
Second Quarter 2025 Financial Highlights UL Solutions reported strong Q2 2025 revenue and Adjusted EBITDA growth, with GAAP Net Income declining due to a prior-year divestiture gain Overall Performance UL Solutions achieved strong Q2 2025 revenue and Adjusted EBITDA growth, with revenue up 6.3% to $776 million and Adjusted EBITDA up 13.9% to $197 million, despite an 8.5% GAAP Net Income decrease Q2 2025 Key Financial Metrics (vs. Q2 2024) | Metric | Q2 2025 | Q2 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Revenue | $776M | $730M | +$46M | +6.3% | | Organic Revenue Growth | 5.5% | N/A | N/A | N/A | | Net Income | $97M | $106M | -$9M | -8.5% | | Net Income Margin | 12.5% | 14.5% | -200 bps | N/A | | Adjusted Net Income | $110M | $94M | +$16M | +17.0% | | Adjusted EBITDA | $197M | $173M | +$24M | +13.9% | | Adjusted EBITDA Margin | 25.4% | 23.7% | +170 bps | N/A | | Diluted EPS | $0.45 | $0.50 | -$0.05 | -10.0% | | Adjusted Diluted EPS | $0.52 | $0.44 | +$0.08 | +18.2% | - Management attributes the record second-quarter revenue to the company's resilient business model, strategic positioning in high-growth markets, and strong execution across all segments2 - The decrease in GAAP Net Income was primarily caused by a $25 million non-operating gain on the divestiture of the payments testing business in May 2024, which was absent in Q2 20254 Segment Performance The Industrial segment led growth with a 7.6% revenue increase, while Consumer and Software & Advisory segments also showed solid revenue gains Industrial Segment The Industrial segment drove growth with a 7.6% revenue increase to $338 million and a 20.6% rise in Adjusted EBITDA to $117 million, expanding its margin to 34.6% Industrial Segment Q2 2025 Performance (vs. Q2 2024) | Metric | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $338M | $314M | +7.6% | | Organic Revenue Growth | 7.0% | N/A | N/A | | Operating Income | $98M | $85M | +15.3% | | Operating Income Margin | 29.0% | 27.1% | +190 bps | | Adjusted EBITDA | $117M | $97M | +20.6% | | Adjusted EBITDA Margin | 34.6% | 30.9% | +370 bps | - Growth drivers included price increases, sustained demand for energy and automation testing, and expanded laboratory capacity79 Consumer Segment The Consumer segment achieved a 5.6% revenue increase to $340 million and 6.6% Adjusted EBITDA growth to $65 million, with a slight margin improvement to 19.1% Consumer Segment Q2 2025 Performance (vs. Q2 2024) | Metric | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $340M | $322M | +5.6% | | Organic Revenue Growth | 4.7% | N/A | N/A | | Operating Income | $40M | $38M | +5.3% | | Operating Income Margin | 11.8% | 11.8% | 0 bps | | Adjusted EBITDA | $65M | $61M | +6.6% | | Adjusted EBITDA Margin | 19.1% | 18.9% | +20 bps | - Revenue growth was primarily driven by the consumer technology and retail sectors10 Software and Advisory Segment The Software and Advisory segment saw 4.3% revenue growth to $98 million, but Adjusted EBITDA remained flat at $15 million, with margin contracting to 15.3% due to higher compensation expenses Software and Advisory Segment Q2 2025 Performance (vs. Q2 2024) | Metric | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $98M | $94M | +4.3% | | Organic Revenue Growth | 3.2% | N/A | N/A | | Operating Income | $1M | $3M | -66.7% | | Operating Income Margin | 1.0% | 3.2% | -220 bps | | Adjusted EBITDA | $15M | $15M | 0.0% | | Adjusted EBITDA Margin | 15.3% | 16.0% | -70 bps | - Adjusted EBITDA was flat and margins decreased due to higher employee compensation expense relative to revenue growth11 Financial Position and Cash Flow The company demonstrated strong liquidity with increased operating cash flow and free cash flow, while reducing total debt and maintaining a healthy cash balance Liquidity and Capital Resources The company achieved strong H1 2025 liquidity, with net cash from operations increasing to $301 million and Free Cash Flow rising to $208 million, alongside debt reduction and dividend payments Cash Flow for Six Months Ended June 30 (in millions) | Metric | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | Net Cash from Operating Activities | $301 | $244 | +$57 | | Capital Expenditures | ($93) | ($113) | +$20 | | Free Cash Flow | $208 | $131 | +$77 | - The company paid a dividend of $0.13 per share, totaling $26 million, during the second quarter14 - Total debt decreased to $612 million as of June 30, 2025, following $135 million of net repayments on its term loan and revolving credit facility14 - The company ended the quarter with $272 million in cash and cash equivalents15 Business Outlook UL Solutions affirmed its full-year 2025 guidance, projecting mid-single-digit organic revenue growth and an Adjusted EBITDA margin of approximately 24% Full-Year 2025 Outlook UL Solutions affirmed its full-year 2025 guidance, projecting mid-single-digit organic revenue growth and an Adjusted EBITDA margin of approximately 24%, alongside planned capital expenditures and continued acquisitions - The company affirmed its full-year 2025 outlook, including: - Mid single digit constant currency organic revenue growth - Adjusted EBITDA margin organic improvement to approximately 24% - Capital expenditures expected to be 7% to 8% of revenue - Effective tax rate estimated to be approximately 26% - Continuing to pursue acquisitions and portfolio refinements1617 - The company does not provide guidance for net income margin, the most comparable GAAP measure to Adjusted EBITDA margin, due to the unavailability of reliable estimates for certain reconciling items18 Financial Statements and Reconciliations This section presents detailed financial statements, including condensed consolidated statements of operations, balance sheets, cash flows, and supplemental reconciliations of GAAP to non-GAAP measures Condensed Consolidated Statements of Operations The income statement for Q2 2025 shows a 6.3% revenue increase, but net income decreased from $106 million to $97 million year-over-year, impacted by 'Other (expense) income, net' Q2 Statement of Operations Highlights (in millions) | Line Item | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Revenue | $776 | $730 | | Operating Income | $139 | $126 | | Other (expense) income, net | ($4) | $21 | | Net Income | $97 | $106 | Condensed Consolidated Balance Sheets The balance sheet as of June 30, 2025, shows total assets of $2.92 billion and total liabilities of $1.81 billion, with a decrease in long-term debt from year-end 2024 Balance Sheet Highlights (in millions) | Line Item | June 30, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $272 | $298 | | Total Assets | $2,922 | $2,800 | | Long-term debt | $608 | $692 | | Total Liabilities | $1,809 | $1,869 | | Total Stockholders' Equity | $1,113 | $931 | Condensed Consolidated Statements of Cash Flows For H1 2025, net cash from operating activities increased to $301 million, while cash used in financing activities rose due to higher net debt repayments Six-Month Cash Flow Highlights (in millions) | Line Item | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $301 | $244 | | Net cash used in investing activities | ($107) | ($93) | | Net cash used in financing activities | ($221) | ($159) | | Net decrease in cash | ($26) | ($20) | Supplemental Financial Information and Reconciliations This section details Q2 2025 revenue by service category, with Ongoing Certification Services as the largest, and provides reconciliations of GAAP to non-GAAP measures like Adjusted EBITDA and Adjusted Net Income Q2 2025 Revenue by Major Service Category (in millions) | Service Category | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Certification Testing | $215 | $203 | | Ongoing Certification Services | $250 | $234 | | Non-certification Testing and Other Services | $241 | $225 | | Software | $70 | $68 | | Total | $776 | $730 | Q2 2025 Reconciliation of Net Income to Adjusted EBITDA (in millions) | Line Item | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net income | $97 | $106 | | Depreciation and amortization | $46 | $41 | | Interest expense | $10 | $13 | | Other expense (income), net | $4 | ($21) | | Income tax expense | $28 | $28 | | Stock-based compensation | $13 | $6 | | Adjusted EBITDA | $197 | $173 | H1 2025 Reconciliation of Operating Cash Flow to Free Cash Flow (in millions) | Line Item | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $301 | $244 | | Capital expenditures | ($93) | ($113) | | Free Cash Flow | $208 | $131 |