2026, primarily due to the higher prepayments of term loans.
Current report
Critical accounting policies and estimates
Current report
We update our critical accounting policies and estimates in interim periods only for material changes since year‑end, including significant changes in assumptions, methodology, sensitivity, or where new information or events materially affect these estimates.
Current report
Testing goodwill for impairment
Current report
Our consolidated balance sheet includes significant amounts of goodwill and other intangible assets. At March 31, 2026, the combined carrying value of goodwill and other intangible assets, net of accumulated amortization and impairment charges, was $8,050.8 million, representing approximately 69% of our total assets. As a result, impairment assessments for these assets involve significant management judgment and represent a critical accounting estimate.
Current report
Required Annual Assessment
Current report
On October 1 of each year, we perform annual impairment testing of goodwill and indefinite‑lived intangible assets, or more frequently if events or changes in circumstances indicate that the carrying value of those assets may not be recoverable. The impairment analysis for goodwill and indefinite‑lived intangible assets consists of an optional qualitative assessment, which may be followed by a quantitative analysis.
Current report
The qualitative assessment requires identification and evaluation of relevant events or circumstances that could indicate impairment and an assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying value. The quantitative impairment test requires estimation of the fair value of our reporting units using a weighted average of a discounted cash flow method and a guideline public company method. These valuation methods require management to make numerous assumptions, including but not limited to future profitability and cash flows, net sales, gross margin, SG&A expenses, capital expenditures, investments in debt‑free net working capital, discount rates reflecting current market assumptions, the weighting of valuation methods, and the selection of comparable publicly traded companies. Variations in any of these assumptions could result in materially different estimates of fair value.
Current report
Our estimates are based on historical performance, management’s knowledge and experience, and overall economic conditions, including projections of future earnings potential. Developing forecasted cash flows requires evaluation of intermediate‑ to long‑term performance, including assumptions regarding revenue growth, operating margins, inflation, capital requirements, and working capital management. Estimating appropriate discount rates requires judgment in selecting risk premiums, which can materially impact valuation outcomes. The selection of peer companies and the weighting of valuation approaches under the market method also involve judgment, and alternative assumptions could result in materially different conclusions.
Current report
2025 Distribution Reporting Unit Impairment
Current report
As a result of sustained declines in our publicly quoted share price and market capitalization, together with deterioration in the operating results of our Distribution reporting unit, we performed an interim goodwill impairment assessment as of September 30, 2025. The deterioration in operating performance reflected lower sales volumes and a decline in gross margin, which negatively impacted projected future cash flows for the reporting unit relative to prior expectations.
Current report
Based on the results of that impairment test, the carrying amount of the Distribution reporting unit exceeded its estimated fair value, resulting in a non‑deductible, non‑cash goodwill impairment charge of $785.0 million, which was recorded in the consolidated statement of operations for the three months ended September 30, 2025. Following the impairment charge, the carrying value of the Distribution reporting unit was approximately $3,500.0 million, of which approximately $2,000.0 million was comprised of goodwill. No impairment of other long‑lived assets within the Distribution reporting unit was identified.
Current report
All other reporting units tested were not impaired, as their estimated fair values exceeded their respective carrying amounts as of the interim testing date.
Current report
Following the impairment charge, the carrying value of the Distribution reporting unit approximated its estimated fair value. As a result, a meaningful portion of the remaining carrying value of this reporting unit, including the associated goodwill, was considered at risk of further impairment. Recognition of additional impairment charges could be required in future periods if operating performance, market conditions, or other valuation assumptions were to deteriorate further.
Current report
Since October 1, 2025 is our annual impairment testing date, management performed the required annual assessment as of that date, including a review of key assumptions, market indicators, and other relevant factors. No conditions were identified that differed materially from those considered in the September 30, 2025 interim impairment analysis. Accordingly, the conclusions reached in that interim test remained appropriate, and no additional impairment was recorded as of October 1, 2025.
Current report
2026 Interim Impairment Test
Current report
As described in note 7, effective January 1, 2026, we updated our reporting unit structure. The VWR Distribution reporting unit includes the operations that previously comprised our Distribution reporting unit, and goodwill was reassigned using a relative fair value allocation method. The VWR Distribution reporting unit is included within the VWR Distribution & Services reportable segment.
Showing the first 40 of 44 passages. Open the source sections for the rest.
