Perimeter Group Inc.

Previous wording

Perimeter Solutions, Inc. (“we,” “us,” “our,” or the “Company”) is a leading provider of industrial products and services that support critical and complex customer missions across a range of niche applications. Our current operations span firefighting products, lubricant additives, electronic components and highly engineered machinery for the medical device industry. We develop products that address complex customer challenges where there is little margin for error. Our offerings are typically a small part of a much broader solution that serves a growing end market. Our goal is to meet customer needs better than any alternative in every market we serve.

Current wording

Perimeter Group Inc. (“we,” “us,” “our,” or the “Company”) is a leading provider of industrial products and services that support critical and complex customer missions across a range of niche applications. Our current operations span firefighting products, incident management systems, lubricant additives, electronic components and highly engineered machinery for the medical device industry. We develop products that address complex customer challenges where there is little margin for error. Our offerings are typically a small part of a much broader solution that serves a growing end market. Our goal is to meet customer needs better than any alternative in every market we serve.

Previous wording

The Fire Safety segment is a formulator and manufacturer of fire management products that help our customers combat various types of fires, including wildland, industrial, structural, flammable liquids and other types of fires. Our Fire Safety segment also offers specialized equipment and services, typically in conjunction with our fire management products to support our customers’ firefighting operations. Our specialized equipment includes airbase retardant storage, mixing, and delivery equipment; mobile retardant bases; retardant ground application units; mobile foam equipment; and equipment that we custom design and manufacture to meet specific customer needs. Our service network can meet the emergency resupply needs of approximately 150 air tanker bases in North America, as well as many other customer locations globally. The Fire Safety segment is built on the premise of superior technology, exceptional responsiveness to our customers’

Current wording

The Fire Safety segment is a formulator and manufacturer of fire management products and incident management systems that help our customers respond to and combat various types of fires, including wildland, industrial, structural, flammable liquids and other types of fires. Our Fire Safety segment also offers specialized equipment and services, typically in conjunction with our fire management products to support our customers’ firefighting operations. Our specialized equipment includes airbase retardant storage, mixing, and delivery equipment; mobile retardant bases; retardant ground application units; mobile foam equipment; and equipment that we custom design and manufacture to meet specific customer needs. Our service network can meet the emergency resupply needs of approximately 150 air tanker bases in North America, as well as many other customer locations globally. The Fire Safety segment is built on the premise of superior technology, exceptional responsiveness to our customers’ needs, and a “never-fail” service network. The Fire Safety segment sells products to government agencies and commercial customers around the world.

Previous wording

Our Specialty Products segment develops, produces and markets products for non-fire safety markets. The Specialty Products segment includes Phosphorus Derivatives, Inc., which produces 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 Intelligent Manufacturing Solutions (“IMS”), which is a manufacturer of electronic or electro-mechanical components of larger solutions. IMS has a flexible, vertically integrated production facility that allows it to acquire and produce a variety of product lines across a range of end markets, including communications infrastructure, energy infrastructure, defense systems, and industrial systems, with a substantial focus on aftermarket repair and replacement. The Specialty Products segment also includes Medical Manufacturing Technologies, LLC (“MMT”), which provides highly engineered machinery and associated aftermarket consumables, parts, and services to support the production of complex medical devices as well as select highly engineered industrial and aerospace and defense use cases. MMT’s capabilities include original equipment manufacturing, including application-specific equipment and automation solutions for medical devices such as complex catheters, guidewires and microcoils, as well as aftermarket parts, services, and consumables. MMT’s full solution suite encompasses both original machinery and recurring aftermarket parts, services, and consumables. MMT has a global footprint of manufacturing locations serving approximately 50 countries.

Current wording

Our Specialty Products segment develops, produces and markets products for non-fire safety markets. The Specialty Products segment includes Phosphorus Derivatives, Inc. (“PDI”), which produces 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 Intelligent Manufacturing Solutions (“IMS”), which is a manufacturer of electronic or electro-mechanical components of larger solutions. IMS has a flexible, vertically integrated production facility that allows it to acquire and produce a variety of product lines across a range of end markets, including communications infrastructure, energy infrastructure, defense systems, and industrial systems, with a substantial focus on aftermarket repair and replacement. The Specialty Products segment also includes Medical Manufacturing Technologies, LLC (“MMT”), which provides highly engineered machinery and associated aftermarket consumables, parts, and services to support the production of complex medical devices as well as select highly engineered industrial and aerospace and defense use cases. MMT’s capabilities include original equipment manufacturing, including application-specific equipment and automation solutions for medical devices such as complex catheters, guidewires and microcoils, as well as aftermarket parts, services, and consumables. MMT’s full solution suite encompasses both original machinery and recurring aftermarket parts, services, and consumables. MMT has a global footprint of manufacturing locations serving approximately 50 countries.

