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Mirion Technologies, Inc.

For the period ended Jun 30, 2025. Filed Aug 1, 2025.

View on SEC.gov

About 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, 2025 · Filed Aug 1, 2025

MIR$17.97+4.9%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-04-30.

0001628280-25-021106

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-01.

0001809987-25-000011

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 137 previous paragraphs and 202 current paragraphs.

91 unchanged; 37 reworded; 63 added; 8 removed; 1 previous and 11 current paragraphs rearranged.

Tables are not compared: 8 previous and 14 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 (63)

Current report

•Our revenues were $424.9 million for the six months ended June 30, 2025 and $399.7 million for the six months ended June 30, 2024, of which 35.3% and 35.0% were generated in the Medical segment for the six months ended June 30, 2025 and 2024, respectively, and 64.7% and 65.0% were generated in the Nuclear & Safety segment for the six months ended June 30, 2025 and 2024, respectively.

Current report

(1)Pre-tax non-operating expenses of $3.5 million for the three months ended June 30, 2025 include $1.9 million of restructuring and other related costs; $1.0 million of asset impairment charges of our equity investment (100% impairment); $0.3 million of mergers and acquisitions expenses; and $0.3 million of consulting costs related to Nuclear & Safety segment enterprise resource planning software upgrades.

Current report

(2)Pre-tax non-operating expenses of $6.7 million for the six months ended June 30, 2024 include $2.9 million of restructuring costs (including related asset impairments); $2.7 million of costs to achieve integration and operational synergies; $1.2 million of costs to achieve information technology system integration and efficiency; $1.1 million of mergers and acquisitions expenses; offset by $1.2 million gain on the disposal of the Rehab business.

Current report

On May 23, 2025, the Company completed a private offering of $400.0 million aggregate principal amount of 0.25% Convertible Senior Notes due 2030(the“Notes”), which included the initial purchasers’ exercise in full oftheir option to purchase additional Notes. The Notes have a maturity date of June 1, 2030. Refer to discussion included within Liquidity and Capital Resourcesfor more details.

Current report

The Company’s 2021 Credit Agreement provides for an $830.0 million senior secure first lien term loan facility (initially scheduled to mature in October 2028). On June 5, 2025, the Company utilized funds from the offering of the Notes completed on May 23, 2025 to repay $244.6 million in outstanding principal and $8.3 million in accrued interest as well as extend the maturity date of the term loan to June 5, 2032. There were no other changes to the terms of the Credit Facilities as a result of the refinancing. The change was accounted for prospectively as a partial debt extinguishment in accordance with ASC 470-50, Debt - Modifications and Extinguishments. Refer to discussion included within Liquidity and Capital Resourcesfor more details.

Current report

Net income was $8.5 million for the three months ended June 30, 2025 and our net loss was $12.0 million for the three months ended June 30, 2024. Our Medical segment contributed $10.9 million and $5.0 million of income from operations for the three months ended June 30, 2025 and 2024, respectively. Our Nuclear & Safety segment contributed $19.0 million and $18.5 million of income from operations for the three months ended June 30, 2025 and 2024, respectively. The overall increase in net income is primarily driven by a $13.5 million unrealized foreign currency gain as a result of fluctuations in the exchange rate between the US Dollar and the Euro in the current period, increased revenues in the Nuclear & Safety and Medical segments, decreased interest expense, and decreased amortization of intangible assets. Partially offsetting these items was a $5.8 million loss on debt extinguishment in the current period, increased depreciation, and increased compensation costs in the current year.

Current report

Nuclear & Safety segment revenues increased for the three months ended June 30, 2025 compared with the three months ended June 30, 2024 primarily due to organic volume growth, price increases and foreign exchange impacts.

Current report

Gain on disposal of business was $1.2 million for the three months ended June 30, 2024, related to the sale of the Rehab business. For more information, see Note 2, Business Combinations, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Current report

Interest expense, net, was $9.8 million for the three months ended June 30, 2025 and $13.1 million for the three months ended June 30, 2024. The $3.3 million decrease in interest expense, net was due to decreased interest rates from the prior period, the $244.6 million decrease in the term loan balance as a result of the debt refinancing during the three months ended June 30, 2025, the 0.25% interest rate negotiated on the $400.0 million offering of Convertible Senior Notes due

Current report

Loss on debt extinguishment was $5.8 million for the three months ended June 30, 2025, related to the refinancing of the term loan completed on June 5, 2025. See discussion in “Recent Developments - Term Loan Refinancing” for further details.

Current report

On July 4, 2025, the "One Big Beautiful Bill Act" was signed into law in the U.S., which contains a broad range of tax reform provisions affecting businesses. We are evaluating the full effects of the legislation on our estimated annual effective tax rate and cash tax position. As the legislation was signed into law after the close of our second quarter, the impacts are not included in our operating results for the six months ended June 30, 2025.

Current report

Medical segment revenues increased for the three months ended June 30, 2025 compared with the three months ended June 30, 2024 primarily due to $4.7 million in domestic revenue volume growth, $2.0 million of revenue growth in Asia-Pacific countries, $1.0 million of price increases, and $0.8 million of foreign exchange fluctuations, partially offset by a $0.5 million reduction in revenues from the discontinuation of the lasers product line.

Current report

Income from operations was $10.9 million and $5.0 million for the three months ended June 30, 2025 and 2024, respectively, representing a $5.9 million increase in income from operations period over period. The increase in income from operations period over period was largely due to a reduction in amortization expense of $2.1 million and increased revenues as noted above, partially offset by inflationary impacts of $1.5 million.

Current report

Nuclear & Safety segment revenues increased for the three months ended June 30, 2025 compared with the three months ended June 30, 2024 primarily due to $2.9 million of organic volume growth, $2.5 million of price increases, and positive foreign exchange fluctuations of $2.4 million .