Removed paragraphs (42)
Previous report
Our results are impacted by a divestiture to further refine our business model
Previous report
We completed the sale of our Clinical Services business, a component of the Company’s Laboratory Solutions reportable segment, on October 17, 2024. The Clinical Services business was not classified as a discontinued operation as it did not represent a strategic shift that will have a major effect on the Company’s operations and financial results.
Previous report
We continue to invest in a differentiated innovation model
Previous report
We are engaging with our customers early in their product development cycles to advance their programs from research and discovery through development and commercialization. These projects include enhancing product purity and performance characteristics, improving product packaging and streamlining workflows. We are also developing new products in emerging areas of science such as cell and gene therapy.
Previous report
We continue to advance our cost transformation initiative to reduce our expenses
Previous report
We are advancing a global cost transformation initiative to further enhance productivity through increased organizational efficiency, footprint optimization, reduced cost-to-serve and procurement savings that are expected to generate approximately $300 million in run rate gross cost savings by the end of 2026.
Previous report
We have expanded this initiative and now expect to generate approximately $400 million in run rate gross savings by the end of 2027.
Previous report
The imposition of tariffs and other trade restrictions by the U.S., as well as reciprocal trade restrictions imposed by other countries, could adversely affect global economies, financial markets and the overall environment in which we do business.
Previous report
The third quarter net sales decline was primarily driven by the divestiture of our Clinical Services business within our Advanced Lab Services business, and by reduced customer demand within our Total Science Solutions business, both impacting the Laboratory Solutions segment. These factors contributed to a contraction in gross profit. The decrease in operating income was caused primarily by a non-cash goodwill impairment charge in our Distribution reporting unit, as described in note 7. Lower gross profit resulted in reduced Adjusted Operating Income and Adjusted EBITDA, partially offset by a reduction in SG&A expenses.
Previous report
Three months ended
Previous report
Net sales decreased $90.6 million or 5.3%, which included $38.7 million or 2.2% of favorable foreign currency impact and $48.4 million or 2.8% of impact related to our Clinical Services divestiture. Organic net sales decreased by $80.9 million or 4.7%.
Previous report
In the Laboratory Solutions segment, net sales decreased by $75.0 million or 6.4%, which included $31.0 million or 2.6% of favorable foreign currency impact and $48.4 million or 4.1% of impact related to our Clinical Services divestiture. Organic net sales decreased by $57.6 million or 4.9%. The sales decrease was primarily driven by lower demand for consumables and equipment & instrumentation in our Total Science Solutions business within the Laboratory Solutions segment due to the uncertainty around fundingand increased competitive intensity.
Previous report
In the Bioscience Production segment, net sales decreased by $15.6 million or 2.9%, which included $7.7 million or 1.4% of favorable foreign currency impact. Organic net sales decreased by $23.3 million or 4.3%. The sales decrease was primarily driven by lower sales volume in Silicones, partially offset by higher demand for our formulated offerings to customers in the semiconductor industry.
Previous report
Nine months ended
Previous report
Net sales decreased $208.4 million or 4.1%, which included $51.1 million or 1.0% of favorable foreign currency impact and $140.6 million or 2.8% of impact related to our Clinical Services divestiture. Organic decline in net sales was $118.9 million or 2.3%.
Previous report
In the Laboratory Solutions segment, net sales decreased $200.7 million or 5.8%, which included $42.1 million or 1.1% of favorable foreign currency impact and $140.6 million or 4.0% of impact related to our Clinical Services divestiture. Organic net sales decreased $102.2 million or 2.9%. The sales decline was primarily driven by decreased demand for consumables and equipment and instrumentation from our Total Science Solutions business due to the uncertainty around funding and increased competitive intensity.
Previous report
In the Bioscience Production segment, net sales decreased $7.7 million or 0.5%, which included $9.0 million or 0.5% of favorable foreign currency impact. Organic net sales decreased by $16.7 million or 1.0%. The sales decrease was primarily driven by lower demand for third party clean room consumables due to lower usage, and by declines in our proprietary clinical and industrial chemicals offerings. These decreases were partially offset by growth in process ingredients and excipients and single-use solutions in our bioprocessing business.
