Avantor, Inc.
For the period ended Jun 30, 2026. Filed Jul 29, 2026.
View on SEC.govAbout this filing
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.
Jun 30, 2026 · Filed Jul 29, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 operationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-07-29.
0001628280-26-050415
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 117 current paragraphs.
77 unchanged; 23 reworded; 16 added; 2 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 12 previous and 13 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 (16)
Current report
Three months ended
Current report
Net sales increased $8.9 million, or 0.5%, which included $15.7 million, or 0.9%, of favorable foreign currency impact, while organic net sales decreased by $6.8 million, or 0.4%.
Current report
In the VWR Distribution & Services segment, net sales increased by $33.0 million, or 2.7%, including $13.0 million, or 1.0%, of favorable foreign currency impact. Organic net sales increased by $20.0 million, or 1.7%. The organic sales increase was primarily driven by higher sales volumes of controlled environment consumables and increased specialty procurement sales, partially offset by lower sales of lab consumables.
Current report
Six months ended
Current report
Net sales increased $8.9 million, or 0.3%, which included $80.0 million, or 2.5%, of favorable foreign currency impact. Organic decline in net sales was $71.1 million, or 2.2%.
Current report
In the Bioscience & Medtech Products segment, net sales decreased by $19.1 million, or 2.1%, including $16.3 million, or 1.8%, of favorable foreign currency impact. Organic net sales decreased $35.4 million, or 3.9%. The organic sales decrease was primarily driven by lower sales volumes in the Fluid Handling and NuSil businesses, partially offset by higher sales volumes in Process Chemicals.
Current report
Gross margin for the three months ended June 30, 2026 contracted by 120 basis points, reflecting unfavorable product mix, inflationary pressures and lower sales volumes. Gross margin for the six months ended June 30, 2026 contracted by 170 basis points, reflecting those same factors, as well as higher inventory reserves and freight costs, which had a more pronounced impact during the six-month period.
Current report
Operating income for the three months ended June 30, 2026 decreased primarily due to lower gross profit, as previously discussed, partially offset by lower SG&A expenses driven mainly by the absence of transformation costs incurred in the prior year. This decrease in SG&A expenses was partially offset by unfavorable foreign exchange fluctuations.
Current report
Net income for the three months ended June 30, 2026 decreased primarily due to lower operating 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.
Current report
For the three months ended June 30, 2026, Adjusted EBITDA decreased by $25.5 million, or 9.1%, which included a favorable foreign currency translation impact of $2.4 million, or 0.9%. The remaining decline of $27.9 million, or 10.0%, was primarily driven by lower gross profit as previously discussed.
Current report
Three months ended
Current report
In the VWR Distribution & Services segment, Adjusted Operating Income declined by $15.2 million, or 10.7%, or 11.7% when adjusted for a favorable foreign currency impact. The decrease was primarily driven by unfavorable product mix and inflationary pressures on SG&A expenses.
Current report
Six months ended
Current report
Adjusted Operating Income decreased $79.3 million, or 16.0%, which included a favorable foreign currency translation impact of $9.8 million, or 2.0%. The remaining decline was $89.1 million, or 18.0%, which is further discussed below.
Current report
In Corporate, Adjusted Operating Income improved $4.0 million, or 9.9%, due to immaterial offsetting factors.
Current report
During the quarter ended June 30, 2026, we evaluated whether any events or changes in circumstances had occurred that would indicate that the carrying value of goodwill may not be recoverable. Based on this assessment, no triggering events or impairment indicators were identified, and accordingly, no interim goodwill impairment assessment was required during the quarter.
Removed paragraphs (2)
Previous 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%.
Previous 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.
Reworded paragraphs (23)
Previous 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).
Current wording
During the three months ended June 30, 2026, we recorded net sales of $1,692.3 million, net income of $38.1 million, Adjusted EBITDA of $254.3 million, operating income of $121.8 million, and Adjusted Operating Income of $225.1 million. Net sales for the three months ended June 30, 2026 increased by 0.5%, which included a 0.4% 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
The following updates the factors and current trends disclosed in our Annual Report. These updates may affect our performance and financial condition in future periods.
Current wording
The following updates the discussion of the factors and current trends disclosed in our Annual Report. These updates may affect our performance and financial condition in future periods.
Previous wording
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 wording
Net sales for the second quarter increased, driven primarily by higher sales volume and commercial excellence within our VWR Distribution & Services segment and a favorable foreign currency impact, partially offset by lower sales volumes within our Bioscience & Medtech Products segment. Gross margin decreased, reflecting unfavorable product mix, inflationary pressures and lower sales volumes. These factors, partially offset by a favorable foreign currency impact, reduced gross profit compared to the prior-year period. Lower gross profit resulted in reduced operating income, Adjusted Operating Income, and Adjusted EBITDA.
Previous wording
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 wording
In the Bioscience & Medtech Products segment, net sales decreased by $24.1 million, or 5.1%, including $2.7 million, or 0.5%, of favorable foreign currency impact. Organic net sales decreased by $26.8 million, or 5.6%. The organic sales decrease was primarily driven by lower sales volumes in the Fluid Handling and NuSil businesses, partially offset by higher sales volumes in Process Chemicals.