Current report

For the Six Months Ended June 30, 2025 and the Six Months Ended June 30, 2024

Current report

Revenues were $424.9 million for the six months ended June 30, 2025 and $399.7 million for the six months ended June 30, 2024. Our Medical segment contributed $149.8 million and $140.0 million of revenues for the six months ended June 30, 2025 and 2024, respectively. Our Nuclear & Safety segment contributed $275.1 million and $259.7 million of revenues for the six months ended June 30, 2025 and 2024, respectively. Gross profit was $198.6 million and $184.5 million for the six months ended June 30, 2025 and 2024, respectively, resulting in a $14.1 million increase from the six months ended June 30, 2024.

Current report

Revenues were $424.9 million for the six months ended June 30, 2025 and $399.7 million for the six months ended June 30, 2024. Revenues increased $25.2 million from the six months ended June 30, 2024.

Current report

Nuclear & Safety segment revenues increased for the six months ended June 30, 2025 compared with the six months ended June 30, 2024 primarily due to increased sales volume and pricing paired with positive foreign exchange impacts.

Current report

Cost of revenues was $226.3 million for the six months ended June 30, 2025 and $215.2 million for the six months ended June 30, 2024, an increase of $11.1 million period over period.

Current report

Cost of revenues related to the Medical segment increased $1.2 million period over period due to increased domestic sales volume and inflation. Cost of revenues related to the Nuclear & Safety segment increased $9.9 million period over period. The increase was primarily driven by increased domestic sales volume of $4.6 million, increased costs of material and labor of $3.8 million (predominately at our France location), and France transaction related foreign exchange impacts of $1.5 million.

Current report

Selling, general and administrative (“SG&A”) expenses were $161.3 million for the six months ended June 30, 2025 and $171.6 million for the six months ended June 30, 2024, resulting in a decrease of $10.3 million period over period.

Current report

Our Medical segment incurred lower SG&A expenses of $3.5 million for the six months ended June 30, 2025 compared with the six months ended June 30, 2024. The decrease was primarily due to lower amortization expense. Partially offsetting these savings were increased compensation costs.

Current report

Our Nuclear & Safety segment incurred lower SG&A expenses of $5.4 million for the six months ended June 30, 2025 compared with the six months ended June 30, 2024. The decrease was driven by lower amortization expense related to intangible assets, partially offset by increased depreciation expense and compensation costs.

Current report

Corporate SG&A expenses were $35.3 million for the six months ended June 30, 2025 and $36.7 million for the six months ended June 30, 2024. The decrease of $1.4 million was primarily driven by decreased stock-based compensation expense, partially offset by increased compensation and software licensing costs.

Current report

Gain on disposal of business was $1.2 million for the six months ended June 30, 2024, related to the sale of the Rehab business. For more information, see Note 2, Business Combinations, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Current report

Income from operations was $18.6 million for the six months ended June 30, 2025 compared with a loss of $2.6 million for the six months ended June 30, 2024. On a segment basis, income from operations in the Medical segment for the six months ended June 30, 2025 and 2024 was $17.6 million and $6.4 million, respectively, representing an increase of $11.2 million period over period. Income from operations in the Nuclear & Safety segment for the six months ended June 30, 2025 and six months ended June 30, 2024 was $40.7 million and $31.1 million, respectively, representing an increase of $9.6 million period over period. Corporate loss from operations was $39.7 million and $40.1 million for the six months ended June 30, 2025 and 2024, respectively, representing a decrease of $0.4 million period over period. See “Business segments” and “Corporate and other” below for further details.

Current report

Interest expense, net, was $20.4 million for the six months ended June 30, 2025 and $26.9 million for the six months ended June 30, 2024. The $6.5 million decrease in interest expense, net was due to decreased interest rates from the prior period, the $244.6 million decrease in the term loan balance as a result of the debt refinancing during the six months ended June

Current report

30, 2025, the 0.25% interest rate negotiated on the $400.0 million Convertible Debt offering completed during the six months ended June 30 2025, and additional interest earned on cash deposits in the current period. For more information, see Note 8, Borrowings, Note 9, Convertible Debt, and Note 18, Derivatives and Hedging, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Showing the first 40 of 63 passages. Open the source sections for the rest.

Removed paragraphs (8)

Previous report

Starting in February 2025, the United States and other countries imposed and/or increased global tariffs on goods imported into, or exported from, the United States. While we generally execute an operational strategy of producing locally for most of our products, these tariffs and any future tariffs are expected to result in additional costs to the Company. Furthermore, due to the larger tariffs imposed between China and the United States, we anticipate a potential negative impact on China-related revenues. The current total estimated reduction in pre-tax earnings impact from the global tariffs (as currently in effect as of the date of this Quarterly Report on Form 10-Q) is approximately $2.0 million to $8.0 million for the rest of the fiscal year, after taking into account mitigating actions such as alternative sourcing strategies, production shifts, price increases and cost management. Furthermore, the announcement of the tariffs has had a significant impact on the foreign exchange rates between U.S. Dollar and other foreign currencies and could have a significant impact (positive or negative) on our future results of operations. The actual impact of the tariffs and secondary impacts to exchange rates may be significantly different than our current estimate. Our estimate is subject to several factors including the amount, duration, scope and nature of the tariffs, countermeasures that countries take, mitigating or other actions we take, and contractual implications.

Previous report

Nuclear & Safety segment revenues increased for the three months ended March 31, 2025 compared with the three months ended March 31, 2024 primarily due to price increases and organic volume growth, partially offset by foreign exchange impacts.

Previous report

The effective income tax rate differs from the U.S. statutory rate of 21% due primarily to U.S. federal income tax permanent differences and the impact of valuation allowances.

