Financial Data and Key Metrics Changes - The company reported third quarter revenue of $207 million, an 8% increase compared to the same period last year [6][28] - Adjusted EPS was $0.08 per share, and adjusted EBITDA was $45.7 million, reflecting a 180 basis point margin improvement year-over-year [6][28] - Organic revenue growth was 6.1%, with adjusted EBITDA margins at 22.1%, marking the fifth consecutive quarter of margin expansion [29][30] Business Line Data and Key Metrics Changes - The Technologies group revenue grew 8.4% to $132.7 million, with margins up 370 basis points due to strong operating performance [37] - The Medical group revenue increased 7.7% to $74.1 million, with organic growth of 3.2% [35] - The nuclear medicine business saw significant growth, with year-to-date unit growth in dose calibrator shipments at 18% compared to 2023 [21] Market Data and Key Metrics Changes - The nuclear power segment experienced a 12% core order growth, excluding large orders from the previous year [16][30] - The backlog at the end of the quarter was $815 million, a 2% increase year-over-year [32] - The company noted a strong pipeline of $300 million to $400 million in new order opportunities expected to be awarded by the end of 2025 [18][55] Company Strategy and Development Direction - The company is focusing on strategic relationships with significant players in the small modular reactor (SMR) market, anticipating a robust demand for clean energy [12][50] - A strategic alliance with Siemens Healthineers aims to expand the global reach of the SunCHECK software platform [23] - The company is committed to improving operational performance through enhanced procurement strategies and business systems [25][26] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the evolving macro environment, particularly in nuclear power and cancer care, which are expected to provide favorable tailwinds [7][19] - The company anticipates continued growth in the nuclear medicine market driven by advancements in radiopharmaceutical therapy [20][52] - Management highlighted the improved economic health of the nuclear industry, which is expected to positively impact capital expenditures and operational spending [64][66] Other Important Information - The company has fine-tuned its guidance for revenue growth to 6% to 7% and organic revenue growth to 5% to 6% for the year [39][41] - Adjusted free cash flow guidance was narrowed to $65 million to $75 million [41] - The company plans to provide more detailed insights into its strategy and market positioning at the upcoming Investor Day on December 3rd [42][82] Q&A Session Summary Question: Can you discuss the de-booking that occurred this quarter? - Management explained that the de-booking was related to a contractual dispute on a project in Turkey, but they remain optimistic about regaining some of that business [43][44] Question: What is the status of the Sizewell project? - Management confirmed that the Sizewell contract was part of the expected deal flow and highlighted the significance of their relationship with EDF in securing this contract [47][74] Question: How does the company view the impact of Hyperscalers on future orders? - Management indicated that they are focused on broadening strategic alliances and expect to see additional funding and commitments in the SMR space, which could positively impact orders [49][50] Question: What is the long-term growth outlook for the radiopharmaceutical business? - Management expressed confidence in the growth potential of the radiopharmaceutical market, driven by a robust pipeline of Theranostic drugs and their unique position in the data management space [51][53] Question: Can you provide more details on the backlog by segments? - Management stated that the backlog is composed of 75% Technologies and 25% Medical, with a significant portion of Medical revenue being more short-term oriented [72] Question: How does the company leverage its relationship with EDF for new contracts? - Management elaborated on the strategic relationship with EDF, emphasizing its importance in securing contracts like Sizewell C and the efficiency it brings to the process of building new reactors [73][76]

Financial Data and Key Metrics Changes - Revenue grew by 5% in Q2 2024, reaching $207.1 million, with organic growth at 3.6% [14] - Adjusted EBITDA increased by 10.2% to $48.8 million, with adjusted EBITDA margins expanding 110 basis points to 23.6% [14] - Adjusted free cash flow was nearly $9 million in the quarter, contributing to a cash flow positive first half of the year [6] Business Line Data and Key Metrics Changes - Medical segment revenue grew by 7.7% with organic growth of 2.6%, driven by Nuclear Medicine [15] - Technology segment revenue increased by 3.7% with organic growth of 4.1%, supported by strong performance in Nuclear Power [17] - Adjusted EBITDA margin for the Medical segment was 34.3%, a 150 basis point expansion from the previous year [15] Market Data and Key Metrics Changes - Order growth was relatively flat compared to the same period last year, with Nuclear Power orders up by more than 15% [5] - Medical segment order growth was approximately 3%, with strong performance in Dosimetry and Nuclear Medicine [7] - Anticipated changes by CMS for the reimbursement of radio diagnostic drugs in the US market are expected to positively impact market dynamics [31] Company Strategy and Development Direction - A strategic partnership agreement was signed with EDF, making Mirion an exclusive content supplier for their nuclear new build projects over the next two decades [3][4] - The company is focusing on margin performance, with a target of 30% long-term EBITDA margin through procurement initiatives and operational improvements [11][36] - Organizational changes include the appointment of a Chief Revenue Officer and the exit from the Medical Lasers and Alignment business to streamline operations [13] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the overall health of end markets, particularly in Nuclear Power and Nuclear Medicine, despite facing tough order growth comparisons in the second half of the year [5][25] - The company anticipates that the international markets will improve in 2025, driven by strengthening economic conditions [21][29] - Management remains optimistic about the order pipeline and backlog, expecting to maintain or grow backlog levels in the upcoming quarters [24][25] Other Important Information - The company updated its 2024 financial guidance, raising the adjusted EBITDA target to $195 million to $205 million [6][19] - The company completed the redemption of all outstanding public and private warrants, simplifying its capital structure [22] - An Investor Day is planned for early December to share updated strategy and long-term financial targets with the investment community [22] Q&A Session Summary Question: Health of the order pipeline and backlog expectations - Management indicated that while order rates may not be positive year-over-year in the second half, they expect backlog to be up compared to the same period last year [24][25] Question: Impact of the EDF partnership on existing relationships - The partnership streamlines commercial terms and strengthens competitive positioning, providing greater confidence in future investments [27] Question: Anticipated impact of anticorruption dynamics in China - Management expects 2024 to be the low point for the RTQA business, with improvements anticipated in late 2024 and into 2025 [28][29] Question: Potential impact of CMS changes on reimbursement - Management noted that changes in CMS reimbursement protocols could reduce friction for the prescription of radio diagnostic procedures, potentially increasing demand for their products [31][43] Question: Capital structure improvements - Management stated that significant progress has been made on the balance sheet, with a focus on executing growth plans and improving margins [32][33] Question: Visibility on cash flow generation - Management expressed confidence in generating cash in the second half of the year, aligning with historical performance [40]

Company Overview - The9 Limited is an established Internet company listed on Nasdaq since 2004, aiming to become a global diversified high-tech Internet company engaged in blockchain and AI applications [4]. Licensing Agreement - The9's subsidiary, China Crown Technology Limited, has entered into an exclusive publishing license agreement with Wemade Co., Ltd. to publish and service the new MIR M game in mainland China for both Mobile and PC versions [1]. - The license term is set for 5 years from the commercial launch date, with a potential 1-year extension if neither party objects [1]. Game Development and Features - MIR is recognized as one of the largest game IPs in China, and the collaboration with Wemade aims to deliver a new gaming experience that diverges from traditional methods [2]. - The game may incorporate blockchain technology in compliance with PRC laws, and there are plans to explore AI utilization in game development, including enhancements to NPCs and personalized behavior prediction [1][2]. Market Launch - The commercial launch of the MIR M game is anticipated in early 2025 [1].