Previous wording

•Higher acres burned and longer fire seasons: The USDA Forest Service data of the last 40 years shows that the acreage burned in the United States has increased over time. The ten-year trailing average of acres burned in the United States has increased from a ten-year trailing average of 3.3 million acres burned in 1997, to a ten-year trailing average of 7.0 million acres burned in 2025. The U.S. fire season is also lengthening on a consistent basis. According to a 2024 report published by U.S. Department of Agriculture, the U.S. fire season is on average 78 days longer than it was in the 1970s. If acreage burned continues to increase and the fire season continues to lengthen, we expect the demand and usage of fire retardant to increase. In addition, proactive initial attack strategies by government agencies can drive earlier and more consistent use of fire retardant throughout the fire season.

Current wording

•Higher acres burned and longer fire seasons: The USDA Forest Service data of the last 40 years shows that the acreage burned in the United States has increased over time. The ten-year trailing average of acres burned in the United States has increased from a ten-year trailing average of 3.3 million acres burned in 1997, to a ten-year trailing average of 7.0 million acres burned in 2025. The U.S. fire season is also lengthening on a consistent basis. According to a 2024 report published by the U.S. Department of Agriculture, the U.S. fire season is on average 78 days longer than it was in the 1970s. If acreage burned continues to increase and the fire season continues to lengthen, we expect the demand and usage of fire retardant to increase. In addition, proactive initial attack strategies by government agencies can drive earlier and more consistent use of fire retardant throughout the fire season.

Previous wording

•Increasing wildland urban interfaces: Urban development is pushing farther out of cities and into the wilderness for both primary and secondary residences. As of 2020, the Wildland-Urban Interface (“WUI”) now includes 32% of all homes in the United States although it occupies 9.4% of the land area in the United States. According to Proceedings of the National Academy of Sciences of the United States of America, when homes are built in the

Current wording

•Increasing wildland urban interfaces: Urban development is pushing farther out of cities and into the wilderness for both primary and secondary residences. As of 2020, the Wildland-Urban Interface (“WUI”) now includes 32% of all homes in the United States although it occupies 9.4% of the land area in the United States. According to Proceedings of the National Academy of Sciences of the United States of America, when homes are built in the WUI, we expect that there will be more wildfires due to human ignitions, and wildfires that occur will pose a greater risk to lives and homes. As the WUI expands and the number of homes at risk from wildland fires increases, we expect the use of retardant to protect property and life from threatening wildfires to increase.

Previous wording

Our financial condition and results of operations are significantly impacted by weather as well as environmental and other factors affecting climate change, which impact the number and severity of fires in any given year. Historically, sales of our products have been higher in the summer season in the northern hemisphere of each fiscal year due to weather patterns which are generally correlated to a higher prevalence of wildfires. This is in part offset by the disbursement of our operations in both the northern and southern hemispheres, where the summer seasons alternate.

Current wording

Our financial condition and results of operations are significantly impacted by weather as well as environmental and other factors affecting climate change, which impact the number and severity of fires in any given year. Historically, sales of our fire safety products have been higher in the summer season in the northern hemisphere of each fiscal year due to weather patterns which are generally correlated to a higher prevalence of wildfires. This is in part offset by the dispersion of our operations in both the northern and southern hemispheres, where the summer seasons alternate.

Previous wording

Net Sales. Net sales increased by $51.2 million for the three months ended June 30, 2026, compared to the same period in 2025. Net sales in the Fire Safety segment increased by $8.8 million, representing higher fire retardant sales of $6.4 million and higher suppressant sales of $2.4 million. Fire retardant sales increased $7.3 million in North America, offset by a decrease of $0.9 million in other geographies. Fire suppressant sales increased $5.9 million outside North America, offset by a decrease of $3.5 million in North America. Net sales in the Specialty Products segment increased $42.4 million, including a $47.9 million increase in revenue due to recently acquired businesses, offset by a $5.5 million decrease in base businesses. The Company considers that revenue attributable to base businesses includes revenue from acquired businesses that have been owned for a full four quarters after the date of acquisition.