Previous report
Gross margin for the three months ended September 30, 2025 contracted by 50 basis points due to inflationary pressures and unfavorable manufacturing variances, partially offset by improved product mix. For the nine months ended September 30, 2025, margin contracted 70 basis points driven by inflationary pressures, unfavorable manufacturing variances and the divestiture of our Clinical Services business, partially offset by lower inventory reserves.
Previous report
Operating (loss) income
Previous report
Operating (loss) income for the three months ended September 30, 2025 decreased primarily due to a non-cash impairment charge in our Distribution reporting unit and lower gross profit, as previously discussed, partially offset by a reduction of SG&A expenses. The reduction in SG&A expenses was driven by lower restructuring and severance charges, savings from our cost transformation initiative and the divestiture of our Clinical Services business.
Previous report
Operating (loss) income for the nine months ended September 30, 2025 decreased primarily due to a non-cash impairment charge in our Distribution Lab reporting unit and lower gross profit, as previously discussed, partially offset by a reduction of SG&A expenses. The reduction in SG&A expenses was driven by lower restructuring and severance charges, savings from our cost transformation initiative and the divestiture of our Clinical Services business.
Previous report
Net (loss) income
Previous report
Net (loss) income for the three months ended September 30, 2025 decreased primarily due to lower operating (loss) income, as previously discussed, and higher income tax expense, partially offset by lower interest expense resulting from debt repayments made over the last twelve months.
Previous report
Net (loss) income for the nine months ended September 30, 2025 decreased primarily due to lower operating (loss) income, as previously discussed, and pension termination charges, partially offset by lower interest expense resulting from debt repayments made over the last twelve months.
Previous report
For the three months ended September 30, 2025, Adjusted EBITDA decreased by $34.6 million or 11.4%, which included a favorable foreign currency translation impact of $6.4 million or 2.2%. The remaining decline of $41.0 million or 13.6% was primarily driven by the divestiture of our Clinical Services business and lower gross profit, partially offset by savings from our cost transformation initiative.
Previous report
For the nine months ended September 30, 2025, Adjusted EBITDA decreased by $73.8 million or 8.3%, which included a favorable foreign currency translation impact of $8.4 million or 0.9%. The remaining decline of $82.2 million or 9.2% was primarily driven by the divestiture of our Clinical Services business and lower gross profit, partially offset by savings from our cost transformation initiative.
Previous report
Three months ended
Previous report
Adjusted Operating Income decreased $37.5 million or 13.6%, which included a favorable foreign currency translation impact of $5.4 million or 2.0%. The remaining decline of $42.9 million or 15.6% is further discussed below.
Previous report
In the Laboratory Solutions segment, Adjusted Operating Income declined $27.9 million or 18.4%, or 20.7% when adjusted for favorable foreign currency translation impact. The decrease was primarily due to the divestiture of our Clinical Services business, lower sales volume and inflationary pressures, partially offset by savings from our cost transformation initiative.
Previous report
In the Bioscience Production segment, Adjusted Operating Income declined $10.4 million or 7.5%, or 8.9% when adjusted for favorable foreign currency translation impact. The decrease was primarily driven by lower sales volume, partially offset by commercial excellence.
Previous report
Nine months ended
Previous report
Adjusted Operating Income decreased $78.2 million or 9.6%, which included a favorable foreign currency translation impact of $6.8 million or 0.9%. The remaining decline was $85.0 million or 10.5%, which is further discussed below.
Previous report
In the Laboratory Solutions segment, Adjusted Operating Income declined $54.8 million or 12.2%, or 13.2% when adjusted for favorable foreign currency translation impact. The decrease was primarily due to the divestiture of our Clinical Services business, lower sales volumes and inflationary pressures, partially offset by savings from our cost transformation initiative.
Previous report
In the Bioscience Production segment, Adjusted Operating Income declined $18.2 million or 4.4%, or 5.0% when adjusted for favorable foreign currency translation impact. The decrease was primarily driven by lower sales volume and unfavorable manufacturing variances, partially offset by commercial excellence and savings from our cost transformation initiative.
Previous report
In Corporate, Adjusted Operating Income decreased $5.2 million due to immaterial offsetting factors.
Previous report
Represents charges and legal costs, net of recoveries, in connection with certain litigation and other contingencies that are unrelated to our core operations and not reflective of on-going business and operating results.
Previous report
Represents charges and legal costs, net of recoveries, in connection with certain litigation and other contingencies that are unrelated to our core operations and not reflective of on-going business and operating results.