[Introduction](index=1&type=section&id=Introduction) This section introduces financial reporting distinctions and a cautionary note on forward-looking statements [Introductory Note](index=2&type=section&id=Introductory%20Note) Mirion Technologies completed its Business Combination, establishing 'Predecessor' and 'Successor' financial periods - Mirion Technologies, Inc. completed its **Business Combination on October 20, 2021**, leading to a distinction in financial reporting between 'Predecessor' and 'Successor' periods[6](index=6&type=chunk)[7](index=7&type=chunk)[8](index=8&type=chunk) - Successor Period financial statements are presented on a **full step-up basis** due to the acquisition method of accounting, making them not comparable to Predecessor Period statements[8](index=8&type=chunk) [Cautionary Note Regarding Forward-Looking Statements](index=2&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) This section warns of forward-looking statements subject to risks and uncertainties, not guaranteed to be updated - The report contains forward-looking statements based on current expectations, beliefs, and assumptions, which are not guarantees of future performance[10](index=10&type=chunk)[11](index=11&type=chunk) - Key risks and uncertainties include changes in domestic and foreign business conditions, government budgets, international conflicts (Russia-Ukraine, Middle East), public perception of nuclear technologies, and supply chain challenges[11](index=11&type=chunk)[12](index=12&type=chunk)[17](index=17&type=chunk) - The company uses its investor relations website, SEC filings, press releases, and social media to communicate material information[16](index=16&type=chunk) [PART I - FINANCIAL INFORMATION](index=5&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This part presents unaudited financial statements, management's discussion, and market risk disclosures [ITEM 1. Financial Statements (Unaudited)](index=5&type=section&id=ITEM%201.%20Financial%20Statements%20(Unaudited)) This section presents Mirion's unaudited condensed consolidated financial statements, including core financial statements [Unaudited Condensed Consolidated Balance Sheets](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's assets, liabilities, and equity at specific dates | Metric (in millions) | March 31, 2024 | December 31, 2023 | | :------------------- | :------------- | :---------------- | | Total current assets | $514.6 | $538.6 | | Total assets | $2,648.7 | $2,718.5 | | Total current liabilities | $234.6 | $265.7 | | Total liabilities | $1,130.8 | $1,168.5 | | Total stockholders' equity | $1,517.9 | $1,550.0 | - Total assets decreased by **$69.8 million**, and total liabilities decreased by **$37.7 million** from December 31, 2023, to March 31, 2024[23](index=23&type=chunk) [Unaudited Condensed Consolidated Statements of Operations](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) This section details the company's revenues, expenses, and net loss over specific reporting periods | Metric (in millions, except per share data) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Total revenues | $192.6 | $182.1 | | Gross profit | $87.1 | $79.1 | | Loss from operations | $(4.9) | $(13.6) | | Net loss | $(26.5) | $(42.9) | | Net loss attributable to Mirion Technologies, Inc. | $(25.8) | $(41.9) | | Net loss per common share (basic and diluted) | $(0.13) | $(0.22) | - Total revenues increased by **$10.5 million (5.8%)** year-over-year, while net loss decreased by **$16.4 million (38.2%)** for the three months ended March 31, 2024[25](index=25&type=chunk) [Unaudited Condensed Consolidated Statements of Comprehensive Loss](index=8&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) This section presents net loss and other comprehensive income or loss components for reporting periods | Metric (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------- | :-------------------------------- | :-------------------------------- | | Net loss | $(26.5) | $(42.9) | | Other comprehensive (loss) income, net of tax | $(9.2) | $8.3 | | Comprehensive loss | $(35.7) | $(34.6) | | Comprehensive loss attributable to Mirion Technologies, Inc. | $(34.7) | $(33.9) | - Other comprehensive loss, net of tax, shifted from a gain of **$8.3 million** in Q1 2023 to a loss of **$9.2 million** in Q1 2024, primarily due to foreign currency translation loss[27](index=27&type=chunk) [Unaudited Condensed Consolidated Statements of Stockholders' Equity](index=9&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) This section outlines changes in the company's equity accounts, including net loss and comprehensive loss | Metric (in millions) | Balance December 31, 2023 | Balance March 31, 2024 | | :------------------- | :------------------------ | :--------------------- | | Additional paid-in capital | $2,056.5 | $2,063.9 | | Accumulated deficit | $(505.4) | $(531.2) | | Accumulated other comprehensive loss | $(65.3) | $(74.2) | | Total stockholders' equity | $1,550.0 | $1,517.9 | - Total stockholders' equity decreased by **$32.1 million** from December 31, 2023, to March 31, 2024, mainly due to net loss and increased accumulated other comprehensive loss[30](index=30&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section summarizes cash inflows and outflows from operating, investing, and financing activities | Metric (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------- | :-------------------------------- | :-------------------------------- | | Net cash provided by (used in) operating activities | $6.0 | $(2.7) | | Net cash used in investing activities | $(12.9) | $(7.5) | | Net cash provided by financing activities | $0.2 | $24.6 | | Net (decrease) increase in cash, cash equivalents, and restricted cash | $(8.8) | $15.1 | - Operating activities generated **$6.0 million** in cash in Q1 2024, a significant improvement from a **$2.7 million** cash usage in Q1 2023[33](index=33&type=chunk) - Investing activities used more cash in Q1 2024 (**$12.9 million**) compared to Q1 2023 (**$7.5 million**), primarily due to increased purchases of property, plant, and equipment[33](index=33&type=chunk) [Notes to Condensed Consolidated Financial Statements (Unaudited)](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section provides detailed disclosures for financial statements, covering business, policies, and specific items [Note 1. Nature of Business and Summary of Significant Accounting Policies](index=11&type=section&id=Note%201.%20Nature%20of%20Business%20and%20Summary%20of%20Significant%20Accounting%20Policies) This note describes Mirion's business operations and outlines its significant accounting policies - Mirion Technologies, Inc. is a global provider of radiation detection, measurement, analysis, and monitoring products and services for medical, nuclear, and defense markets[36](index=36&type=chunk) - The company operates through two reportable segments: Medical (radiation oncology QA, dosimetry, radionuclide therapy) and Technologies (personal radiation detection, nuclear power plant tools)[37](index=37&type=chunk)[41](index=41&type=chunk) - No material changes occurred in significant accounting policies during the three months ended March 31, 2024, compared to the prior fiscal year[43](index=43&type=chunk) Prepaid Expenses and Other Current Assets (in millions) | Prepaid Expenses and Other Current Assets (in millions) | March 31, 2024 | December 31, 2023 | | :-------------------------------------- | :------------- | :---------------- | | Prepaid insurance | $2.3 | $1.0 | | Prepaid vendor deposits | $7.3 | $7.6 | | Prepaid software licenses | $3.9 | $3.5 | | Short-term marketable securities | $5.4 | $5.3 | | Income tax receivable and prepaid income taxes | $1.0 | $8.0 | | Other tax receivables | $1.4 | $1.4 | | Other current assets | $17.2 | $17.3 | | Total | $38.5 | $44.1 | [Note 2. Business Combinations and Acquisitions](index=15&type=section&id=Note%202.%20Business%20Combinations%20and%20Acquisitions) This note details the company's recent business combinations and acquisition activities - On November 1, 2023, Mirion acquired ec2 Software Solutions, LLC and NUMA LLC for **$31.4 million**, integrating them into the Medical segment to expand software offerings[65](index=65&type=chunk) - Measurement period adjustments in Q1 2024 resulted in a **$0.6 million** net increase in goodwill and a **$0.3 million** net increase in intangible assets related to the ec2 acquisition[65](index=65&type=chunk) [Note 3. Contracts in Progress](index=16&type=section&id=Note%203.%20Contracts%20in%20Progress) This note provides information on the company's contracts in progress and related revenue recognition Contracts in Progress (in millions) | Contracts in Progress (in millions) | March 31, 2024 | December 31, 2023 | | :---------------------------------- | :------------- | :---------------- | | Costs incurred on contracts | $353.1 | $324.5 | | Estimated earnings | $211.8 | $208.7 | | Contracts in progress | $564.9 | $533.2 | | Less: billings to date | $(524.3) | $(511.3) | | Net contracts in progress | $40.6 | $21.9 | - The net balance of contracts in progress increased from **$21.9 million** at December 31, 2023, to **$40.6 million** at March 31, 2024[69](index=69&type=chunk) - The Company recognized **$17.6 million** in revenue related to contract liabilities from December 31, 2023, during the three months ended March 31, 2024[70](index=70&type=chunk) [Note 4. Inventories](index=17&type=section&id=Note%204.