Previous wording
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 wording
In the VWR Distribution & Services segment, net sales increased by $28.0 million, or 1.2%, including $63.7 million, or 2.7%, of favorable foreign currency impact. Organic net sales decreased by $35.7 million, or 1.5%. The organic sales decrease was primarily driven by lower sales volumes of lab consumables and equipment and instrumentation, partially offset by higher sales of controlled environment consumables and increased specialty procurement sales.
Previous wording
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 wording
Operating income for the six months ended June 30, 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, partially offset by the absence of transformation costs incurred in the prior year.
Previous wording
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 wording
Net income for the six months ended June 30, 2026 decreased primarily due to lower operating income, as previously discussed, and higher income tax expense, partially offset by the absence of pension termination charges incurred in the prior year and lower interest expense resulting from debt repayments made over the last twelve months.
Previous wording
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 wording
For the six months ended June 30, 2026, Adjusted EBITDA decreased by $75.6 million, or 13.8%, which included a favorable foreign currency translation impact of $11.3 million, or 2.0%. The remaining decline of $86.9 million, or 15.8%, was primarily driven by lower gross profit and higher SG&A costs, as previously discussed.
Previous wording
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 wording
Adjusted Operating Income decreased by $27.1 million, or 10.7%, which included a favorable foreign currency translation impact of $2.0 million, or 0.8%. The remaining decline of $29.1 million, or 11.5%, is further discussed below.
Previous wording
In Corporate, Adjusted Operating Income decreased by $2.1 million due to various immaterial factors.
Current wording
In Corporate, Adjusted Operating Income improved by $1.9 million, or 9.1%, due to various immaterial factors.
Previous wording
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 wording
In the Bioscience & Medtech Products segment, Adjusted Operating Income declined $25.6 million, or 10.4%, or 12.0% when adjusted for favorable foreign currency translation impact. The decrease was primarily due to lower sales volume and higher inventory reserves.
Previous wording
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 wording
In the VWR Distribution & Services segment, Adjusted Operating Income declined $57.7 million, or 19.9%, or 22.0% when adjusted for favorable foreign currency translation impact. The decrease was primarily driven by lower sales volume, unfavorable product mix, inflationary pressures and higher freight costs.
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.
Current wording
Reflects charges incurred during the period related to restructuring initiatives to increase profitability and productivity. Costs included in this caption consist of employee severance, site-exit and contract termination costs, and non-cash impairment charges on long-lived assets associated with site exits.
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.
Current wording
Reflects charges incurred during the period related to restructuring initiatives to increase profitability and productivity. Costs included in this caption consist of employee severance, site-exit and contract termination costs, and non-cash impairment charges on long-lived assets associated with site exits.
Previous 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.
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 and six months ended June 30, 2026, we generated $178.2 million and $236.9 million of cash from operating activities, respectively, ended the quarter with $306.8 million of cash and cash equivalents and our availability under our credit facilities was $1,379.8 million.
Previous wording
We have required term loan payments of $31.1 million due in the next twelve months.
Current wording
We have required term loan payments of $30.8 million due in the next twelve months.
Previous 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.
Current wording
At June 30, 2026, $231.7 million, or 75.5%, of our $306.8 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
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.
Current wording
Cash flows from operating activities provided $26.8 million less cash in 2026, primarily due to a reduction in net income, as previously discussed, and higher net working capital requirements. These impacts were partially offset by favorable changes in other assets and liabilities, primarily driven by lower income tax payments, lower incentive compensation payments, and lower cash outflows related to deferred income. These favorable changes were partially offset by customer prebate payments made during 2026.
Previous 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.
Current wording
Investing activities used $12.5 million more cash in 2026. The change was primarily attributable to an increase in capital expenditures compared to the prior year.
Previous wording
Financing activities used $73.6 million more cash in 2026, primarily due to the higher prepayments of term loans.
Current wording
Financing activities used $179.1 million more cash in 2026, primarily due to higher prepayments of term loans compared to the prior year.
Previous 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.
Current wording
Free cash flow was $39.5 million lower in 2026, primarily due to lower cash flow from operating activities, as previously discussed, and an increase in capital expenditures.
Previous wording
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 wording
Our consolidated balance sheet includes significant amounts of goodwill and other intangible assets. At June 30, 2026, the combined carrying value of goodwill and other intangible assets, net of accumulated amortization and impairment charges, was $7,949.6 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.
Previous wording
During the quarter ended March 31, 2026, a sustained decline in our share price and market capitalization represented a triggering event under the goodwill impairment guidance. As a result, we performed an interim goodwill impairment assessment for all of our reporting units (see note 7).
Current wording
During the first quarter of 2026, a sustained decline in our share price and market capitalization represented a triggering event under the goodwill impairment guidance. As a result, we performed an interim goodwill impairment assessment for all of our reporting units (see note 7).
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
In the Bioscience & Medtech Products segment, Adjusted Operating Income declined by $13.8 million, or 10.5%, or 11.0% when adjusted for a favorable foreign currency impact. The decrease was primarily due to lower sales volume.