Previous report
As disclosed in Note 10, in connection with the October 2025 refinancing, we amended our revolving credit facility to obtain an additional $425.0 million in available funding, increasing the total availability under the facility to $1,400.0 million.
Previous report
In October 2025, we repaid the outstanding borrowings and terminated our receivables facility.
Previous report
During the period ended September 30, 2025, our debt agreements included representations and covenants that we considered usual and customary, and our receivables facility and senior secured credit facilities included a financial covenant that would become applicable for periods in which we have drawn more than 35% of our revolving credit facility under the senior secured credit facilities. In that circumstance, we would not have been permitted to have combined borrowings on our senior secured credit facilities and secured notes in excess of a pro forma net leverage ratio, as defined in our credit agreements (as in effect during the quarter ended September 30, 2025). As we had not drawn more than
Showing the first 40 of 42 passages. Open the source sections for the rest.
Reworded paragraphs (21)
Previous wording
During the three months ended September 30, 2025, we recorded net sales of $1,623.8 million, net loss of $711.8 million, Adjusted EBITDA of $267.9 million and Adjusted Operating Income of $237.3 million. Net sales declined 5.3%, which included a 4.7% organic net sales decrease compared to the same period in 2024. See “Reconciliations of non-GAAP measures” for reconciliations of net (loss) income to Adjusted EBITDA and Adjusted Operating Income, and net (loss) income margin to Adjusted EBITDA margin and Adjusted Operating Income margin. See “Results of operations” for a reconciliation and explanation of changes of net sales growth (decline) to organic net sales growth (decline).
Current wording
During the three months ended March 31, 2026, we recorded net sales of $1,581.4 million, net income of $43.3 million, Adjusted EBITDA of $219.4 million, operating income of $99.5 million, and Adjusted Operating Income of $190.6 million. Net sales for the three months ended March 31, 2026 remained flat on a year-over-year basis, which included a 4.1% organic net sales decrease compared to the same period in 2025. See “Reconciliations of non-GAAP measures” for reconciliations of net income to Adjusted EBITDA, net income margin to Adjusted EBITDA margin, operating income to Adjusted Operating Income, and operating income margin to Adjusted Operating Income margin. See “Results of operations” for a reconciliation and explanation of changes of net sales growth (decline) to organic net sales growth (decline).
Previous wording
•Adjusted Operating Income and Adjusted Operating Income margin, which are non-GAAP measures discussed in the section entitled “Results of operations.” Adjusted Operating Income is our net income or loss adjusted for the following items: (i) interest expense, (ii) income tax expense, (iii) amortization of acquired intangible assets, (iv) losses on extinguishment of debt, (v) charges associated with the impairment of certain assets, (vi) gain on sale of business, and (vii) certain other adjustments. This measurement is our segment reporting profitability measure under GAAP. Adjusted Operating Income margin is Adjusted Operating Income divided by net sales as determined under GAAP. We believe that these measurements are useful to investors as ways to analyze the underlying trends in our business consistently across the periods presented. These measurements are used by our management for the same reason. A reconciliation of net income or loss and net income or loss margin, the most directly comparable GAAP financial measures, to Adjusted Operating Income and Adjusted Operating Income margin, respectively, are included in the section entitled “Reconciliations of non-GAAP measures”;
Current wording
•Adjusted Operating Income and Adjusted Operating Income margin, which are non-GAAP measures discussed in the section entitled “Results of operations.” Adjusted Operating Income is our operating income or loss adjusted for the following items: (i) amortization of acquired intangible assets, (ii) charges associated with the impairment of certain assets, (iii) gain on sale of business, and (iv) certain other adjustments. This measurement is our segment reporting profitability measure under GAAP. Adjusted Operating Income margin is Adjusted Operating Income divided by net sales as determined under GAAP. We believe that these measurements are useful to investors as ways to analyze the underlying trends in our business consistently across the periods presented. These measurements are used by our management for the same reason. A reconciliation of operating income or loss and operating income or loss margin, the most directly comparable GAAP financial measures, to Adjusted Operating Income and Adjusted Operating Income margin, respectively, are included in the section entitled “Reconciliations of non-GAAP measures”;
Previous wording
We present results of operations in the same way that we manage our business, evaluate our performance and allocate our resources. We also provide discussion of net sales and Adjusted Operating Income by segment: Laboratory Solutions and Bioscience Production. Corporate costs are managed on a standalone basis, certain of which are allocated to our reportable segments.