%20Inventories) This note details the composition and changes in the company's inventory balances Inventory Components (in millions) | Inventory Components (in millions) | March 31, 2024 | December 31, 2023 | | :--------------------------------- | :------------- | :---------------- | | Raw materials | $66.5 | $67.2 | | Work in progress | $36.7 | $35.3 | | Finished goods | $43.6 | $41.6 | | Total inventories | $146.8 | $144.1 | - Total inventories increased by **$2.7 million** from December 31, 2023, to March 31, 2024, driven by increases in work in progress and finished goods[71](index=71&type=chunk) [Note 5. Property, Plant and Equipment, Net](index=17&type=section&id=Note%205.%20Property,%20Plant%20and%20Equipment,%20Net) This note provides details on the company's property, plant, and equipment, including depreciation Property, Plant and Equipment, Net (in millions) | Property, Plant and Equipment, Net (in millions) | March 31, 2024 | December 31, 2023 | | :----------------------------------------------- | :------------- | :---------------- | | Land, buildings, and leasehold improvements | $49.9 | $49.4 | | Machinery and equipment | $39.6 | $38.5 | | Badges | $44.2 | $41.0 | | Furniture, fixtures, computer equipment and other | $22.9 | $22.9 | | Software development costs | $11.0 | $10.7 | | Construction in progress | $32.5 | $28.6 | | Total gross PPE | $200.1 | $191.1 | | Less: accumulated depreciation and amortization | $(61.8) | $(56.6) | | Net PPE | $138.3 | $134.5 | - Net property, plant, and equipment increased by **$3.8 million** from December 31, 2023, to March 31, 2024, primarily due to an increase in construction in progress and badges[72](index=72&type=chunk) Depreciation Expense (in millions) | Depreciation Expense (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--------------------------------- | :-------------------------------- | :-------------------------------- | | Cost of revenues | $5.3 | $4.7 | | Operating expenses | $2.0 | $2.9 | [Note 6. Accrued Expenses and Other Current Liabilities](index=18&type=section&id=Note%206.%20Accrued%20Expenses%20and%20Other%20Current%20Liabilities) This note outlines the components of accrued expenses and other current liabilities Accrued Expenses and Other Current Liabilities (in millions) | Accrued Expenses and Other Current Liabilities (in millions) | March 31, 2024 | December 31, 2023 | | :----------------------------------------------------------- | :------------- | :---------------- | | Compensation and related benefit costs | $34.7 | $41.8 | | Customer deposits | $8.0 | $8.5 | | Accrued commissions | $0.3 | $0.3 | | Accrued warranty costs | $4.9 | $4.5 | | Non-income taxes payable | $9.2 | $11.8 | | Pension and other post-retirement obligations | $0.3 | $0.3 | | Income taxes payable | $2.7 | $4.2 | | Derivative liability | $7.7 | $10.7 | | Other accrued expenses | $11.2 | $13.5 | | Total | $79.0 | $95.6 | - Total accrued expenses and other current liabilities decreased by **$16.6 million** from December 31, 2023, to March 31, 2024, primarily due to decreases in compensation and related benefit costs, non-income taxes payable, and derivative liability[74](index=74&type=chunk) [Note 7. Goodwill and Intangible Assets](index=18&type=section&id=Note%207.%20Goodwill%20and%20Intangible%20Assets) This note details the company's goodwill and intangible assets, including impairment assessments - Goodwill is assessed for impairment annually and upon triggering events; no impairment was recognized for the three months ended March 31, 2024 or 2023[76](index=76&type=chunk)[80](index=80&type=chunk) Goodwill (in millions) | Goodwill (in millions) | Medical | Technologies | Consolidated | | :--------------------- | :------ | :----------- | :----------- | | Balance—December 31, 2023 | $633.4 | $814.2 | $1,447.6 | | Measurement period adjustment | $0.6 | — | $0.6 | | Translation adjustment | — | $(8.0) | $(8.0) | | Balance—March 31, 2024 | $634.0 | $806.2 | $1,440.2 | Intangible Assets (Net Book Value in millions) | Intangible Assets (Net Book Value in millions) | March 31, 2024 | December 31, 2023 | | :--------------------------------------------- | :------------- | :---------------- | | Customer relationships | $183.4 | $197.7 | | Distributor relationships | $43.1 | $44.9 | | Developed technology | $187.2 | $196.3 | | Trade names | $74.6 | $77.6 | | Backlog and other | $16.0 | $22.3 | | Total | $504.3 | $538.8 | - Total intangible assets, net, decreased by **$34.5 million** from December 31, 2023, to March 31, 2024, primarily due to amortization[83](index=83&type=chunk) [Note 8. Borrowings](index=19&type=section&id=Note%208.%20Borrowings) This note provides information on the company's debt obligations and borrowing arrangements Third-Party Debt (in millions) | Third-Party Debt (in millions) | March 31, 2024 | December 31, 2023 | | :----------------------------- | :------------- | :---------------- | | 2021 Credit Agreement | $694.6 | $694.6 | | Canadian Financial Institution | $1.0 | $1.0 | | Other | $1.7 | $2.8 | | Total third-party debt | $697.3 | $698.4 | | Less: third-party debt, current | $(0.1) | $(1.2) | | Less: deferred financing costs | $(11.8) | $(12.5) | | Third-party debt, non-current | $685.4 | $684.7 | - The 2021 Credit Agreement includes an **$830.0 million** senior secured first lien term loan (maturing October 2028) and a **$90.0 million** senior secured revolving facility (expiring October 2026)[87](index=87&type=chunk) - The term loan interest rate was **8.36%** as of March 31, 2024, and **8.40%** as of December 31, 2023. No principal payments are due on the term loan until expiration, following a **$125.0 million** early repayment in Q1 2023[92](index=92&type=chunk)[93](index=93&type=chunk) Contractual Principal Payments (in millions) | Contractual Principal Payments (in millions) | Amount | | :------------------------------------------- | :----- | | Remainder of 2024 | $0.1 | | Fiscal year ending December 31, 2025 | $0.1 | | Fiscal year ending December 31, 2026 | $1.7 | | Fiscal year ending December 31, 2027 | $0.1 | | Fiscal year ending December 31, 2028 | $694.7 | | Thereafter | $0.6 | | Gross Payments | $697.3 | | Unamortized debt issuance costs | $(11.8)| | Total third-party borrowings, net | $685.5 | [Note 9. Leased Assets](index=22&type=section&id=Note%209.%20Leased%20Assets) This note details the company's operating lease assets and liabilities Lease Assets and Liabilities (in millions) | Lease Assets and Liabilities (in millions) | March 31, 2024 | December 31, 2023 | | :----------------------------------------- | :------------- | :---------------- | | Operating lease right-of-use assets | $31.1 | $32.8 | | Total operating lease liabilities | $33.1 | $34.9 | - The weighted average remaining lease term for operating leases was **6.5 years**, and the weighted average discount rate was **4.32%** as of March 31, 2024[108](index=108&type=chunk) - Cash paid for operating lease liabilities was **$2.1 million** for the three months ended March 31, 2024, down from **$2.6 million** in the prior year period[109](index=109&type=chunk) [Note 10. Commitments and Contingencies](index=24&type=section&id=Note%2010.%20Commitments%20and%20Contingencies) This note outlines the company's contractual commitments and potential contingent liabilities Unconditional Purchase Obligations (in millions) | Unconditional Purchase Obligations (in millions) | Amount | | :----------------------------------------------- | :----- | | Fiscal year ending December 31, 2024 | $45.6 | | Fiscal year ending December 31, 2025 | $9.5 | | Fiscal year ending December 31, 2026 | $1.1 | | Fiscal year ending December 31, 2027 | $0.6 | | Total | $56.8 | - A Russian customer made claims totaling **$21 million** (subject to a **$14 million** contractual cap) for project delays and demanded the return of **$10.2 million** for a cancelled Finland project; management disputes these claims[113](index=113&type=chunk) - A lawsuit alleging copyright infringement and breach of contract by a vendor was settled on March 30, 2024, with no material impact on Q1 2024 financial statements[114](index=114&type=chunk) [Note 11. Income Taxes](index=25&type=section&id=Note%2011.%20Income%20Taxes) This note provides details on the company's income tax provisions and effective tax rates Effective Income Tax Rate | Effective Income Tax Rate | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------ | :-------------------------------- | :-------------------------------- | | Effective tax rate | (4.7)% | 2.5% | - The effective income tax rate for Q1 2024 was **(4.7)%**, a decrease from **2.5%** in Q1 2023, primarily due to the mix of earnings and the impact of valuation allowances[115](index=115&type=chunk) [Note 12. Supplemental Disclosures to Condensed Consolidated Statements of Cash Flows](index=26&type=section&id=Note%2012.