Previous report

Nuclear & Safety segment revenues increased for the three months ended March 31, 2025 compared with the three months ended March 31, 2024 primarily due to organic volume growth of $6.9 million and pricing of $2.2 million, partially offset by a $1.9 million foreign exchange impact.

Previous report

Net cash provided by operating activities was $35.6 million for the three months ended March 31, 2025 as compared to net cash provided by operating activities of $6.0 million for the three months ended March 31, 2024, representing an increase of $29.6 million. The change is primarily due to a decrease in net loss of $26.9 million, an increase of operating cash from net working capital of $16.3 million (primarily due to increased collections from accounts receivable and costs in excess of billings), a decrease of $5.1 million in depreciation and amortization, and a decrease of $5.7 million in the change in fair value of warrant liabilities (which were all redeemed in the second quarter of the year ended December 31, 2024).
Reworded paragraphs (37)

Previous wording

•Our revenues were $202.0 million for the three months ended March 31, 2025 and $192.6 million for the three months ended March 31, 2024, of which 34.0% and 34.7% were generated in the Medical segment for the three months ended March 31, 2025 and 2024, respectively, and 66.0% and 65.3% were generated in the Nuclear & Safety segment for the three months ended March 31, 2025 and 2024, respectively.

Current wording

•Our revenues were $222.9 million for the three months ended June 30, 2025 and $207.1 million for the three months ended June 30, 2024, of which 36.4% and 35.4% were generated in the Medical segment for the three months ended June 30, 2025 and 2024, respectively, and 63.6% and 64.6% were generated in the Nuclear & Safety segment for the three months ended June 30, 2025 and 2024, respectively.

Previous wording

•Backlog (representing committed but undelivered contracts and purchase orders) was $813.5 million and $811.9 million as of March 31, 2025, and December 31, 2024, respectively.

Current wording

•Backlog (representing committed but undelivered contracts and purchase orders) was $819.0 million and $811.9 million as of June 30, 2025, and December 31, 2024, respectively.

Previous wording

The following tables present a reconciliation of certain non-GAAP financial measures for the three months ended March 31, 2025 and for the three months ended March 31, 2024.

Current wording

The following tables present a reconciliation of certain non-GAAP financial measures for the three and six months ended June 30, 2025 and for the three and six months ended June 30, 2024.

Previous wording

(2)Pre-tax non-operating expenses of $2.1 million for the three months ended March 31, 2024 include $1.0 million of costs to achieve integration and operational synergies; $0.6 million of mergers and acquisition expenses; and $0.5 million of costs to achieve information technology system integration and efficiency.

Current wording

(2)Pre-tax non-operating expenses of $4.6 million for the three months ended June 30, 2024 include $2.9 million of restructuring costs (including related asset impairments); $1.7 million of costs to achieve integration and operational synergies, $0.7 million of costs to achieve information technology system integration and efficiency; and $0.5 million of mergers and acquisitions expenses; offset by a $1.2 million gain on the disposal of the Biodex Rehabilitation (“Rehab”) business.

Previous wording

(1)Pre-tax non-operating expenses of $1.2 million for the three months ended March 31, 2025 include $0.7 million of one-time consulting fees related to IT services sourcing excellence and $0.5 million of consulting costs related to Nuclear & Safety segment enterprise resource planning software upgrades.

Current wording

(1)Pre-tax non-operating expenses of $4.7 million for the six months ended June 30, 2025 include $1.9 million of restructuring and other related costs; $1.0 million of asset impairment charges of our equity investment (100% impairment); $0.8 million of consulting costs related to Nuclear & Safety segment enterprise resource planning software upgrades; $0.7 million of one-time consulting fees related to IT services sourcing excellence; and $0.3 million of mergers and acquisitions expenses.

Previous wording

The following tables present a reconciliation of GAAP income from operations to non-GAAP Adjusted EBITDA by segment for the three months ended March 31, 2025 and the three months ended March 31, 2024.

Current wording

The following tables present a reconciliation of GAAP income from operations to non-GAAP Adjusted EBITDA by segment for the three and six months ended June 30, 2025 and the three and six months ended June 30, 2024.

Previous wording

The United States, the European Union, the United Kingdom and other governments have implemented major trade and financial sanctions against Russia and related parties in response to Russia's invasion of Ukraine. We do business with Russian customers both within and outside of Russia and with customers who have contracts with Russian counterparties. The conflict’s impact on the Company is predominantly in our Nuclear & Safety segment. As of March 31, 2025, the Company has approximately $8.6 million in net contract assets and accounts receivable associated with Russian-related projects. We also maintain $12.9 million in advance payment guarantees and $13.0 million in performance guarantees in support of these projects. The remaining performance obligations in our backlog for Russian-related projects was approximately $112.7 million at March 31, 2025.

Current wording

The United States, the European Union, the United Kingdom and other governments have implemented major trade and financial sanctions against Russia and related parties in response to Russia’s invasion of Ukraine. We do business with Russian customers both within and outside of Russia and with customers who have contracts with Russian counterparties. The conflict’s impact on the Company is predominantly in our Nuclear & Safety segment. As of June 30, 2025, the Company has approximately $17.6 million in net contract assets and accounts receivable associated with Russian-related projects. We also maintain $12.9 million in advance payment guarantees and $13.0 million in performance guarantees in support of these projects. The remaining performance obligations in our backlog for Russian-related projects was approximately $122.8 million at June 30, 2025.

Previous wording

Revenues were $202.0 million for the three months ended March 31, 2025 and $192.6 million for the three months ended March 31, 2024. Our Medical segment contributed $68.6 million and $66.8 million of revenues for the three months ended March 31, 2025 and 2024, respectively. Our Nuclear & Safety segment contributed $133.4 million and $125.8 million of revenues for the three months ended March 31, 2025 and 2024, respectively. Gross profit was $96.1 million and $87.1 million for the three months ended March 31, 2025 and 2024, respectively, resulting in a $9.0 million increase from the three months ended March 31, 2024.