Current wording

Net Sales. Net sales increased by $74.4 million for the three months ended September 30, 2026, compared to the same period in 2025. Net sales in the Fire Safety segment increased by $39.2 million, representing an increase of $25.9 million in the fire retardant business and $13.3 million in other fire related businesses, including $5.5 million due to a recently acquired business. Fire retardant sales increased $14.6 million in North America and $11.3 million in other geographies. Other fire business sales increased $6.8 million outside North America and $6.5 million in North America. Net sales in the Specialty Products segment increased $35.2 million, including a $40.6 million increase in revenue due to recently acquired businesses, offset by a $5.4 million decrease in base businesses as a result of supply disruptions partially offset by supply contingency actions. Net sales from acquired businesses are included in base businesses after four full quarters of ownership following the acquisition date.

Previous wording

Cost of Goods Sold. Cost of goods sold increased $34.8 million for the three months ended June 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Current wording

Cost of Goods Sold. Cost of goods sold increased $35.2 million for the three months ended September 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Previous wording

Selling, General and Administrative Expense. Selling, general and administrative expense increased by $11.0 million for the three months ended June 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Current wording

Selling, General and Administrative Expense. Selling, general and administrative expense increased by $7.3 million for the three months ended September 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Previous wording

Amortization Expense. Amortization expense increased by $9.4 million for the three months ended June 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Current wording

Amortization Expense. Amortization expense increased by $9.6 million for the three months ended September 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Previous wording

Founder Advisory Fees - related party. Founder advisory fees - related party represents the change in the fair value of the liability-classified Fixed Annual Advisory Amount and Variable Annual Advisory Amount (collectively, the “Annual Advisory Amounts”). The increase in the fair value of the Annual Advisory Amounts for the three months ended June 30, 2026 of $266.3 million was primarily due to an increase in the period end volume weighted average closing share price of the Company’s Common Stock for ten consecutive trading days (the “Average Price Per Share”) from $21.93 as of March 31, 2026 to $35.53 as of June 30, 2026. The increase in the fair value of the Annual Advisory Amounts for the three months ended June 30, 2025 of $96.9 million was primarily due to an increase in the Average Price Per Share from $9.67 as of March 31, 2025, to $13.62 as of June 30, 2025.

Current wording

Founder Advisory Fees - related party. Founder advisory fees - related party represents the change in the fair value of the liability-classified Fixed Annual Advisory Amount and Variable Annual Advisory Amount (collectively, the “Annual Advisory Amounts”). The decrease in the fair value of the Annual Advisory Amounts for the three months ended September 30, 2026 of $239.5 million was primarily due to a decrease in the fair value valuation of the Company’s Common Stock from June 30, 2026 to September 30, 2026. The increase in the fair value of the Annual Advisory Amounts for the three months ended September 30, 2025 of $247.7 million was primarily due to an increase in the fair value valuation of the Company’s Common Stock from June 30, 2025 to September 30, 2025.

Previous wording

Other Operating Expense. Other operating expense increased $3.3 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to costs related to the Company’s recent acquisitions.

Current wording

Other Operating Expense. Other operating expense increased $5.8 million for the three months ended September 30, 2026, compared to the same period in 2025, primarily due to costs related to the Company’s recent acquisitions.

Previous wording

Interest Expense, net. Interest expense, net increased $9.7 million for the three months ended June 30, 2026, compared to the same period in 2025, primarily due to higher average debt outstanding resulting from the Company’s offering of the 2034 Notes in January 2026.

Current wording

Interest Expense, net. Interest expense, net increased $10.5 million for the three months ended September 30, 2026, compared to the same period in 2025, primarily due to higher average debt outstanding resulting from the Company’s offering of the 2034 Notes in January 2026.

Previous wording

Income Tax Benefit. Income tax benefit was $39.8 million for the three months ended June 30, 2026, compared to income tax benefit of $1.7 million in the same period in 2025. The change is primarily due to increased benefits from stock-based compensation, permanently non-deductible compensation, withholding taxes accrued on unremitted earnings and the impact of foreign tax rate differences.

Current wording

Income Tax (Expense) Benefit. Income tax expense was $90.9 million for the three months ended September 30, 2026, compared to income tax benefit of $6.5 million in the same period in 2025. The change is primarily due to higher income before income taxes, partially offset by benefits from stock-based compensation and permanently non-deductible compensation.