%20Supplemental%20Disclosures%20to%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This note offers additional details on cash flow activities, including non-cash transactions Supplemental Cash Flow Information (in millions) | Supplemental Cash Flow Information (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------------------- | :-------------------------------- | :-------------------------------- | | Cash Paid For: | | | | Cash paid for interest | $14.8 | $13.9 | | Cash paid for income taxes | $2.8 | $2.8 | | Non-Cash Investing and Financing Activities: | | | | Property, plant, and equipment purchases in accrued expense and other liabilities | $1.9 | $0.2 | | Property, plant, and equipment purchases in accounts payable | $1.3 | $1.6 | Cash, Cash Equivalents, and Restricted Cash (in millions) | Cash, Cash Equivalents, and Restricted Cash (in millions) | March 31, 2024 | December 31, 2023 | | :-------------------------------------------------------- | :------------- | :---------------- | | Cash and cash equivalents | $120.2 | $128.8 | | Restricted cash—current | $0.4 | $0.6 | | Restricted cash—non-current | $1.1 | $1.1 | | Total | $121.7 | $130.5 | [Note 13. Stock-Based Compensation](index=26&type=section&id=Note%2013.%20Stock-Based%20Compensation) This note describes the company's stock-based compensation plans and related expenses - The 2021 Omnibus Incentive Plan reserved **38,492,328 shares** of Class A common stock for awards as of January 1, 2024[120](index=120&type=chunk) - In Q1 2024, the Company granted **548,939 RSUs** and **453,560 PSUs** to employees, with PSUs subject to service, performance (adjusted EBITDA, adjusted cash flow), and market (relative TSR) vesting conditions[121](index=121&type=chunk) Stock-Based Compensation Expense (in millions) | Stock-Based Compensation Expense (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--------------------------------------------- | :-------------------------------- | :-------------------------------- | | Total stock-based compensation expense | $3.6 | $5.6 | | Profits Interests expense | $0.9 | $4.0 | [Note 14. Related-Party Transactions](index=28&type=section&id=Note%2014.%20Related-Party%20Transactions) This note discloses transactions and relationships with related parties - Founder Shares (**18,750,000 Class B common stock**) converted to Class A common stock at Business Combination closing, subject to vesting conditions based on Class A common stock price thresholds (**$12, $14, $16**) before October 20, 2026[130](index=130&type=chunk) - The Sponsor purchased **8,500,000 Private Placement Warrants** at **$2.00** each, exercisable for Class A common stock at **$11.50** per share, and are accounted for as derivative liabilities[131](index=131&type=chunk)[132](index=132&type=chunk) - Profits Interests (**8,100,000**) were issued to certain individuals, subject to service and performance vesting conditions, including Class A common stock price thresholds[133](index=133&type=chunk) - Expenses related to secondary offerings by Charterhouse Capital Partners (former majority stockholder) decreased from **$0.6 million** in Q1 2023 to **$0** in Q1 2024, as CCP no longer owns shares[135](index=135&type=chunk) [Note 15. Segment Information](index=29&type=section&id=Note%2015.%20Segment%20Information) This note provides financial data broken down by the company's operating segments and geographic regions - The Industrial segment was renamed 'Technologies' during Q2 2023[136](index=136&type=chunk) Segment Operating Results (in millions) | Segment Operating Results (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------------------- | :-------------------------------- | :-------------------------------- | | Revenues: | | | | Medical | $66.8 | $66.4 | | Technologies | $125.8 | $115.7 | | Consolidated revenues | $192.6 | $182.1 | | Segment Income (Loss) from Operations: | | | | Medical | $1.4 | $0.7 | | Technologies | $12.6 | $5.5 | | Total segment income from operations | $14.0 | $6.2 | | Corporate and other | $(18.9) | $(19.8) | | Consolidated loss from operations | $(4.9) | $(13.6) | Revenues by Geographic Region (in millions) | Revenues by Geographic Region (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | North America | $119.0 | $115.9 | | Europe | $67.8 | $58.8 | | Asia Pacific | $5.8 | $7.4 | | Total revenues | $192.6 | $182.1 | Revenues by Timing of Recognition (in millions) | Revenues by Timing of Recognition (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :---------------------------------------------- | :-------------------------------- | :-------------------------------- | | Point in time | $126.9 | $118.3 | | Over time | $65.7 | $63.8 | | Total revenues | $192.6 | $182.1 | [Note 16. Fair Value Measurements](index=30&type=section&id=Note%2016.%20Fair%20Value%20Measurements) This note details the fair value measurements of financial instruments Fair Value Measurements (in millions) | Fair Value Measurements (in millions) | March 31, 2024 (Level 1) | March 31, 2024 (Level 2) | December 31, 2023 (Level 1) | December 31, 2023 (Level 2) | | :------------------------------------ | :----------------------- | :----------------------- | :-------------------------- | :-------------------------- | | Public warrants | $42.0 | — | $38.1 | — | | Private placement warrants | — | $19.0 | — | $17.3 | | Cross-currency rate swaps | — | $17.1 | — | $23.3 | - The fair value of Public Warrants is measured based on listed market price (Level 1), while Private Placement Warrants are valued equivalently to Public Warrants (Level 2)[144](index=144&type=chunk)[145](index=145&type=chunk) - An unrealized loss of **$5.7 million** was recognized in Q1 2024 due to an increase in the fair value of warrant liabilities, a reduction from the **$13.4 million** loss in Q1 2023[146](index=146&type=chunk) [Note 17. Derivatives and Hedging](index=32&type=section&id=Note%2017.%20Derivatives%20and%20Hedging) This note describes the company's use of derivative instruments for risk management - Mirion uses cross-currency rate swaps (CCRS) to manage currency risks for EUR-denominated operations and an interest rate swap to mitigate interest rate fluctuations on Credit Facilities[147](index=147&type=chunk) Derivative Instruments (Fair Value in millions) | Derivative Instruments (Fair Value in millions) | March 31, 2024 | December 31, 2023 | | :---------------------------------------------- | :------------- | :---------------- | | Assets: | | | | Accrued Interest Receivable on Cross-Currency Rate Swaps | $0.1 | $0.1 | | Interest Rate Swap | $0.9 | $0.1 | | Total assets | $1.0 | $0.2 | | Liabilities: | | | | Cross-Currency Rate Swaps (current) | $7.7 | $10.7 | | Cross-Currency Rate Swaps (non-current) | $9.5 | $12.6 | | Total liabilities | $17.2 | $23.3 | Net Investment Hedges (Notional Amount in millions) | Net Investment Hedges (Notional Amount in millions) | March 31, 2024 | December 31, 2023 | Gain (Loss) Recognized in AOCL (Q1 2024) | Gain (Loss) Recognized in AOCL (Q1 2023) | | :-------------------------------------------------- | :------------- | :---------------- | :--------------------------------------- | :--------------------------------------- | | Cross-currency rate swaps | €238.8 | €238.8 | $6.2 | $(2.9) | [Note 18. Loss Per Share](index=33&type=section&id=Note%2018.%20Loss%20Per%20Share) This note presents the calculation of basic and diluted loss per share Loss Per Share (in millions, except per share amounts) | Loss Per Share (in millions, except per share amounts) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------------------------- | :-------------------------------- | :-------------------------------- | | Net loss attributable to Mirion Technologies, Inc. shareholders | $(25.8) | $(41.9) | | Weighted average common shares outstanding – basic and diluted | 199.729 | 187.701 | | Net loss per common share – basic and diluted | $(0.13) | $(0.22) | - Potentially dilutive common shares (warrants, founder shares, stock-based awards) were excluded from diluted EPS calculations for Q1 2024 and Q1 2023 because their inclusion would be anti-dilutive due to net losses[154](index=154&type=chunk)[160](index=160&type=chunk)[162](index=162&type=chunk) - Class B common stock has voting rights but no economic interest and is excluded from EPS calculations[159](index=159&type=chunk) [Note 19. Restructuring](index=34&type=section&id=Note%2019.%20Restructuring) This note provides information on restructuring activities and associated expenses - No restructuring expenses were incurred for the three months ended March 31, 2024, compared to **$1.4 million** in Q1 2023[165](index=165&type=chunk) Restructuring Expenses (in millions) | Restructuring Expenses (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Medical | $— | $0.3 | | Technologies | $— | $0.1 | | Corporate and other | $— | $1.0 | | Total | $— | $1.4 | [Note 20. Noncontrolling Interests](index=35&type=section&id=Note%2020.%20Noncontrolling%20Interests) This note explains the nature and amount of noncontrolling interests in the company - Noncontrolling interests represent the portion of IntermediateCo Class B shares not attributable to Mirion Technologies, Inc[167](index=167&type=chunk)[169](index=169&type=chunk) - As of March 31, 2024, noncontrolling interests were **$60.7 million**, representing **7,326,423 shares (3.2%)** of non-voting Class B shares of IntermediateCo, down from **8,560,540 shares (4%)** at the Closing Date[169](index=169&type=chunk)[170](index=170&type=chunk) [Note 21. Accumulated Other Comprehensive Loss](index=36&type=section&id=Note%2021.