Current wording

Revenues were $222.9 million for the three months ended June 30, 2025 and $207.1 million for the three months ended June 30, 2024. Our Medical segment contributed $81.2 million and $73.2 million of revenues for the three months ended June 30, 2025 and 2024, respectively. Our Nuclear & Safety segment contributed $141.7 million and $133.9 million of revenues for the three months ended June 30, 2025 and 2024, respectively. Gross profit was $102.5 million and $97.4 million for the three months ended June 30, 2025 and 2024, respectively, resulting in a $5.1 million increase from the three months ended June 30, 2024.

Previous wording

Revenues were $202.0 million for the three months ended March 31, 2025 and $192.6 million for the three months ended March 31, 2024. Revenues increased $9.4 million from the three months ended March 31, 2024.

Current wording

Revenues were $222.9 million for the three months ended June 30, 2025 and $207.1 million for the three months ended June 30, 2024. Revenues increased $15.8 million from the three months ended June 30, 2024.

Previous wording

Cost of revenues was $105.9 million for the three months ended March 31, 2025 and $105.5 million for the three months ended March 31, 2024, an increase of $0.4 million period over period.

Current wording

Cost of revenues was $120.4 million for the three months ended June 30, 2025 and $109.7 million for the three months ended June 30, 2024, an increase of $10.7 million period over period.

Previous wording

Cost of revenues related to the Medical segment decreased $1.5 million period over period due to favorable margin on product mix. Cost of revenues related to the Nuclear & Safety segment increased $1.9 million period over period. The increase was primarily driven by organic volume growth.

Current wording

Cost of revenues related to the Medical segment increased $2.7 million period over period due to organic volume growth and inflation. Cost of revenues related to the Nuclear & Safety segment increased $8.0 million period over period. The increase was primarily driven by organic volume growth of $4.4 million, increased costs of material and labor of $2.1 million (predominantly at our France location), and France transaction related foreign exchange impacts of $1.5 million.

Previous wording

Selling, general and administrative (“SG&A”) expenses were $78.7 million for the three months ended March 31, 2025 and $84.1 million for the three months ended March 31, 2024, resulting in a decrease of $5.4 million period over period.

Current wording

Selling, general and administrative (“SG&A”) expenses were $82.6 million for the three months ended June 30, 2025 and $87.5 million for the three months ended June 30, 2024, resulting in a decrease of $4.9 million period over period.

Previous wording

Our Medical segment incurred lower SG&A expenses of $2.2 million for the three months ended March 31, 2025 compared with the three months ended March 31, 2024. The decrease was primarily due to lower amortization expense, and lower mergers and acquisitions costs. Partially offsetting these savings were increased depreciation expense of newly capitalized assets and software expense for new ERP systems.

Current wording

Our Medical segment incurred lower SG&A expenses of $1.4 million for the three months ended June 30, 2025 compared with the three months ended June 30, 2024. The decrease was driven by lower amortization expense for intangible assets, and lower mergers and acquisitions costs.

Previous wording

Our Nuclear & Safety segment incurred lower SG&A expenses of $3.9 million for the three months ended March 31, 2025 compared with the three months ended March 31, 2024. The decrease was driven by lower amortization expense related to intangible assets.

Current wording

Our Nuclear & Safety segment incurred lower SG&A expenses of $1.4 million for the three months ended June 30, 2025 compared with the three months ended June 30, 2024. The decrease was driven by lower amortization expense related to intangible assets offset with increased depreciation expense related to newly capitalized assets.

Previous wording

Corporate SG&A expenses were $17.7 million for the three months ended March 31, 2025 and $17.0 million for the three months ended March 31, 2024. The increase of $0.7 million was primarily driven by increased compensation costs.

Current wording

Corporate SG&A expenses were $17.6 million for the three months ended June 30, 2025 and $19.7 million for the three months ended June 30, 2024. The decrease of $2.1 million was primarily driven by decreased stock compensation costs and professional service spend.

Previous wording

Research and development (“R&D”) expenses were $8.7 million for the three months ended March 31, 2025 and $7.9 million for the three months ended March 31, 2024, resulting in an increase of $0.8 million period over period. The increase in R&D expenses was primarily due to increased compensation costs and increased depreciation expense for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024.

Current wording

Research and development (“R&D”) expenses were $10.0 million for the three months ended June 30, 2025 and $8.8 million for the three months ended June 30, 2024, resulting in an increase of $1.2 million period over period. The increase in R&D expenses was primarily due to increased compensation costs and increased depreciation expense for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024.

Previous wording

Income from operations was $8.7 million for the three months ended March 31, 2025 compared with a loss of $4.9 million for the three months ended March 31, 2024. On a segment basis, income from operations in the Medical segment for the three months ended March 31, 2025 and 2024 were $6.7 million and $1.4 million, respectively. Income from operations in the Nuclear & Safety segment for the three months ended March 31, 2025 and three months ended March 31, 2024 were $21.7 million and $12.6 million, respectively, representing an increase of $9.1 million period over period. Corporate expenses were $19.7 million and $18.9 million for the three months ended March 31, 2025 and 2024, respectively, representing a decrease in income from operations of $0.8 million as discussed in "Selling, general and administrative expenses" above. See “Business segments” and “Corporate and other” below for further details.

Current wording

Income from operations was $9.9 million for the three months ended June 30, 2025 compared with $2.3 million for the three months ended June 30, 2024. On a segment basis, income from operations in the Medical segment for the three months ended June 30, 2025 and 2024 was $10.9 million and $5.0 million, respectively, representing an increase of $5.9 million period over period. Income from operations in the Nuclear & Safety segment for the three months ended June 30, 2025 and three months ended June 30, 2024 was $19.0 million and $18.5 million, respectively, representing an increase of $0.5 million period over period. Corporate loss from operations was $20.0 million and $21.2 million for the three months ended June 30, 2025 and 2024, respectively, representing a decrease of $1.2 million period over period. See “Business segments” and “Corporate and other” below for further details.