Previous wording

Net Sales. Net sales increased by $104.2 million for the six months ended June 30, 2026, compared to the same period in 2025. Net sales in the Fire Safety segment increased by $17.1 million, representing higher fire suppressant sales of $15.8 million and higher fire retardant sales of $1.3 million. Fire suppressant sales increased $12.1 million outside North America and $3.7 million in North America. Fire retardant sales increased $1.5 million outside North America, offset by a decrease of $0.2 million in North America. Net sales in the Specialty Products segment increased $87.1 million, including a $88.5 million increase in revenue due to recently acquired businesses, offset by a $1.4 million decrease in base businesses. The Company considers that revenue attributable to base businesses includes revenue from acquired businesses that have been owned for a full four quarters after the date of acquisition.

Current wording

Net Sales. Net sales increased by $178.6 million for the nine months ended September 30, 2026, compared to the same period in 2025. Net sales in the Fire Safety segment increased by $56.3 million, representing an increase of $29.0 million in the other fire related businesses, including $5.5 million due to a recently acquired business and $27.3 million in the fire retardant business. Other fire related business sales increased $18.8 million in other geographies and $10.2 million in North America. Fire retardant sales increased $14.5 million in North America and $12.7 million in other geographies. Net sales in the Specialty Products segment increased $122.4 million, including a $129.2 million increase in revenue due to recently acquired businesses, offset by a $6.8 million decrease in base businesses as a result of supply disruptions partially offset by supply contingency actions. Net sales from acquired businesses are included in base businesses after four full quarters of ownership following the acquisition date.

Previous wording

Cost of Goods Sold. Cost of goods sold increased $65.2 million for the six months ended June 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Current wording

Cost of Goods Sold. Cost of goods sold increased $100.4 million for the nine months ended September 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Previous wording

Selling, General and Administrative Expense. Selling, general and administrative expense increased by $17.8 million for the six months ended June 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Current wording

Selling, General and Administrative Expense. Selling, general and administrative expense increased by $25.1 million for the nine months ended September 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Previous wording

Amortization Expense. Amortization expense increased by $17.9 million for the six months ended June 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Current wording

Amortization Expense. Amortization expense increased by $27.5 million for the nine months ended September 30, 2026 compared to the same period in 2025, primarily due to recently acquired businesses.

Previous wording

Founder Advisory Fees - related party. Founder advisory fees - related party represents the change in the fair value of the Annual Advisory Amounts. The increase in the fair value of the Annual Advisory Amounts for the six months ended June 30, 2026 of $189.9 million was primarily due to an increase in the Average Price Per Share from $27.89 as of December 31, 2025 to $35.53 as of June 30, 2026. The increase in the fair value of the Annual Advisory Amounts for the six months ended June 30, 2025 of $16.3 million was primarily due to an increase in the Average Price Per Share from $12.85 as of December 31, 2024, to $13.62 as of June 30, 2025.

Current wording

Founder Advisory Fees - related party. Founder advisory fees - related party represents the change in the fair value of the Annual Advisory Amounts. The decrease in the fair value of the Annual Advisory Amounts for the nine months ended September 30, 2026 of $49.6 million was primarily due to a decrease in the fair value valuation of the Company’s Common Stock from December 31, 2025 to September 30, 2026. The increase in the fair value of the Annual Advisory Amounts for the nine months ended September 30, 2025 of $264.0 million was primarily due to an increase in the fair value valuation of the Company’s Common Stock from December 31, 2024 to September 30, 2025.

Previous wording

Other Operating Expense. Other operating expense increased $11.8 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to costs related to the Company’s recent acquisitions.

Current wording

Other Operating Expense. Other operating expense increased $17.6 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to costs related to the Company’s recent acquisitions.

Previous wording

Interest Expense, net. Interest expense, net increased $24.4 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to higher average debt outstanding resulting from the Company’s offering of the 2034 Notes in January 2026.

Current wording

Interest Expense, net. Interest expense, net increased $34.9 million for the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to higher average debt outstanding resulting from the Company’s offering of the 2034 Notes in January 2026.

Previous wording

Income Tax Benefit (Expense). Income tax benefit was $62.9 million for the six months ended June 30, 2026, compared to income tax expense of $10.8 million for the same period in 2025. The change is primarily due to increased benefits from stock-based compensation, permanently non-deductible compensation, withholding taxes accrued on unremitted earnings and the impact of foreign tax rate differences.