%20Accumulated%20Other%20Comprehensive%20Loss) This note details the components of accumulated other comprehensive loss Components of AOCL (in millions) | Components of AOCL (in millions) | March 31, 2024 | December 31, 2023 | | :------------------------------- | :------------- | :---------------- | | Cumulative foreign currency translation adjustment, net of tax | $(67.0) | $(52.4) | | Unrealized gain on pension and postretirement benefit plans, net of tax | $2.0 | $2.0 | | Unrealized loss on net investment hedges, net of tax | $(13.1) | $(17.9) | | Unrealized gain on cash flow hedges, net of tax | $0.7 | $0.1 | | Less: cumulative loss attributable to noncontrolling interests | $(3.2) | $(2.9) | | Accumulated other comprehensive loss | $(74.2) | $(65.3) | - Accumulated other comprehensive loss increased by **$8.9 million** from December 31, 2023, to March 31, 2024, primarily due to a higher cumulative foreign currency translation adjustment loss[171](index=171&type=chunk) [Note 22. Subsequent Events](index=36&type=section&id=Note%2022.%20Subsequent%20Events) This note discloses significant events that occurred after the balance sheet date - On April 18, 2024, Mirion announced the redemption of all Public Warrants, effective May 20, 2024, at **$0.10** per warrant if not exercised[172](index=172&type=chunk) - Public Warrant holders can exercise for **$11.50 cash** per warrant or on a 'cashless' basis, receiving **0.220 shares** of Class A Common Stock per warrant[172](index=172&type=chunk) [ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=36&type=section&id=ITEM%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Mirion's financial condition, operational results, key performance factors, and liquidity [Overview (MD&A)](index=37&type=section&id=Overview%20(MD%26A)) This overview describes Mirion's business and key factors influencing its financial performance - Mirion is a global provider of radiation detection, measurement, analysis, and monitoring products and services for medical, nuclear, and defense markets[175](index=175&type=chunk)[176](index=176&type=chunk) - Key factors affecting performance include international conflicts (Russia-Ukraine, Middle East), inflation and interest rates, tariffs/sanctions, medical end market trends, strategic transactions, environmental objectives, government budgets, nuclear new build projects, research and development, and global risks[178](index=178&type=chunk)[180](index=180&type=chunk) Revenue Contribution by Segment | Revenue Contribution by Segment | Q1 2024 | Q1 2023 | | :------------------------------ | :------ | :------ | | Medical segment | 34.7% | 36.5% | | Technologies segment | 65.3% | 63.5% | Backlog (in millions) | Backlog (in millions) | March 31, 2024 | December 31, 2023 | | :-------------------- | :------------- | :---------------- | | Total backlog | $840.5 | $857.1 | [Non-GAAP Financial Measures](index=39&type=section&id=Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP financial measures used by management to assess performance - Management uses non-GAAP measures like EBITA, EBITDA, and Adjusted EBITDA to assess performance and make operational decisions[181](index=181&type=chunk)[182](index=182&type=chunk) Non-GAAP Financial Measures (in millions) | Non-GAAP Financial Measures (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :---------------------------------------- | :-------------------------------- | :-------------------------------- | | Net loss | $(26.5) | $(42.9) | | EBITA | $20.0 | $4.5 | | EBITDA | $27.3 | $12.3 | | Adjusted EBITDA | $39.5 | $36.6 | - Adjusted EBITDA increased by **$2.9 million (7.9%)** year-over-year, reaching **$39.5 million** in Q1 2024[184](index=184&type=chunk) Adjusted EBITDA by Segment (in millions) | Adjusted EBITDA by Segment (in millions) | Medical (Q1 2024) | Technologies (Q1 2024) | Corporate & Other (Q1 2024) | Consolidated (Q1 2024) | | :--------------------------------------- | :---------------- | :--------------------- | :-------------------------- | :----------------------- | | Adjusted EBITDA | $20.5 | $33.1 | $(14.1) | $39.5 | | Adjusted EBITDA by Segment (in millions) | Medical (Q1 2023) | Technologies (Q1 2023) | Corporate & Other (Q1 2023) | Consolidated (Q1 2023) | | :--------------------------------------- | :---------------- | :--------------------- | :-------------------------- | :----------------------- | | Adjusted EBITDA | $20.4 | $28.5 | $(12.3) | $36.6 | [Our Business Segments](index=40&type=section&id=Our%20Business%20Segments) This section describes the company's Medical and Technologies operating segments - The Medical segment provides radiation therapy and personal dosimetry solutions, including quality assurance, monitoring, and nuclear medicine products[189](index=189&type=chunk) - The Technologies segment offers products and services for defense, nuclear energy, laboratories, and industrial markets, including Reactor Safety and Control Systems and Radiological Search, Measurement and Analysis Systems[190](index=190&type=chunk) [Recent Developments](index=40&type=section&id=Recent%20Developments) This section highlights recent events impacting the company's operations and financial position - The Russia-Ukraine conflict continues to impact the Technologies segment, with **$0.7 million** in net contract assets and accounts receivable for Russian customers and **$153.7 million** in remaining performance obligations for Russian-related projects[190](index=190&type=chunk) - Interest rates on the 2021 Credit Agreement term loan increased to **8.36%** as of March 31, 2024, from **7.48%** as of March 31, 2023, due to central bank rate hikes[193](index=193&type=chunk) - The Biodex Rehabilitation business was sold on April 3, 2023, impacting year-over-year comparisons for the Medical segment[194](index=194&type=chunk) - Mirion acquired ec2 Software Solutions LLC and NUMA LLC on November 1, 2023, for **$33 million**, enhancing its Medical segment's software offerings[195](index=195&type=chunk) - The company announced the redemption of all Public Warrants on April 18, 2024, effective May 20, 2024, at **$0.10** per warrant if unexercised[196](index=196&type=chunk) [Results of Operations](index=42&type=section&id=Results%20of%20Operations) This section analyzes the company's revenues, expenses, and net loss for the reporting periods Results of Operations (in millions) | Results of Operations (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :---------------------------------- | :-------------------------------- | :-------------------------------- | | Revenues | $192.6 | $182.1 | | Cost of revenues | $105.5 | $103.0 | | Gross profit | $87.1 | $79.1 | | Selling, general and administrative expenses | $84.1 | $85.1 | | Research and development | $7.9 | $7.6 | | Loss from operations | $(4.9) | $(13.6) | | Net loss | $(26.5) | $(42.9) | - Total revenues increased by **$10.5 million (5.8%)** year-over-year, driven by price increases, organic volume growth, and the ec2 acquisition in Medical, and price increases, organic volume growth, and better product mix in Technologies[201](index=201&type=chunk)[202](index=202&type=chunk)[203](index=203&type=chunk) - Net loss decreased by **$16.4 million**, primarily due to increased revenues in the Technologies segment, lower net interest expense, decreased amortization, reduced stock-based compensation, and a smaller increase in warrant liabilities' fair value[200](index=200&type=chunk) - Selling, general and administrative (SG&A) expenses decreased by **$1.0 million**, mainly due to a net decrease in stock-based compensation expense, partially offset by inflation and acquisition-related costs[206](index=206&type=chunk)[207](index=207&type=chunk)[208](index=208&type=chunk) - Interest expense, net, decreased by **$1.1 million** due to a **$125.0 million** early debt repayment and interest from derivatives, partially offset by higher interest rates[212](index=212&type=chunk) - The change in fair value of warrant liabilities resulted in a **$5.7 million** unrealized loss in Q1 2024, a **$7.7 million** reduction in loss compared to Q1 2023[214](index=214&type=chunk) [Business segments (MD&A detail)](index=44&type=section&id=Business%20segments%20(MD%26A%20detail)) This section provides a detailed analysis of the financial performance of each business segment Medical Segment Performance (in millions) | Medical Segment Performance (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :---------------------------------------- | :-------------------------------- | :-------------------------------- | | Revenues | $66.8 | $66.4 | | Income from operations | $1.4 | $0.7 | | Income from operations as a % of revenues | 2.1% | 1.1% | - Medical segment revenues increased by **$0.4 million**, driven by price increases, organic growth, and the ec2 acquisition, partially offset by the disposal of the Rehab business and ERP system implementation delays[218](index=218&type=chunk) Technologies Segment Performance (in millions) | Technologies Segment Performance (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--------------------------------------------- | :-------------------------------- | :-------------------------------- | | Revenues | $125.8 | $115.7 | | Income from operations | $12.6 | $5.5 | | Income from operations as a % of revenues | 10.0% | 4.8% | - Technologies segment revenues increased by **$10.1 million**, primarily due to price increases, organic growth, and a better product mix, partially offset by project execution delays[219](index=219&type=chunk) [Corporate and other (MD&A detail)](index=45&type=section&id=Corporate%20and%20other%20(MD%26A%20detail)) This section details corporate-level expenses and other unallocated costs Corporate and Other Costs (in millions) | Corporate and Other Costs (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------------------- | :-------------------------------- | :-------------------------------- | | Corporate