Previous wording

Interest expense, net, was $10.6 million for the three months ended March 31, 2025 and $13.8 million for the three months ended March 31, 2024. The decrease in interest expense, net was due to lower interest rates negotiated with the debt refinancing during the three months ended June 30, 2024, interest from derivatives, and additional interest earned on cash deposits in the current period. For more information, see Note 7, Borrowings, and Note 16, Derivatives and Hedging, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

2030 completed during the three months ended June 30 2025, and additional interest earned on cash deposits in the current period. For more information, see Note 8, Borrowings, Note 9, Convertible Debt, and Note 18, Derivatives and Hedging, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Previous wording

We recorded a $2.8 million net gain for the three months ended March 31, 2025 and a $0.8 million net loss for the three months ended March 31, 2024 from foreign currency exchange. The change in foreign currency loss (gain), net is due primarily to fluctuations in European local currencies in relation to the U.S. dollar.

Current wording

We recorded a $13.5 million net gain for the three months ended June 30, 2025 and a $0.3 million net loss for the three months ended June 30, 2024 from foreign currency exchange. The change in foreign currency loss (gain), net is due primarily to fluctuations in European local currencies in relation to the U.S. dollar and the related impact on our intercompany loans.

Previous wording

We recognized an unrealized expense of $5.7 million for the three months ended March 31, 2024. During the three months ended June 30, 2024, we settled the Public Warrant and Private Placement Warrant liabilities in conjunction with the warrant redemption/exchange. See Note 1, Nature of Business and Summary of Significant Accounting Policies, and Note 15, Fair Value Measurements, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

We recognized a gain of $0.4 million for the three months ended June 30, 2024. During the three months ended June 30, 2024, we settled the Public Warrant and Private Placement Warrant liabilities in conjunction with the redemption of the Public Warrants and the exchange of the Private Placement Warrants. See Note 1, Nature of Business and Summary of Significant Accounting Policies to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Previous wording

The effective income tax rate was 33.3% and (4.7)% for the three months ended March 31, 2025 and 2024, respectively. The difference in effective tax rate between the periods was primarily attributable to mix of earnings and the impact of valuation allowances.

Current wording

The effective income tax rate was (9.0)% and (6.2)% for the three months ended June 30, 2025 and 2024, respectively. The difference in effective tax rate between the periods was primarily attributable to mix of earnings and the impact of valuation allowances.

Previous wording

The following provides detail for business segment results for the three months ended March 31, 2025 and 2024. Segment income from operations includes revenues of the segment less expenses that are directly related to those revenues but excludes certain charges to cost of revenues and SG&A expenses predominantly related to corporate costs, which are included in Corporate and Other in the table below. Interest expense, foreign currency loss (gain), net, and other expense (income), net, are not allocated to segments.

Current wording

The following provides detail for business segment results for the three months ended June 30, 2025 and 2024. Segment income from operations includes revenues of the segment less expenses that are directly related to those revenues but excludes certain charges to cost of revenues and SG&A expenses predominantly related to corporate costs, which are included in Corporate and Other in the table below. Interest expense, foreign currency loss (gain), net, loss on debt extinguishment, and other expense (income), net, are not allocated to segments.

Previous wording

Income from operations was $21.7 million and $12.6 million for the three months ended March 31, 2025 and 2024, respectively. Income from operations increased $9.1 million period over period driven primarily by the changes in revenues described above, $1.4 million higher net income due to a positive product mix from higher margin projects and products in the current year, and $4.0 million in lower amortization expenses due to fully amortized intangible assets.

Current wording

Income from operations was $19.0 million and $18.5 million for the three months ended June 30, 2025 and 2024, respectively. Income from operations increased $0.5 million period over period driven primarily by the changes in revenues described above and $3.8 million in lower amortization expenses due to fully amortized intangible assets, partially offset by inflationary impacts of $2.6 million, increased costs of material and labor of $2.1 million (predominantly at our France location), and France transaction related foreign exchange impacts of $1.5 million.

Previous wording

Corporate and other costs were $19.7 million for the three months ended March 31, 2025 and $18.9 million for the three months ended March 31, 2024, which represents an increase of $0.8 million period over period. The increase versus the comparable period was predominantly driven by increased compensation costs.

Current wording

Corporate and other costs were $20.0 million for the three months ended June 30, 2025 and $21.2 million for the three months ended June 30, 2024, which represents a decrease of $1.2 million period over period. The decrease versus the comparable period was predominantly driven by decreased stock compensation costs and professional service spend.

Previous wording

Net income was $0.4 million for the three months ended March 31, 2025 and our net loss was $26.5 million for the three months ended March 31, 2024. Our Medical segment contributed $6.7 million and $1.4 million of income from operations for the three months ended March 31, 2025 and 2024, respectively. Our Nuclear & Safety segment contributed $21.7 million and $12.6 million of income from operations for the three months ended March 31, 2025 and 2024, respectively. The overall decrease in net loss is primarily driven by a $5.7 million decrease in the loss from fair value of warrant liabilities in the prior year that no longer impacts the current year, increased revenues in the Nuclear & Safety segment, a favorable margin for current projects and products in the current period, and decreased amortization of intangible assets. Partially offsetting these items were higher software licensing costs, increased depreciation, and increased compensation costs in the current year.