Current wording

Income Tax Expense. Income tax expense was $28.1 million for the nine months ended September 30, 2026, compared to $4.3 million for the same period in 2025. The change is primarily due to higher income before income taxes, partially offset by benefits from stock-based compensation and permanently non-deductible compensation.

Previous wording

Segment Adjusted EBITDA is defined as income (loss) before income taxes plus net interest and other financing expenses, and depreciation and amortization, adjusted on a consistent basis for certain non-recurring, unusual or non-operational items. These items include (i) restructuring, (ii) acquisition related costs, (iii) founder advisory fee expenses, (iv) stock-based compensation expense, (v) purchase accounting impact - inventory step up and (vi) foreign currency loss (gain). We use Segment Adjusted EBITDA, to evaluate operating performance by segment, for business planning purposes and to allocate resources. The following tables provide information for our net sales and Segment Adjusted EBITDA (in thousands) for the three and six months ended June 30, 2026 compared to the same period in 2025:

Current wording

Segment Adjusted EBITDA is defined as income (loss) before income taxes plus net interest and other financing expenses, and depreciation and amortization, adjusted on a consistent basis for certain non-recurring, unusual or non-operational items. These items include (i) restructuring, (ii) acquisition related costs, (iii) founder advisory fee expenses, (iv) stock-based compensation expense, (v) purchase accounting impact - inventory step up and (vi) foreign currency loss (gain). We use Segment Adjusted EBITDA to evaluate operating performance by segment, for business planning purposes and to allocate resources. The following tables provide information for our net sales and Segment Adjusted EBITDA (in thousands) for the three and nine months ended September 30, 2026 compared to the same period in 2025:

Previous wording

Segment Adjusted EBITDA for our Fire Safety segment increased by $1.1 million during the three months ended June 30, 2026 compared with the same period in 2025. The increase was primarily due to higher net sales, as described above. Costs grew at a slower pace than revenues due to strong cost control, product mix and fixed costs leverage.

Current wording

Segment Adjusted EBITDA for our Fire Safety segment increased by $24.4 million during the three months ended September 30, 2026 compared with the same period in 2025. The increase was primarily due to higher net sales as well as the impact from the Company’s recently acquired business.

Previous wording

Segment Adjusted EBITDA for our Specialty Products segment increased by $13.2 million during the three months ended June 30, 2026 compared with the same period in 2025. The increase was primarily due to contributions from recently acquired businesses.

Current wording

Segment Adjusted EBITDA for our Specialty Products segment increased by $12.8 million during the three months ended September 30, 2026 compared with the same period in 2025. The increase was primarily due to contributions from recently acquired businesses.

Previous wording

Segment Adjusted EBITDA for our Fire Safety segment increased by $9.7 million during the six months ended June 30, 2026 compared with the same period in 2025. The increase was primarily due to higher net sales, as described above. Costs grew at a slower pace than revenues due to strong cost control, product mix and fixed costs leverage.

Current wording

Segment Adjusted EBITDA for our Fire Safety segment increased by $34.1 million during the nine months ended September 30, 2026 compared with the same period in 2025. The increase was primarily due to higher net sales as well as the impact from the Company’s recently acquired business.

Previous wording

Segment Adjusted EBITDA for our Specialty Products segment increased by $27.6 million during the six months ended June 30, 2026 compared with the same period in 2025. The increase was primarily due to contributions from recently acquired businesses.

Current wording

Segment Adjusted EBITDA for our Specialty Products segment increased by $40.4 million during the nine months ended September 30, 2026 compared with the same period in 2025. The increase was primarily due to contributions from recently acquired businesses.

Previous wording

(1) For the three months ended June 30, 2026, $1.4 million was related to restructuring and other non-recurring costs and $1.1 million was related to litigation costs arising from a contractual dispute regarding control of the P 2 S 5 facility, which is currently operated by Flexsys Chemical Company. For the three months ended June 30, 2025, $0.1 million was related to restructuring and other non-recurring costs.

Current wording

(1) For the three months ended September 30, 2026, $1.8 million was related to restructuring and other non-recurring costs and $1.0 million was related to litigation costs arising from a contractual dispute. For the three months ended September 30, 2025, $0.6 million was related to restructuring and other non-recurring costs.

Previous wording

(2) For the three months ended June 30, 2026, $4.5 million was primarily related to the impact of purchase accounting on the cost of inventory sold. The acquired inventory was recorded at fair value, resulting in a step-up in basis.