and other costs | $18.9 | $19.8 | - Corporate and other costs decreased by **$0.9 million**, mainly due to a net decrease in stock-based compensation expense, partially offset by increased compensation costs[222](index=222&type=chunk) [Liquidity and Capital Resources](index=46&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's cash position, debt, and ability to meet financial obligations - Mirion believes net cash from operating activities, augmented by long-term debt, will provide adequate liquidity for the next 12 months[224](index=224&type=chunk) Cash and Cash Equivalents (in millions) | Cash and Cash Equivalents (in millions) | March 31, 2024 | December 31, 2023 | | :-------------------------------------- | :------------- | :---------------- | | Cash and cash equivalents | $120.2 | $128.8 | | Non-U.S. cash | $95.4 | $105.4 | - The 2021 Credit Agreement provides for a **$90.0 million** revolving facility, with **$73.6 million** available as of March 31, 2024[94](index=94&type=chunk)[228](index=228&type=chunk) Cash Flows (in millions) | Cash Flows (in millions) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :----------------------- | :-------------------------------- | :-------------------------------- | | Operating activities | $6.0 | $(2.7) | | Investing activities | $(12.9) | $(7.5) | | Financing activities | $0.2 | $24.6 | - Net cash provided by operating activities increased by **$8.7 million**, primarily due to improvements in changes in operating assets and liabilities[233](index=233&type=chunk) - Net cash used in investing activities increased by **$5.4 million**, mainly due to higher purchases of property, plant, equipment, and badges[234](index=234&type=chunk) - Net cash provided by financing activities decreased by **$24.4 million**, primarily due to **$150.0 million** gross proceeds from a direct investment in the prior year, partially offset by **$125.0 million** in debt repayments[235](index=235&type=chunk) [Critical Accounting Policies and Estimates](index=47&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) This section outlines the significant accounting policies and estimates requiring management judgment - No material changes occurred in critical accounting policies and estimates during the three months ended March 31, 2024, from those described in the 2023 Annual Report on Form 10-K[237](index=237&type=chunk) [Recent Accounting Pronouncements (MD&A)](index=48&type=section&id=Recent%20Accounting%20Pronouncements%20(MD%26A)) This section refers to disclosures on recently adopted or issued accounting pronouncements - Refer to Note 1 for information on recent accounting pronouncements[238](index=238&type=chunk) [ITEM 3. Quantitative and Qualitative Disclosures about Market Risk](index=48&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section reports no material changes to market risk disclosures from the prior annual report - No material changes to market risk disclosures for the three months ended March 31, 2024, compared to the Annual Report on Form 10-K for 2023[239](index=239&type=chunk) [ITEM 4. Controls and Procedures](index=48&type=section&id=ITEM%204.%20Controls%20and%20Procedures) Management confirms effective disclosure controls and procedures, with no material internal control changes - The CEO and CFO concluded that disclosure controls and procedures were effective as of March 31, 2024[241](index=241&type=chunk) - No material changes occurred in internal control over financial reporting during the quarter ended March 31, 2024[243](index=243&type=chunk) [PART II - OTHER INFORMATION](index=49&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This part includes legal proceedings, risk factors, equity sales, and other miscellaneous disclosures [ITEM 1. Legal Proceedings](index=49&type=section&id=ITEM%201.%20Legal%20Proceedings) This section refers to Note 10 for legal proceedings, noting no material expected impact - Refer to Note 10 for details on legal proceedings and claims[246](index=246&type=chunk) - The disposition of pending or threatened legal actions is not expected to materially affect the company's business, results of operations, or financial condition, but outcomes are uncertain[246](index=246&type=chunk) [ITEM 1A. Risk Factors](index=49&type=section&id=ITEM%201A.%20Risk%20Factors) This section reports no material changes to previously disclosed risk factors or new undisclosed risks - No material changes to risk factors previously disclosed in the 2023 Annual Report on Form 10-K[248](index=248&type=chunk) - No previously undisclosed risks that could materially adversely affect the business and financial results have been identified[248](index=248&type=chunk) [ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=49&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This item is not applicable, indicating no unregistered equity sales or use of proceeds for the period - This item is not applicable for the reporting period[249](index=249&type=chunk) [ITEM 3. Defaults Upon Senior Securities](index=49&type=section&id=ITEM%203.%20Defaults%20Upon%20Senior%20Securities) This item reports no defaults upon senior securities during the reporting period - No defaults upon senior securities occurred during the reporting period[251](index=251&type=chunk) [ITEM 4. Mine Safety Disclosures](index=49&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) This item is not applicable, indicating no mine safety disclosures are required for the period - This item is not applicable for the reporting period[253](index=253&type=chunk) [ITEM 5. Other Information](index=49&type=section&id=ITEM%205.%20Other%20Information) This section discloses officers' adoption of Rule 10b5-1 trading arrangements for company securities Officer Rule 10b5-1 Trading Arrangements | Name and Title | Action | Applicable Date | Duration of Trading Arrangement | Rule 10b5-1 Trading Arrangement? (Y/N) | Aggregate Number of Securities Subject to Trading Arrangement | | :--------------- | :----- | :-------------- | :------------------------------ | :------------------------------------- | :---------------------------------------------------------- | | Thomas D. Logan, Chief Executive Officer | Adopt | February 27, 2024 | May 25, 2024 - April 30, 2025 | Y | 90,000 | | Brian Schopfer, Chief Financial Officer | Adopt | February 26, 2024 | June 11, 2024 - June 11, 2025 | Y | 182,195 | | Emmanuelle Lee, Chief Legal Officer, Chief Compliance Officer and Corporate Secretary | Adopt | March 7, 2024 | June 6, 2024 - February 28, 2025 | Y | 50,000 | - Brian Schopfer intends to terminate his Rule 10b5-1 trading plan when the Company trading window opens during the second quarter of 2024[258](index=258&type=chunk) [ITEM 6. Exhibits](index=50&type=section&id=ITEM%206.%20Exhibits) This section lists all exhibits filed or incorporated by reference in the Quarterly Report on Form 10-Q - The exhibit index includes organizational documents, employment agreements, stock unit forms, and certifications[264](index=264&type=chunk) - Certifications furnished in Exhibits 32.1 and 32.2 are deemed to accompany the report but are not 'filed' for Section 18 purposes of the Securities Exchange Act of 1934[265](index=265&type=chunk) [SIGNATURES](index=52&type=section&id=SIGNATURES) This section contains duly authorized signatures of Mirion Technologies' principal executive and financial officers Authorized Signatures | Name | Title | Date | | :-------------- | :-------------------------- | :--------- | | Thomas D. Logan | Chief Executive Officer and Director | May 1, 2024 | | Brian Schopfer | Chief Financial Officer | May 1, 2024 | | Christopher Moore | Chief Accounting Officer | May 1, 2024 |

[Mirion First Quarter 2024 Financial Results](index=1&type=section&id=Mirion%20First%20Quarter%202024%20Financial%20Results) [Financial Highlights and CEO Commentary](index=1&type=section&id=Financial%20Highlights%20and%20CEO%20Commentary) The company reported a solid start to 2024 with a 5.8% revenue increase to $192.6 million and improved profitability Q1 2024 Key Financial Metrics | Metric | Q1 2024 | Q1 2023 | Change | | :--- | :--- | :--- | :--- | | Revenues | $192.6M | $182.1M | +5.8% | | Net Loss | ($26.5M) | ($42.9M) | Improved | | Adjusted EBITDA | $39.5M | $36.6M | +7.9% | | Adjusted EBITDA Margin | 20.5% | 20.1% | +40 bps | | GAAP Net Loss per Share | ($0.13) | ($0.22) | Improved | | Adjusted EPS | $0.06 | $0.06 | Flat | - CEO Thomas Logan highlighted a solid start to the year, with revenue growth in line with expectations, led by the **Technologies segment**[3](index=3&type=chunk) - Management expressed excitement about the **positive macro trends** developing in the nuclear power and cancer care end markets[3](index=3&type=chunk) [2024 Financial Outlook](index=1&type=section&id=2024%20Financial%20Outlook) Mirion reaffirmed its full-year 2024 guidance, projecting revenue growth of 5% to 7% and continued operational momentum - The company **reaffirmed its full-year 2024 guidance** for revenue, adjusted EBITDA, adjusted EPS, and adjusted free cash flow[4](index=4&type=chunk)[5](index=5&type=chunk) Full-Year 2024 Guidance | Metric | Guidance Range | | :--- | :--- | | Revenue Growth | 5% - 7% | | Organic Revenue Growth | 4% - 6% | | Adjusted EBITDA | $193M - $203M | | Adjusted EPS | $0.37 - $0.42 | | Adjusted Free Cash Flow | $65M - $85M | 2024 Modeling Assumptions | Assumption | Value | | :--- | :--- | | Depreciation | ~$33M | | Net Interest Expense | ~$55M | | Effective Tax Rate | 26% - 28% | | Capital Expenditures | ~$40M | | Cash Taxes | ~$35M | | Stock-based Compensation | ~$11M | [Consolidated Financial Statements](index=5&type=section&id=Consolidated%20Financial%20Statements) The financial statements detail increased quarterly revenue and a significant reduction in net loss compared to the prior year [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets stood at $2.65 billion as of March 31, 2024, with a corresponding decrease in total liabilities Balance Sheet Summary (in millions) | Account | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | $120.2 | $128.8 | | Total current assets | $514.6 | $538.6 | | Total assets | $2,648.7 | $2,718.5 | | Total current liabilities | $234.6 | $265.7 | | Total liabilities | $1,130.8 | $1,168.5 | | Total stockholders' equity | $1,517.9 | $1,550.0 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company generated $192.6 million in Q1 2024 revenue and significantly narrowed its operating and net losses year-over-year Statement of Operations Summary (in millions) | Account | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Total revenues | $192.6 | $182.1 | | Gross profit | $87.1 | $79.1 | | Loss from operations | ($4.9) | ($13.6) | | Net loss attributable to Mirion | ($25.8) | ($41.9) | | Net loss per share (basic & diluted) | ($0.13) | ($0.22) | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities turned positive to $6.0 million in Q1 2024, a significant improvement from the prior year Cash Flow Summary (in millions) | Activity | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $6.0 | ($2.7) | | Net cash used in investing activities | ($12.9) | ($7.5) | | Net cash provided by financing activities | $0.2 | $24.6 | | Net (decrease) increase in cash | ($8.8) | $15.1 | | Cash, cash equivalents, and restricted cash at end of period | $121.7 | $90.1 | [Reconciliation of Non-GAAP Financial Measures](index=8&type=section&id=Reconciliation%20of%20Non-GAAP%20Financial%20Measures) This section reconciles GAAP to non-GAAP measures, showing an increase in Adjusted EBITDA and flat year-over-year Adjusted EPS - The company uses non-GAAP measures like **Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS** to evaluate ongoing operations and for internal planning and forecasting[24](index=24&type=chunk) [Reconciliation of Adjusted EBITDA](index=10&type=section&id=Reconciliation%20of%20Adjusted%20EBITDA) Adjusted EBITDA increased to $39.5 million in Q1 2024, with the margin expanding to 20.5% Adjusted EBITDA Reconciliation (in millions) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Income from operations | ($4.9) | ($13.6) | | Amortization | $31.5 | $33.6 | | Depreciation | $7.3 | $7.8 | | Stock-based compensation | $3.6 | $5.6 | | Non-operating expenses | $2.1 | $3.1 | | **Adjusted EBITDA** | **$39.5** | **$36.6** | | **Adjusted EBITDA margin** | **20.5%** | **20.1%** | [Reconciliation of Adjusted Earnings per Share](index=10&type=section&id=Reconciliation%20of%20Adjusted%20Earnings%20per%20Share) Adjusted EPS remained flat at $0.06 year-over-year, with Adjusted Net Income rising to $12.7 million Adjusted EPS Reconciliation (in millions, except per share) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | GAAP net loss | ($26.5) | ($42.9) | | Amortization of acquired intangibles | $31.5 | $33.6 | | Change in fair value of warrant liabilities | $5.7 | $13.4 | | Stock-based compensation | $3.6 | $5.6 | | **Adjusted Net Income** | **$12.7** | **$10.6** | | Adjusted weighted average common shares | 200.487 | 187.949 | | **Adjusted earnings per share** | **$0.06** | **$0.06** | [Share Capital Information](index=8&type=section&id=Share%20Capital%20Information) As of March 31, 2024, the company had approximately 200 million shares of Class A common stock outstanding - As of March 31, 2024, there were **199,985,333 shares of Class A common stock** and 7,326,423 shares of Class B common stock outstanding[23](index=23&type=chunk) - The company's **18,749,779 publicly-traded warrants were called for redemption** on April 18, 2024[23](index=23&type=chunk) [Important Disclosures](index=2&type=section&id=Important%20Disclosures) This section provides details on the earnings conference call, forward-looking statements, and the use of non-GAAP measures - A conference call to discuss the financial results was scheduled for **May 1, 2024**, at 9:00 a.m. ET[8](index=8&type=chunk) - The press release includes **forward-looking statements** that are subject to significant risks and uncertainties, and readers are cautioned not to place undue reliance on them[11](index=11&type=chunk)[12](index=12&type=chunk) - The company presents **non-GAAP financial information** as a supplement to GAAP results to provide additional insight into financial and business trends[13](index=13&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 001-39352 Mirion Technologies, Inc. (Exact name of registrant as specified in its charter) (I.R.S. Employer ...

Financial Data and Key Metrics Changes - The company reported a record total revenue of $801 million for the year, with organic revenue growth of 5% in Q4 and 9.3% for the full year [9][26] - Adjusted EBITDA for Q4 was $61 million, contributing to a full year adjusted EBITDA of $181 million, marking a record performance [9][10] - Adjusted free cash flow in Q4 was $62 million, with net leverage finishing the year at 3.0 times EBITDA, beating expectations [10][33] Business Line Data and Key Metrics Changes - The Medical segment achieved organic growth of just under 10% in Q4, with total revenue growth of 6.8% [9][27] - Technologies segment revenue grew by 5.1% in Q4, with organic growth of 3% [37] - Medical adjusted EBITDA margins expanded by over 500 basis points to 38.5% in Q4, while Technologies adjusted EBITDA margins contracted by 70 basis points to 29.5% [28][30] Market Data and Key Metrics Changes - The company experienced a 30% organic order growth in Q4, leading to a record backlog and a 15% increase compared to year-end 2022 [8] - The Nuclear Medicine market is expected to be a strong growth engine, supported by the ec2 acquisition [15][16] - The company noted robust order activities in the nuclear power sector, with political support for nuclear energy improving globally [18][19] Company Strategy and Development Direction - The company plans to release over 40 new product introductions in 2024, significantly increasing from 10 in 2023 [20] - Focus areas for 2024 include margin expansion, enhanced free cash flow conversion, and opportunistic M&A [22][23] - The company aims for a five-year goal of achieving 30% adjusted EBITDA margins [22] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in sustained momentum and growth, supported by a healthy backlog and market conditions [8][47] - The company anticipates organic revenue growth of 4% to 6% for 2024, with adjusted EBITDA guidance of $193 million to $203 million [11][34] - Management highlighted the importance of operational execution and cash flow conversion as key focuses for 2024 [45][99] Other Important Information - The Medical segment now constitutes 38% of total company revenue and 44% of total company EBITDA [16] - The company is committed to capital efficiency and selective M&A, with a robust pipeline for potential acquisitions [23][41] Q&A Session Summary Question: Thoughts on new product introductions and revenue growth - Management emphasized their commitment to innovation and the expectation that new products will drive predictable, recurring revenue growth [56] Question: Margin expansion opportunities in Technologies - Management acknowledged challenges in the French market but expressed confidence in corrective actions and improvements for 2024 [60][61] Question: Insights on order growth and revenue translation - Management noted that order growth is longer cycle in nature, providing visibility for future revenue [63] Question: Expectations for pricing and cost in 2024 - Management indicated a focus on ensuring price-cost is rate-positive while doubling down on cost management initiatives [84] Question: Headwinds in the healthcare industry and their impact - Management discussed the impact of Medicare reimbursement changes but remained optimistic about growth driven by global demand and aging demographics [89] Question: Radiopharmaceutical market trends and expectations - Management expressed bullishness on the radiopharmaceutical market, particularly in theranostic applications, and highlighted the importance of recent acquisitions [91] Question: 2024 guidance context and growth expectations - Management provided context for the 5% to 7% growth guidance, citing strong order growth and historical performance as supportive factors [94]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 001-39352 Mirion Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 83-0974996 (Stat ...

Mirion Technologies, Inc. (NYSE:MIR) Q3 2023 Results Conference Call November 2, 2023 12:00 PM ET Company Participants Alex Gaddy - SVP, Strategy Larry Kingsley - Chairman Tom Logan - CEO Brian Schopfer - CFO Conference Call Participants Joe Ritchie - Goldman Sachs Andy Kaplowitz - Citi Group Chris Moore - CJS Securities Operator Greetings, and welcome to the Mirion Third Quarter 2023 Earnings Conference Call. [Operator Instructions]. As a reminder, this conference is being recorded. It is now my pleasure ...