Current wording

Net income was $8.9 million for the six months ended June 30, 2025 and our net loss was $38.5 million for the six months ended June 30, 2024. Our Medical segment contributed $17.6 million and $6.4 million of income from operations for the six months ended June 30, 2025 and 2024, respectively. Our Nuclear & Safety segment contributed $40.7 million and $31.1 million of income from operations for the six months ended June 30, 2025 and 2024, respectively. The overall increase in net income is primarily driven by $16.3 million unrealized foreign currency gain as a result of fluctuations in the exchange rate between the US Dollar and the Euro in the current period, a $5.3 million decrease in the loss from fair value of warrant liabilities in the prior year that no longer impacts the current year, increased revenues in the Nuclear & Safety segment and the Medical segment, decreased interest expense, and decreased amortization of intangible assets. Partially offsetting these items was a $5.8 million loss on debt extinguishment in the current period, higher software licensing costs, increased depreciation, and increased compensation costs in the current year.

Previous wording

Medical segment revenues increased for the three months ended March 31, 2025 compared with the three months ended March 31, 2024 primarily due to the recovery from delayed operations in the Nuclear Medicine ("NucMed") division in connection with a new ERP system implementation in 2024, increased domestic sales volume and pricing, partially offset by decreased revenues from the Asia-Pacific region, delayed operations from an ERP implementation in our RTQA business and reduced revenues from the exit of our lasers product line in the second half of 2024.

Current wording

Medical segment revenues increased for the six months ended June 30, 2025 compared with the six months ended June 30, 2024 primarily due to increased domestic sales volume, price increases, the positive impact from delayed operations in the comparable prior period due to the focus on new ERP system implementations, and foreign exchange fluctuations, partially offset by reduced revenues from the exit of our lasers product line in the second half of 2024.

Previous wording

Medical segment revenues increased for the three months ended March 31, 2025 compared with the three months ended March 31, 2024 primarily due to the recovery from delayed operations in the NucMed division caused by the focus on a new ERP system implementation in 2024 of $4.3 million, $1.9 million in domestic revenue volume growth, and $1.4 million of pricing increases partially offset by a reduction in revenues from Asia-Pacific countries of $2.0 million, $2.0 million less revenues due to delayed operations from an ERP implementation in our RTQA business, and $1.1 million from the discontinuation of the lasers product line.

Current wording

Medical segment revenues increased for the six months ended June 30, 2025 compared with the six months ended June 30, 2024 primarily due to $6.7 million in domestic revenue volume growth, $2.4 million of price increases, $1.6 million of positive impact from delayed operations in the six months ended June 30, 2024 due to the focus on new ERP system implementations, and $0.7 million of foreign exchange fluctuations, partially offset by a $1.6 million reduction in revenues from the discontinuation of the lasers product line in the second half of 2024.

Previous wording

Income from operations was $6.7 million and $1.4 million for the three months ended March 31, 2025 and 2024, respectively, representing a $5.3 million increase in income from operations period over period. The increase in income from operations period over period was largely due to a favorable margin product mix of $2.4 million, reduction in amortization expense of $2.0 million, increased revenues noted above and reduction of merger and acquisition costs in 2025 of $0.6 million. Partially offsetting the increase in income was an increase in ERP related expenses of $0.6 million.

Current wording

Income from operations was $17.6 million and $6.4 million for the six months ended June 30, 2025 and 2024, respectively, representing a $11.2 million increase in income from operations period over period. The increase in income from operations period over period was largely due to a reduction in amortization expense of $4.1 million, and increased revenues noted above. Partially offsetting the increase in income were inflationary impacts of $2.4 million.

Previous wording

At March 31, 2025 and December 31, 2024 we had $186.2 million and $175.6 million, respectively, in cash and cash equivalents, which include amounts held by entities outside of the United States of approximately $136.4 million and $131.9 million, respectively, primarily in Europe and Canada. Non-U.S. cash is generally available for repatriation without legal restrictions, subject to certain taxes, mainly withholding taxes. We are asserting indefinite reinvestment of cash for certain non-U.S. subsidiaries. The Company has alternative repatriation options other than dividends should the need arise. The 2021 Credit Agreement provides for up to $175.0 million of revolving borrowings. The amount available on the revolving facility under the 2021 Credit Agreement (as defined below) as of March 31, 2025 and December 31, 2024 was approximately $157.0 million and $72.1 million, respectively.

Current wording

At June 30, 2025 and December 31, 2024 we had $263.0 million and $175.6 million, respectively, in cash and cash equivalents, which include amounts held by entities outside of the United States of approximately $157.2 million and $131.9 million, respectively, primarily in Europe and Canada. Non-U.S. cash is generally available for repatriation without legal restrictions, subject to certain taxes, mainly withholding taxes. We are asserting indefinite reinvestment of cash for certain non-U.S. subsidiaries. The Company has alternative repatriation options other than dividends should the need arise. The 2021 Credit Agreement provides for up to $175.0 million of revolving borrowings. The amount available on the revolving facility under the 2021 Credit Agreement (as defined below) as of June 30, 2025 and December 31, 2024 was approximately $157.7 million and $72.1 million, respectively.

Previous wording

The 2021 Credit Agreement is secured by a first priority lien on the equity interests of the Parent Borrower owned by Holdings and substantially all of the assets (subject to customary exceptions) of the borrowers and the other guarantors thereunder. Interest with respect to the facilities is based on, at the option of the borrowers, (i) a customary base rate formula for borrowings in U.S. dollars or (ii) a floating rate formula based on LIBOR (with customary fallback provisions) for borrowings in U.S. dollars, a floating rate formula based on Euro Interbank Offered Rate ("EURIBOR") for borrowings in Euro or a floating rate formula based on SONIA for borrowings in Pounds Sterling, each as described in the 2021 Credit Agreement with respect to the applicable type of borrowing. The 2021 Credit Agreement includes fallback language that seeks to either facilitate an agreement with the Company's lenders on a replacement rate for LIBOR in the event of its discontinuance or that automatically replaces LIBOR with benchmark rates based upon the Secured Overnight Financing Rate ("SOFR") or other benchmark replacement rates upon certain triggering events (SOFR was adopted via agreement amendment in replacement of LIBOR in 2023).