Current wording

(2) For the three months ended September 30, 2026, $3.7 million was primarily related to the impact of purchase accounting on the cost of inventory sold. The acquired inventory was recorded at fair value, resulting in a step-up in basis.

Previous wording

(1) For the six months ended June 30, 2026, $1.5 million was related to restructuring and other non-recurring costs and $1.4 million was related to litigation costs arising from a contractual dispute regarding control of the P 2 S 5 facility, which is currently operated by Flexsys Chemical Company. For the six months ended June 30, 2025, $0.6 million was related to restructuring and other non-recurring costs and $0.4 million was related to the Redomiciliation Transaction.

Current wording

(1) For the nine months ended September 30, 2026, $3.3 million was related to restructuring and other non-recurring costs and $2.4 million was related to litigation costs arising from a contractual dispute. For the nine months ended September 30, 2025, $1.1 million was related to restructuring and other non-recurring costs and $0.4 million was related to the Redomiciliation Transaction.

Previous wording

(2) For the six months ended June 30, 2026, $10.1 million was primarily related to the impact of purchase accounting on the cost of inventory sold. The acquired inventory was recorded at fair value, resulting in a step-up in basis.

Current wording

(2) For the nine months ended September 30, 2026, $13.7 million was primarily related to the impact of purchase accounting on the cost of inventory sold. The acquired inventory was recorded at fair value, resulting in a step-up in basis.

Previous wording

We believe that our existing cash and cash equivalents of $82.8 million, net cash flows generated from operations and availability under the Amended and Restated Revolving Credit Facility as of June 30, 2026 will be sufficient to meet our current capital expenditures, working capital, and debt service requirements for at least 12 months from the filing date of this Quarterly Report. As of June 30, 2026, we expect our remaining fiscal year 2026 capital expenditure budget to cover both our maintenance and growth capital expenditures. We may also raise capital through other various financing sources available to us, including the issuance of equity and/or debt securities through public offerings or private placements, to fund our acquisitions, the Annual Advisory Amounts and long-term liquidity needs. Our ability to complete future offerings of equity or debt securities and the timing of these offerings will depend upon various factors including prevailing market conditions and our financial condition.

Current wording

We believe that our existing cash and cash equivalents of $115.9 million, net cash flows generated from operations and availability under the Amended and Restated Revolving Credit Facility as of September 30, 2026 will be sufficient to meet our current capital expenditures, working capital, and debt service requirements for at least 12 months from the filing date of this Quarterly Report. As of September 30, 2026, we expect our remaining fiscal year 2026 capital expenditure budget to cover both our maintenance and growth capital expenditures. We may also raise capital through other various financing sources available to us, including the issuance of equity and/or debt securities through public offerings or private placements, to fund our acquisitions, the Annual Advisory Amounts and long-term liquidity needs. Our ability to complete future offerings of equity or debt securities and the timing of these offerings will depend upon various factors including prevailing market conditions and our financial condition.

Previous wording

The 2029 and the 2034 Notes are general, secured, senior obligations of Perimeter Holdings; rank equally in right of payment with all existing and future senior indebtedness of Perimeter Holdings (including, without limitation, the Amended and Restated Revolving Credit Facility); and together with the Amended and Restated Revolving Credit Facility, are effectively senior to all existing and future indebtedness that is not secured by the collateral.

Current wording

The 2029 and the 2034 Notes are general, secured, senior obligations of Perimeter Holdings; rank equally in right of payment with all existing and future senior indebtedness of Perimeter Holdings (including, without limitation, the

Previous wording

Debt issuance costs incurred in connection with securing the 2029 Notes and the 2034 Notes were capitalized and are amortized using the effective interest method over the term of the 2029 Notes and the 2034 Notes and included in interest expense in the accompanying condensed consolidated statements of operations and comprehensive (loss) income. The unamortized portion of the debt issuance costs is included as a reduction to the carrying value of the 2029 Notes and the 2034 Notes which have been recorded as long-term debt, net in the accompanying condensed consolidated balance sheets. The Company incurred $10.1 million of debt issuance costs as a result of the 2034 Notes for the six months ended June 30, 2026.