Current wording
We present results of operations in the same manner in which we manage our business, evaluate performance and allocate resources. We also provide a discussion of net sales and Adjusted Operating Income by reportable segment: Bioscience & Medtech Products and VWR Distribution & Services. Corporate costs are managed on a standalone basis, certain portions of which are allocated to our reportable segments.
Previous wording
For reconciliations of Adjusted EBITDA and Adjusted EBITDA margin to net (loss) income and net (loss) income margin, respectively, the most directly comparable measures under GAAP, see “Reconciliations of non-GAAP financial measures.”
Current wording
For reconciliations of Adjusted EBITDA and Adjusted EBITDA margin to net income and net income margin, respectively, the most directly comparable measures under GAAP, see “Reconciliations of non-GAAP financial measures.”
Previous wording
For reconciliations of Adjusted Operating Income and Adjusted Operating Income margin to net (loss) income and net (loss) income margin, respectively, the most directly comparable measures under GAAP, see “Reconciliations of non-GAAP financial measures.”
Current wording
For reconciliations of Adjusted Operating Income and Adjusted Operating Income margin to operating income and operating income margin, respectively, the most directly comparable measures under GAAP, see “Reconciliations of non-GAAP financial measures.”
Previous wording
In Corporate, Adjusted Operating Income decreased $0.8 million due to various immaterial factors.
Current wording
In Corporate, Adjusted Operating Income decreased by $2.1 million due to various immaterial factors.
Previous wording
The following table presents the reconciliation of net (loss) income and net (loss) income margin to Adjusted EBITDA and Adjusted EBITDA margin, respectively:
Current wording
The following table presents the reconciliation of net income and net income margin to Adjusted EBITDA and Adjusted EBITDA margin, respectively:
Previous wording
Reflects the incremental expenses incurred in the period related to restructuring initiatives to increase profitability and productivity. Costs included in this caption are specific to employee severance, site-related exit costs, and contract termination costs. These expenses represent costs incurred to achieve the Company’s publicly-announced cost transformation initiative.
Current wording
Reflects the incremental expenses incurred in the period related to restructuring initiatives to increase profitability and productivity. Costs included in this caption are specific to employee severance, site-related exit costs, and contract termination costs.
Previous wording
Represents net foreign currency (gain) loss from financing activities, other stock-based compensation expense (benefit), a purchase price adjustment related to the sale of our Clinical Services business in 2024, and $6.1 million of severance and transition costs associated with the replacement of our Chief Executive Officer.
Current wording
Represents net foreign currency (gain) loss from financing activities, other stock-based compensation expense (benefit) and a purchase price adjustment in 2025 related to the sale of our Clinical Services business in 2024.
Previous wording
The following table presents the reconciliation of net (loss) income and net (loss) income margin to Adjusted Operating Income and Adjusted Operating Income margin, respectively:
Current wording
The following table presents the reconciliation of net income and net income margin to Adjusted Operating Income and Adjusted Operating Income margin, respectively, and includes operating income and operating income margin (the most directly comparable GAAP measures) as intermediate subtotals:
Previous wording
Reflects the incremental expenses incurred in the period related to restructuring initiatives to increase profitability and productivity. Costs included in this caption are specific to employee severance, site-related exit costs, and contract termination costs. These expenses represent costs incurred to achieve the Company’s publicly-announced cost transformation initiative.
Current wording
Reflects the incremental expenses incurred in the period related to restructuring initiatives to increase profitability and productivity. Costs included in this caption are specific to employee severance, site-related exit costs, and contract termination costs.
Previous wording
Represents other stock-based compensation expense (benefit), a purchase price adjustment related to the sale of our Clinical Services business in 2024, and $6.1 million of severance and transition costs associated with the replacement of our Chief Executive Officer.
Current wording
Represents other stock-based compensation expense (benefit) and a purchase price adjustment in 2025 related to the sale of our Clinical Services business in 2024.
Previous wording
We fund short-term cash requirements primarily from operating cash flows and credit facilities. Most of our long-term financing is from indebtedness. For the three and nine months ended September 30, 2025, we generated $207.4 million and $471.1 million of cash from operating activities, respectively, ended the quarter with $251.9 million of cash and cash equivalents and our availability under our credit facilities was $1,009.4 million.
