Perimeter Group Inc.
For the period ended Mar 31, 2025. Filed May 8, 2025.
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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, 2025 · Filed May 8, 2025
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16. Segment Information
- SEGMENT INFORMATION
The Company’s products and operations are managed and reported intwo operating segments: Fire Safety and Specialty Products. The Fire Safety segment provides fire retardants and firefighting foams, as well as specialized equipment and services typically offered in conjunction with the Company’s retardant and foam products. The Specialty Products segment includes operations that develop, produce and market products for non-fire safety markets. The Company’s largest end market application for the Specialty Products segment is Phosphorus Pentasulfide ("P 2 S 5") based lubricant additives. P 2 S 5 is also used in pesticide and mining chemicals applications, and emerging electric battery technologies. The Specialty Products segment also includes IMS, which is a manufacturer of electronic or electro-mechanical components of larger solutions. IMS has a flexible, vertically integrated production facility centered on its printed circuit board (“PCB”) line that allows it to acquire and produce a variety of product lines across a range of end markets, including large medical systems, communications infrastructure, energy infrastructure, defense systems, and industrial systems, with a substantial focus on aftermarket repair and replacement.
The CODM is the Company's CEO. The CODM uses Segment Adjusted EBITDA for each segment predominantly in the annual budget and the forecasting process. The CODM considers budget/forecast-to-actual variances on a quarterly basis when making decisions about the allocation of operating and capital resources to each segment.
The Company defines Segment Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, as adjusted on a consistent basis for certain non-recurring or unusual items on a segment basis. These non- recurring or unusual items may include acquisition and restructuring related costs, management fees and other non-recurring items.
Interest income, interest expense, other income (expense) and certain corporate operating expenses are not included in the measures of segment performance reviewed by the CODM. The corporate category is not considered to be a segment.
Information related to net sales, Segment Adjusted EBITDA, depreciation and amortization and purchases of property and equipment are summarized below (in thousands):
| Three Months Ended March 31, 2025 | ||||
|---|---|---|---|---|
| Fire Safety · Specialty Products · Total | ||||
| Net sales: | ||||
| Product | $32,765 | $34,867 | $67,632 | |
| Services and others | 4,398 | — | 4,398 | |
| Total net sales | $37,163 | $34,867 | $72,030 | |
| Less: | ||||
| Adjusted cost of goods sold | $18,582 | $22,620 | $41,202 | |
| Adjusted selling, general and administrative expense | 8,496 | 4,249 | 12,745 | |
| Segment Adjusted EBITDA | $10,085 | $7,998 | $18,083 | |
| Less: | ||||
| Depreciation and amortization | 16,893 | |||
| Interest and financing expense | 9,644 | |||
| Founders advisory fees - related party | (80,613) | |||
| Non-recurring expenses | 1,468 | |||
| Share-based compensation expense | 2,671 | |||
| Foreign currency gain | (1,159) | |||
| Income before income taxes | $69,179 | |||
| Depreciation and amortization | $12,765 | $4,128 | $16,893 | |
| Purchases of property and equipment | $3,262 | $1,551 | $4,813 | |
| Three Months Ended March 31, 2024 | ||||
|---|---|---|---|---|
| Fire Safety · Specialty Products · Total | ||||
| Net sales: | ||||
| Product | $23,992 | $33,889 | $57,881 | |
| Services and others | 1,163 | — | 1,163 | |
| Total net sales | 25,155 | 33,889 | 59,044 | |
| Less: | ||||
| Adjusted cost of goods sold | $16,852 | $18,775 | $35,627 | |
| Adjusted selling, general and administrative expense | 8,544 | 2,737 | 11,281 | |
| Segment Adjusted EBITDA | $(241) | $12,377 | $12,136 | |
| Less: | ||||
| Depreciation and amortization | 16,412 | |||
| Interest and financing expense | 10,648 | |||
| Founders advisory fees - related party | 68,333 | |||
| Non-recurring expenses | 540 | |||
| Share-based compensation expense | 1,742 | |||
| Foreign currency loss | 1,293 | |||
| Loss before income taxes | $(86,832) | |||
| Depreciation and amortization | $12,889 | $3,523 | $16,412 | |
| Purchases of property and equipment | $793 | $760 | $1,553 | |
Total segment assets reconciled to consolidated amounts are as follows:
| March 31, 2025 | ||||
|---|---|---|---|---|
| Fire Safety · Specialty Products · Total | ||||
| Segment assets | 52,584 | 217,871 | $270,455 | |
| Cash and cash equivalents | 200,050 | |||
| Goodwill | 1,039,306 | |||
| Customer lists, net | 629,616 | |||
| Technology and patents, net | 172,864 | |||
| Tradenames, net | 86,209 | |||
| Tax assets | 6,646 | |||
| Total consolidated assets | 2,405,146 | |||
| December 31, 2024 | ||||
|---|---|---|---|---|
| Fire Safety · Specialty Products · Total | ||||
| Segment assets | 83,677 | 189,912 | $273,589 | |
| Cash and cash equivalents | 198,456 | |||
| Goodwill | 1,034,543 | |||
| Customer lists, net | 637,745 | |||
| Technology and patents, net | 173,307 | |||
| Tradenames, net | 87,365 | |||
| Tax assets | 11,389 | |||
| Total consolidated assets | 2,416,394 | |||
Net sales by geographical area is as follows (in thousands):
| Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | |
|---|---|---|
| United States | 68% | 68% |
| Other international sales (1) | 32% | 32% |
| Total net sales | 100% | 100% |
(1) The Company did not have net sales in excess of 10% in any other countries for the three months ended March 31, 2025 and 2024.
Property, plant and equipment, net by geographical area consisted of the following (in thousands):
| March 31, 2025 | December 31, 2024 | |
|---|---|---|
| United States | $49,131 | $46,580 |
| Canada | 2,205 | 2,180 |
| Germany | 12,788 | 12,643 |
| Other foreign jurisdictions | 3,562 | 3,374 |
| Total property, plant and equipment, net | $67,686 | $64,777 |
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