Current wording

The 2021 Credit Agreement is secured by a first priority lien on the equity interests of the Parent Borrower owned by Holdings and substantially all of the assets (subject to customary exceptions) of the borrowers and the other guarantors thereunder. Interest with respect to the facilities is based on, at the option of the borrowers, (i) a customary base rate formula for borrowings in U.S. dollars or (ii) a floating rate formula based on LIBOR (with customary fallback provisions) for borrowings in U.S. dollars, a floating rate formula based on Euro Interbank Offered Rate (“EURIBOR”) for borrowings in Euro or a floating rate formula based on the Sterling Overnight Index Average (“SONIA”) for borrowings in Pounds Sterling, each as described in the 2021 Credit Agreement with respect to the applicable type of borrowing. The 2021 Credit Agreement includes fallback language that seeks to either facilitate an agreement with the Company's lenders on a replacement rate for LIBOR in the event of its discontinuance or that automatically replaces LIBOR with benchmark rates based upon the Secured Overnight Financing Rate (“SOFR”) or other benchmark replacement rates upon certain triggering events (SOFR was adopted via agreement amendment in replacement of LIBOR in 2023).

Previous wording

Term Loan -The term loan has a seven-year term (expiring October 2028) and bears interest at the greater of LIBOR (through June 30, 2023) / SOFR (subsequent to June 30, 2023 through May 21, 2024) or 0.50%, plus 2.75%. On May 22, 2024, the Company entered into Amendment No. 3 (the “Amendment”) to the Credit Agreement. The Amendment reduced the applicable margin rate on the term loans from 2.75% to 2.25% and reduced the credit spread based upon rate term to 0%, with other terms and conditions remaining consistent (effectively the existing loan was refinanced). The Amendment was accounted for prospectively as a debt modification in accordance with ASC 470-50, Debt—Modifications and Extinguishments. No further principal payments are due until the expiration of the term. The interest rate was 6.55% (with no spread rate based upon rate term) and 6.85% (including spread rate based upon rate term) as of March 31, 2025 and December 31, 2024, respectively. The Company paid no principal payments for the three months ended March 31, 2025 and for year ended December 31, 2024, yielding an outstanding balance of approximately $694.6 million as of March 31, 2025 and December 31, 2024.

Current wording

Term Loan -The term loan initially had a seven-year term (expiring October 2028) and bears interest at the greater of LIBOR (through June 30, 2023) / SOFR (subsequent to June 30, 2023 through May 21, 2024) or 0.50%, plus 2.75%. On May 22, 2024, the Company entered into Amendment No. 3 (the “Amendment”) to the Credit Agreement. The Amendment reduced the applicable margin rate on the term loans from 2.75% to 2.25% and reduced the credit spread based upon rate term to 0%, with other terms and conditions remaining consistent (effectively the existing loan was refinanced). The Amendment was accounted for prospectively as a debt modification in accordance with ASC 470-50, Debt—Modifications and Extinguishments.

Previous wording

The agreement requires the payment of a commitment fee of 0.25% per annum for unused commitments. Any outstanding letters of credit reduce the availability of the revolving line of credit. There was no outstanding balance under the arrangement as of March 31, 2025 and December 31, 2024. Additionally, the Company has standby letters of credit issued under its 2021 Credit Agreement that reduce the availability under the revolver of $18.0 million and $17.9 million for the periods ended March 31, 2025 and December 31, 2024, respectively. The amount available on the revolver as of March 31, 2025 and December 31, 2024 was approximately $157.0 million and $72.1 million, respectively.

Current wording

The agreement requires the payment of a commitment fee of 0.25% per annum for unused commitments. Any outstanding letters of credit reduce the availability of the revolving line of credit. There was no outstanding balance under the arrangement as of June 30, 2025 and December 31, 2024. Additionally, the Company has standby letters of credit issued under its 2021 Credit Agreement that reduce the availability under the revolver of $17.3 million and $17.9 million for the periods ended June 30, 2025 and December 31, 2024, respectively. The amount available on the revolver as of June 30, 2025 and December 31, 2024 was approximately $157.7 million and $72.1 million, respectively.

Previous wording

As a result of the Company’s European operations, we are exposed to fluctuations in exchange rates between the Euro and U.S. dollar (our functional currency). As such, we entered into cross-currency rate swaps during the year ended December 31, 2023, to manage currency risks related to foreign exchange in foreign operations. The Company is also subject to interest rate risk related to the Credit Facilities. As such, we entered into an interest rate swap (notional amount of $75.0 million) during the year ended December 31, 2024, to mitigate the risk of adverse changes in benchmark interest rates on the Company's future interest payments.

Current wording

As a result of the Company’s European operations, we are exposed to fluctuations in exchange rates between the Euro and U.S. dollar (our functional currency). As such, we entered into cross-currency rate swaps during the year ended December 31, 2022, to manage currency risks related to foreign exchange in foreign operations. During the year ended December 2024, the Company extended a cross-currency rate swap derivative by one-year (notional amount of 123.2 million euros). The Company is also subject to interest rate risk related to the Credit Facilities. As such, we entered into an interest rate swap (notional amount of $75.0 million) during the six months ended June 30, 2023 as well as an additional interest rate swap (notional amount of $100.0 million) during the six months ended June 30, 2025 to mitigate the risk of adverse changes in benchmark interest rates on the Company's future interest payments (collectively, the “interest rate swaps”).