Current wording

Debt issuance costs incurred in connection with securing the 2029 Notes and the 2034 Notes were capitalized and are amortized using the effective interest method over the term of the 2029 Notes and the 2034 Notes and included in interest expense in the accompanying condensed consolidated statements of operations and comprehensive income (loss). The unamortized portion of the debt issuance costs is included as a reduction to the carrying value of the 2029 Notes and the 2034 Notes which have been recorded as long-term debt, net in the accompanying condensed consolidated balance sheets. The Company incurred $10.1 million of debt issuance costs as a result of the 2034 Notes for the nine months ended September 30, 2026.

Previous wording

The approximate dollar value of shares that may yet be repurchased under the Share Repurchase Plan was $100.0 million as of June 30, 2026. During the three and six months ended June 30, 2026, the Company did not repurchase any shares under its Share Repurchase Plan. During the three and six months ended June 30, 2025, the Company repurchased 2,886,221 and 3,774,675 shares, respectively. The repurchased shares are recorded at cost and are being held in treasury.

Current wording

The approximate dollar value of shares that may yet be repurchased under the Share Repurchase Plan was $100.0 million as of September 30, 2026. During the three and nine months ended September 30, 2026, the Company did not repurchase any shares under its Share Repurchase Plan. During the three months ended September 30, 2025, the Company did not repurchase any shares under its Share Repurchase Plan. For the nine months ended September 30, 2025, the Company repurchased 3,774,675 shares under its Share Repurchase Plan. The repurchased shares are recorded at cost and are being held in treasury.

Previous wording

Cash used in operating activities was $89.6 million for the six months ended June 30, 2026 and cash provided by operating activities was $20.9 million for the six months ended June 30, 2025. For the six months ended June 30, 2026, the primary components of operating cash flows were net loss of $108.7 million, non-cash charges of $186.0 million and net operating asset investments of $166.9 million. For the six months ended June 30, 2025, the primary components of operating cash flows were net income of $24.5 million, non-cash charges of $48.9 million and net operating asset investments of $52.5 million.

Current wording

Cash provided by operating activities was $73.5 million for the nine months ended September 30, 2026 and $219.5 million for the nine months ended September 30, 2025. For the nine months ended September 30, 2026, the primary components of operating cash flows were net income of $195.8 million, non-cash charges of $68.5 million and net operating asset investments of $190.7 million. For the nine months ended September 30, 2025, the primary components of operating cash flows were net loss of $66.1 million, non-cash charges of $279.2 million and net operating asset reductions of $6.4 million.

Previous wording

Cash used in investing activities was $700.8 million and $42.8 million for the six months ended June 30, 2026 and 2025, respectively. During the six months ended June 30, 2026, we purchased a business for $682.3 million and purchased property and equipment of $18.5 million. During the six months ended June 30, 2025, we purchased property and equipment of $17.6 million, purchased intangible assets of $15.2 million, and purchased a business for $10.0 million.

Current wording

Cash used in investing activities was $830.6 million and $59.8 million for the nine months ended September 30, 2026 and 2025, respectively. During the nine months ended September 30, 2026, we purchased businesses for $799.4 million and purchased property and equipment of $31.2 million. During the nine months ended September 30, 2025, we purchased property and equipment of $22.6 million, purchased intangible assets of $15.2 million, and purchased businesses for $22.0 million.

Previous wording

Cash provided by financing activities was $547.2 million for the six months ended June 30, 2026 and cash used in financing activities was $40.6 million for the six months ended June 30, 2025. During the six months ended June 30, 2026, we received proceeds from an issuance of long term debt of $550.0 million and received proceeds from exercises of options of $7.6 million, offset by payment of debt issuance costs of $10.1 million and $0.3 million in principal payments on finance lease obligations. During the six months ended June 30, 2025, we repurchased shares of outstanding Common Stock for $40.4 million, made $0.5 million in principal payments on finance lease obligations, and received proceeds from exercises of options of $0.3 million.

Current wording

Cash provided by financing activities was $547.1 million for the nine months ended September 30, 2026 and cash used in financing activities was $21.6 million for the nine months ended September 30, 2025. During the nine months ended September 30, 2026, we received proceeds from an issuance of long term debt of $550.0 million, received proceeds from the revolving credit facility of $80.0 million and received proceeds from exercises of options of $7.7 million, offset by payment of revolving credit facility of $80.0 million, payment of debt issuance costs of $10.1 million and $0.6 million in principal payments on finance lease obligations. During the nine months ended September 30, 2025, we repurchased shares of outstanding Common Stock for $40.4 million and made $0.7 million in principal payments on finance lease obligations offset by proceeds received from exercises of options of $19.5 million.