Current wording
We fund short-term cash requirements primarily from operating cash flows and credit facilities. The majority of our long-term financing is from indebtedness. For the three months ended March 31, 2026, we generated $58.7 million of cash from operating activities, ended the quarter with $279.3 million of cash and cash equivalents and our availability under our credit facilities was $1,380.5 million.
Previous wording
In accordance with ASC 470-10-45-14 and ASC 855, we reclassified the 2.625% secured notes and Euro term loans B-5 from current liabilities to noncurrent liabilities in the accompanying balance sheet as of September 30, 2025. As a result of the refinancing, we have no debt repayments due in the next twelve months other than required term loan payments of $20.8 million and repayment of receivables facility borrowings of $192.7 million as of September 30, 2025.
Current wording
We have required term loan payments of $31.1 million due in the next twelve months.
Previous wording
In October 2025, our Board of Directors authorized the repurchase of up to $500.0 million of our common stock, exclusive of fees, commissions and related transaction expenses. Repurchases may be funded through our available cash, borrowings under existing credit facilities or other financing arrangements approved by the Board of Directors. Management is authorized to repurchase our common stock on the open market or in privately negotiated transactions, through one or more Rule 10b5-1 trading plans, Rule 10b-18 repurchase programs, accelerated share repurchase programs, including any collateral arrangements, or a combination thereof. The timing, manner, price and amount of repurchases will be determined by management depending upon economic, market and other conditions. The repurchase program may be modified, suspended, or terminated at any time. Repurchases under the program will be held as treasury shares.
Current wording
In October 2025, our Board of Directors authorized the repurchase of up to $500.0 million of our common stock. Repurchases may be funded through available cash, borrowings under existing credit facilities, or other financing arrangements. The program may be modified, suspended, or terminated at any time. As of March 31, 2026, $425.0 million remained available for repurchase under the program.
Previous wording
As of September 30, 2025, some of our credit line availability depends upon maintaining a sufficient borrowing base of eligible accounts receivable. We believe that we have sufficient capital resources to meet our liquidity needs.
Current wording
Based on the combination of the unused availability under our revolving credit facility and cash and cash equivalents, we believe that we have sufficient capital resources to meet our liquidity needs.
Previous wording
At September 30, 2025, $224.2 million or 89.0% of our $251.9 million in cash and cash equivalents was held by our non-U.S. subsidiaries and may be subject to certain taxes upon repatriation, primarily where foreign withholding taxes apply.
Current wording
At March 31, 2026, $227.7 million or 81.5% of our $279.3 million in cash and cash equivalents was held by our non-U.S. subsidiaries and may be subject to certain taxes upon repatriation, primarily where foreign withholding taxes apply.
Previous wording
Consists of typical non-cash charges including depreciation and amortization, stock-based compensation expense, deferred income tax expense, impairment charges, non-cash restructuring charges and others.
Current wording
Consists of typical non-cash charges including depreciation and amortization, stock-based compensation expense, deferred income tax expense and others.
Previous wording
Cash flows from operating activities provided $196.4 million less cash in 2025, primarily due to a reduction in net income, as previously discussed, higher net working capital requirements and higher incentive compensation payments made in 2025 related to fiscal year 2024.
Current wording
Cash flows from operating activities provided $50.6 million less cash in 2026, primarily due to a reduction in net income, as previously discussed, and higher net working capital requirements.
Previous wording
Investing activities used $28.8 million less cash in 2025. The change was primarily attributable to a decrease in capital expenditures compared to the prior year.
Current wording
Investing activities used $3.8 million more cash in 2026. The change was primarily attributable to a modest increase in capital expenditures compared to the prior year.
Previous wording
Free cash flow was $167.0 million lower in 2025, primarily due to lower cash flow from operating activities as previously discussed, partially offset by a decrease in capital expenditures.
Current wording
Free cash flow was $56.9 million lower in 2026, primarily due to lower cash flow from operating activities, as previously discussed, and a modest increase in capital expenditures.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
As described in note 7 to our unaudited condensed consolidated financial statements.
Previous report — wording carried elsewhere
As described in note 7 to our unaudited condensed consolidated financial statements.