Previous wording

The interest rate swap is a derivative financial instrument that has been designated and qualifies as a cash flow hedge. The changes in the fair values of the cash flow hedge are recorded in accumulated other comprehensive loss (“AOCL”) and are reclassified into the line item in our unaudited Consolidated Statements of Operations in which the hedged items are recorded in the same period the hedged items affect earnings. The changes in the fair values of hedges that are determined to be ineffective are immediately reclassified from AOCL into earnings. During the three months ended March 31, 2025, the new interest rate swap resulted in a loss of $0.1 million recognized in other comprehensive income ("OCI"), respectively. Gains of $0.1 million were recognized in income through interest expense and reclassified from OCI during the same periods.

Current wording

The interest rate swaps are derivative financial instruments that have been designated and qualify as cash flow hedges. The changes in the fair values of the cash flow hedges are recorded in accumulated other comprehensive loss (“AOCL”) and are reclassified into the line item in our unaudited Consolidated Statements of Operations in which the hedged items are recorded in the same period the hedged items affect earnings. The changes in the fair values of hedges that are determined to be ineffective are immediately reclassified from AOCL into earnings. During the three months ended June 30, 2025, the new interest rate swap resulted in a loss of $0.1 million recognized in other comprehensive income (“OCI”), respectively. Gains of $0.1 million were recognized in income through interest expense and reclassified from OCI during the same periods.

Previous wording

Net cash used in investing activities was $7.6 million for the three months ended March 31, 2025 versus $12.9 million for the three months ended March 31, 2024 representing a change of $5.3 million. The decrease in net cash used was driven primarily by a $4.3 million decrease in purchases of property, plant, equipment and badges.

Current wording

Net cash used in investing activities was $15.7 million for the six months ended June 30, 2025 versus $21.8 million for the six months ended June 30, 2024 representing a change of $6.1 million. The decrease in net cash used was driven primarily by a $6.6 million decrease in purchases of badges and related software supporting our launch of the Instadose Vue product in the prior year.

Previous wording

Net cash used in financing activities was $21.2 million during the three months ended March 31, 2025 versus cash provided by financing activities of $0.2 million during the three months ended March 31, 2024. The decrease of $21.4 million period over period primarily relates to the $18.6 million of gross proceeds used to purchase treasury stock and stock repurchased to satisfy tax withholding for vesting restricted stock units of approximately $1.9 million in the prior year.

Current wording

Net cash provided by financing activities was $41.2 million during the six months ended June 30, 2025 versus net cash used in financing activities of $2.8 million during the six months ended June 30, 2024. The increase of $44.0 million period over period primarily relates to the debt transactions described above in the Liquidity and Capital Resources section, offset by repurchases of Company stock during the current year.

Previous wording

During the three months ended March 31, 2025, there were no material changes to our critical accounting policies and estimates from those described under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K.

Current wording

During the six months ended June 30, 2025, there were no material changes to our critical accounting policies and estimates from those described under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K.
Rearranged current paragraphs (11)

Current report — wording carried from elsewhere

Medical segment revenues increased for the three months ended June 30, 2025 compared with the three months ended June 30, 2024 primarily due to organic volume growth, price increases, and foreign exchange fluctuations, partially offset by reduced revenues from the exit of our lasers product line in the second half of 2024 .

Current report — wording carried from elsewhere

The following table summarizes our results of operations for the periods presented below (in millions):

Current report — wording carried from elsewhere

Research and development (“R&D”) expenses were $18.7 million for the six months ended June 30, 2025 and $16.7 million for the six months ended June 30, 2024, resulting in an increase of $2.0 million period over period. The increase in R&D expenses was primarily due to increased compensation costs and increased depreciation expense for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024.

Current report — wording carried from elsewhere

We recorded a $16.3 million net gain for the six months ended June 30, 2025 and a $1.1 million net loss for the six months ended June 30, 2024 from foreign currency exchange. The change in foreign currency loss (gain), net is due primarily to fluctuations in European local currencies in relation to the U.S. dollar and the related impact on our intercompany loans.

Current report — wording carried from elsewhere

Change in fair value of warrant liabilities

Current report — wording carried from elsewhere

We recognized a loss of $5.3 million for the six months ended June 30, 2024. During the six months ended June 30, 2024, we settled the Public Warrant and Private Placement Warrant liabilities in conjunction with the Public Warrant redemption and the Private Placement Warrant exchange. See Note 1, Nature of Business and Summary of Significant Accounting Policiesto the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Current report — wording carried from elsewhere

The effective income tax rate was (6.0)% and (5.2)% for the six months ended June 30, 2025 and 2024, respectively. The difference in effective tax rate between the periods was primarily attributable to mix of earnings and the impact of valuation allowances.

Current report — wording carried from elsewhere

The following provides detail for business segment results for the six months ended June 30, 2025 and 2024. Segment income from operations includes revenues of the segment less expenses that are directly related to those revenues but excludes certain charges to cost of revenues and SG&A expenses predominantly related to corporate costs, which are included in Corporate and Other in the table below. Interest expense, foreign currency loss (gain), net, loss on debt extinguishment, and other expense (income), net, are not allocated to segments.

Current report — wording carried from elsewhere

For reconciliations of segment revenues and operating (loss) income to our consolidated results, see Note 16, Segment Information, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Current report — wording carried from elsewhere

Corporate and other costs include costs associated with our corporate headquarters located in Georgia, as well as centralized global functions including Executive, Finance, Legal and Compliance, Human Resources, Technology, Strategy, and Marketing and other costs related to company-wide initiatives (e.g., Business Combination transaction expenses, merger and acquisition activities, restructuring and other initiatives).

Current report — wording carried from elsewhere

For reconciliations of segment operating income and corporate and other costs to our consolidated results, see Note 16, Segment Information, to the unaudited Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

For the Three Months Ended March 31, 2025 and for the Three Months Ended March 31, 2024