PART I - FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=5&type=section&id=ITEM%201.%20Financial%20Statements%20(Unaudited)) Mirion's total revenues increased by 11.9% to $379.3 million, with net loss narrowing to $71.3 million, primarily due to the absence of a goodwill impairment charge [Condensed Consolidated Balance Sheets](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) Total assets slightly decreased to $2.70 billion, while total liabilities decreased to $1.13 billion, and stockholders' equity increased to $1.56 billion Condensed Consolidated Balance Sheet Highlights | Account | June 30, 2023 (in millions) | December 31, 2022 (in millions) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $87.4 | $73.5 | | Goodwill | $1,425.2 | $1,418.0 | | Intangible assets, net | $586.7 | $650.4 | | Total assets | $2,696.3 | $2,738.7 | | **Liabilities & Equity** | | | | Notes payable to third-parties, non-current | $677.8 | $801.5 | | Warrant liabilities | $49.6 | $30.5 | | Total liabilities | $1,131.8 | $1,271.5 | | Total stockholders' equity | $1,564.5 | $1,467.2 | [Condensed Consolidated Statements of Operations](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) Q2 2023 revenues increased 12.2% to $197.2 million, with net loss significantly improving to $28.4 million due to the absence of goodwill impairment Key Operating Results | Metric | Q2 2023 (in millions) | Q2 2022 (in millions) | YTD 2023 (in millions) | YTD 2022 (in millions) | | :--- | :--- | :--- | :--- | :--- | | Total revenues | $197.2 | $175.8 | $379.3 | $339.0 | | Gross profit | $88.0 | $79.0 | $167.1 | $143.4 | | Loss from operations | $(10.6) | $(74.6) | $(24.2) | $(108.2) | | Goodwill impairment | $0.0 | $55.2 | $0.0 | $55.2 | | Net loss | $(28.4) | $(59.3) | $(71.3) | $(78.3) | | Net loss per share | $(0.14) | $(0.32) | $(0.36) | $(0.42) | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations decreased to $4.4 million, while financing activities provided $21.8 million, largely from a $150 million stock issuance used for debt repayment Cash Flow Summary | Activity | Six Months Ended June 30, 2023 (in millions) | Six Months Ended June 30, 2022 (in millions) | | :--- | :--- | :--- | | Net cash provided by operating activities | $4.4 | $28.0 | | Net cash used in investing activities | $(12.9) | $(14.5) | | Net cash provided by (used in) financing activities | $21.8 | $(2.4) | | **Net increase in cash** | **$14.1** | **$6.7** | [Note 3: Disposal of Business](index=16&type=section&id=Note%203.%20Disposal%20of%20Business) The company sold its Biodex Rehabilitation business, recording a $6.2 million loss on sale due to uncollectible deferred payments - The company sold its Rehab business for **$1.0 million** in cash and **$7.0 million** in deferred payments[66](index=66&type=chunk) - A loss of **$6.2 million** was recorded on the sale in Q2 2023, as the collection of the **$7.0 million** deferred payment was deemed not probable due to the buyer's financial instability[66](index=66&type=chunk) [Note 8: Goodwill and Intangible Assets](index=18&type=section&id=Note%208.%20Goodwill%20and%20Intangible%20Assets) No goodwill impairment was recognized in 2023, contrasting with a $55.2 million impairment in 2022 due to the Russia-Ukraine conflict - No goodwill impairment was recognized for the six months ended June 30, 2023[81](index=81&type=chunk) - In the prior year period (six months ended June 30, 2022), a **$55.2 million** non-cash goodwill impairment loss was recognized in the Technologies segment's RMS reporting unit[80](index=80&type=chunk) - The 2022 impairment was triggered by the Russia-Ukraine conflict and the resulting termination of a contract for a nuclear power plant in Finland, which had a remaining performance obligation of approximately **$67 million**[79](index=79&type=chunk) [Note 16: Segment Information](index=30&type=section&id=Note%2016.%20Segment%20Information) Technologies segment revenue grew 18.5% to $129.2 million, swinging to a $12.8 million operating income, while Medical segment revenue grew 1.8% to $68.0 million Segment Revenues | Segment | Q2 2023 (in millions) | Q2 2022 (in millions) | YTD 2023 (in millions) | YTD 2022 (in millions) | | :--- | :--- | :--- | :--- | :--- | | Medical | $68.0 | $66.8 | $134.4 | $126.9 | | Technologies | $129.2 | $109.0 | $244.9 | $212.1 | | **Total** | **$197.2** | **$175.8** | **$379.3** | **$339.0** | Segment (Loss) Income from Operations | Segment | Q2 2023 (in millions) | Q2 2022 (in millions) | YTD 2023 (in millions) | YTD 2022 (in millions) | | :--- | :--- | :--- | :--- | :--- | | Medical | $(3.1) | $(2.2) | $(2.4) | $(8.9) | | Technologies | $12.8 | $(46.5) | $18.3 | $(49.0) | | **Total Segment** | **$9.7** | **$(48.7)** | **$15.9** | **$(57.9)** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=39&type=section&id=ITEM%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Q2 2023 revenues increased 12.2% to $197.2 million, with net loss improving to $28.4 million, and Adjusted EBITDA reaching $44.3 million [Results of Operations](index=46&type=section&id=Results%20of%20Operations) Q2 2023 revenues grew 12.2% to $197.2 million, with operating loss significantly narrowing due to the absence of goodwill impairment and lower SG&A expenses - **Q2 2023 vs Q2 2022:** - **Revenues:** Increased by **$21.4 million** (12.2%) to **$197.2 million**[210](index=210&type=chunk) - **Operating Loss:** Improved to **$(10.6) million** from **$(74.6) million**, mainly due to the absence of a **$55.2 million** goodwill impairment in 2023[213](index=213&type=chunk) - **SG&A:** Decreased by **$7.0 million** to **$84.0 million**, driven by lower stock-based compensation and professional fees[220](index=220&type=chunk) - **YTD 2023 vs YTD 2022:** - **Revenues:** Increased by **$40.3 million** (11.9%) to **$379.3 million**[240](index=240&type=chunk) - **Operating Loss:** Improved to **$(24.2) million** from **$(108.2) million**[244](index=244&type=chunk) - **SG&A:** Decreased by **$12.8 million** to **$169.1 million**[250](index=250&type=chunk) [Non-GAAP Financial Measures](index=41&type=section&id=Non-GAAP%20Financial%20Measures) Adjusted EBITDA for Q2 2023 increased to $44.3 million, with YTD 2023 Adjusted EBITDA reaching $80.9 million, reflecting various non-GAAP adjustments Reconciliation of Net Loss to Adjusted EBITDA | Metric | Q2 2023 (in millions) | Q2 2022 (in millions) | YTD 2023 (in millions) | YTD 2022 (in millions) | | :--- | :--- | :--- | :--- | :--- | | Net loss | $(28.4) | $(59.3) | $(71.3) | $(78.3) | | Adjustments (Interest, Tax, D&A, etc.) | $55.6 | $23.4 | $95.8 | $81.4 | | EBITDA | $24.8 | $(13.5) | $37.1 | $16.3 | | Further Adjustments (Stock Comp, Warrants, etc.) | $19.5 | $56.1 | $43.8 | $61.2 | | **Adjusted EBITDA** | **$44.3** | **$42.6** | **$80.9** | **$77.5** | [Liquidity and Capital Resources](index=56&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and cash equivalents were $87.4 million, with operating cash flow at $4.4 million, and financing activities providing $21.8 million from a $150 million equity issuance - Cash and cash equivalents stood at **$87.4 million** as of June 30, 2023[282](index=282&type=chunk) - Net cash provided by operating activities decreased to **$4.4 million** for YTD 2023 from **$28.0 million** for YTD 2022[289](index=289&type=chunk) - In Q1 2023, the company raised **$150.0 million** from a direct stock offering and used approximately **$127 million** to repay outstanding debt, resulting in a **$2.6 million** loss on debt extinguishment[204](index=204&type=chunk)[291](index=291&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=58&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) No material changes were reported regarding the company's market risk disclosures, including interest rate, foreign currency, and commodity price risks - There were no material changes to the company's disclosures regarding market risk during the quarter[295](index=295&type=chunk) [Controls and Procedures](index=59&type=section&id=ITEM%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were deemed ineffective due to a material weakness in general IT controls at the French division, with remediation efforts ongoing - The CEO and CFO concluded that disclosure controls and procedures were not effective as of June 30, 2023[297](index=297&type=chunk) - A material weakness persists related to general IT controls (GITCs) at the company's division in France, specifically concerning program change-management and user access[299](index=299&type=chunk) - Remediation plans are in progress, including educating IT control owners, enhancing controls, and adding manual business process controls to mitigate risks[302](index=302&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=60&type=section&id=ITEM%201.%20Legal%20Proceedings) The company faces legal proceedings, including a $19.3 million claim for liquidated damages and a $10.5 million demand from a Russian customer, which management deems without merit - In April 2023, a Russian customer made a claim for **$19.3 million** in liquidated damages for project delays[114](index=114&type=chunk) - In June 2023, the same customer demanded the return of **$10.5 million** in payments related to a cancelled nuclear power plant project in Finland[114](index=114&type=chunk) - Management views both the claim and the demand as without merit and intends to defend against them vigorously[114](index=114&type=chunk) [Risk Factors](index=60&type=section&id=ITEM%201A.%20Risk%20Factors) The Russia-Ukraine conflict continues to pose significant risks, including a $10.5 million demand and a $19.3 million claim from a Russian entity, with uncertain resolution under Russian law - The Russia-Ukraine conflict continues to pose a significant risk, causing project delays, cancellations, and supply chain disruptions[308](index=308&type=chunk) - A Russian state-owned entity has demanded the return of approximately **$10.5 million** for a cancelled Finnish project and claimed **$19.3 million** in penalties for delays on an active Hungarian project[308](index=308&type=chunk) - The company views the claims as without merit but acknowledges uncertainty in their resolution, as the contract is governed by Russian law[308](index=308&type=chunk)