- Revenues for the fiscal quarter ended December 31, 2021
increased 18 % to $177.8 million, compared to $150.8 million in the
prior-year period. Adjusted revenues increased by 20 % for the same
period.
- GAAP net loss for the successor period of October 20, 2021 to
December 31, 2021 was $23.0 million and for the predecessor
period of July 1, 2021 to October 19, 2021 was $105.7 million.
- Adjusted EBITDA for the successor period of October 20, 2021 to
December 31, 2021 was $44. 5 million and for the predecessor period
of July 1, 2021 to October 19, 2021 was $31.2 million .
- The company initiated calendar year 2022 guidance of 5.5% to
7.5% reported adjusted revenue growth and adjusted EBITDA of $175
million to $185 million.
Mirion Technologies, Inc. (“Mirion,” "we" or the "company")
(NYSE: MIR), a global provider of radiation detection, measurement,
analysis and monitoring solutions to the medical, nuclear, defense,
and research end markets, today announced results for its fiscal
quarter and fiscal year ended December 31, 2021.
“I am very proud of the results that our team was able to
deliver for the fourth quarter and calendar year 2021. The last
calendar quarter was quite eventful for Mirion. We became a
publicly-traded company, completed the acquisition of CIRS and
navigated a challenging operating environment punctuated by the
rapid spread of the Omicron variant of COVID-19. The company was
able to deliver solid growth and our recent medical acquisitions
contributed to our overall performance for the quarter ended
December 31, 2021,” stated Thomas Logan, Mirion’s Chief Executive
Officer. “We experienced a number of supply chain challenges,
specifically within our nuclear medicine business. We are working
on supply chain mitigants and constantly evolving our sourcing
strategies to match the dynamic operating environment. We have
implemented pricing actions across our product portfolio aimed at
countering inflationary impacts on our business with more to come.
We feel confident in our competitive position going into 2022 and
believe that our people and technology will continue to serve as
differentiated advantages and help deliver growth in 2022 and
beyond.”
“The Mirion team was able to deliver solid results in the face
of a challenging operating environment," added Larry Kingsley,
Mirion's Board Chairman. “The company is uniquely positioned as a
market leader in 14 out of 17 product categories and is
well-positioned to continue taking market share across the board,
driven by the strength and quality of its diverse portfolio. The
M&A pipeline remains healthy and the company's medical and
industrial segments are benefiting from a variety of supportive
macro trends. The Mirion team has an established history of
delivering sustained, positive returns over the course of the
company's life and I have the utmost confidence in the company's
strategy and ability to capitalize on multiple operational
improvement opportunities across the business.”
Outlook
“We have officially converted our fiscal year end to December 31
(from June 30 previously) and are pleased to initiate our guidance
for the 12 months ending December 31, 2022. Despite the
challenges we have seen and experienced as a result of the global
pandemic and resulting supply chain disruptions, we continue to see
positive signs in our order book, backlog and underlying market
trends. Our growth forecast reflects those positive themes and
is bolstered by pricing actions already executed and to be
implemented. A portion of these actions are in response to the
unprecedented inflation impacting the global economy," continued
Mr. Logan. “We expect to deliver 100 to 200 basis points of
Adjusted EBITDA margin growth in 2022, excluding incremental and
ongoing public company general and administrative costs of
approximately $11.5 million and the impact of the CIRS
acquisition. Margin expansion is expected to be achieved
through three key pillars: commercial and pricing excellence,
strategic cost initiatives and discipline, and operating
leverage.”
Mirion has issued the following guidance for the fiscal year and
12 month period ending December 31, 2022:
- Reported adjusted revenue growth of 5.5% to 7.5%
- Adjusted EBITDA of $175 million - $185 million
- Adjusted EPS of $0.45 - $0.50
- Adjusted free cash flow of $90 million - $110 million
Organic adjusted revenue growth is expected at 5% to 7%, while
CIRS is expected to deliver approximately 2% incremental inorganic
revenue growth. Foreign exchange rates are expected to result in a
negative (approximately 1.5%) impact to reported adjusted revenue
growth. The guidance for organic growth excludes the impact of
foreign exchange and acquisitions.
Other modelling and guidance assumptions include:
- Euro to U.S. Dollar foreign exchange conversion rate of
1.13
- Approximately $11.5 million of incremental public company
general and administrative costs
- Depreciation of approximately $30 million, including a step-up
from purchase accounting of approximately $6 million
- Net interest expense of approximately $35 million
(approximately $32 million of cash interest)
- Capital expenditures of approximately $32 million
- Effective tax rate of between 24% and 26%
- Approximately 181 million shares of Class A common stock
outstanding (excludes 8.6 million shares of Class B common stock,
27.2 million warrants, 18.8 million founder shares, subject to
vesting, 1.0 million restricted stock units, 0.2 million
performance stock units and a further 18.7 million shares reserved
for future equity awards)
Forward-looking non-GAAP financial measures are presented on a
non-GAAP basis without reconciliations of such forward-looking
non-GAAP measures due to the inherent difficulty in projecting and
quantifying the various adjusting items necessary for such
reconciliations, such as stock-based compensation expense,
amortization and depreciation expense and purchase accounting
adjustments, that have not yet occurred, are out of Mirion’s
control, or cannot be reasonably predicted. Accordingly, a
reconciliation for our guidance for organic adjusted revenue
growth, Adjusted EBITDA, Adjusted EPS and Adjusted Free Cash Flow
is not available without unreasonable effort.
Mirion Technologies (TopCo), Ltd.'s ("Mirion TopCo") most recent
fiscal year ended June 30, 2021 before the business combination
(the "Business Combination") with GS Acquisition Holdings Corp II
("GSAH"). Mirion adopted a calendar year fiscal year in connection
with the closing of the Business Combination.
Conference Call
Mirion will host a conference call today, February 23, 2022 at
10:00 a.m. ET to discuss its financial results. Participants may
access the call by dialing 1-877-407-9208 or 1-201-493-6784, and
requesting to join the Mirion Technologies, Inc. earnings call. A
live webcast will also be available at
https://ir.mirion.com/news-events.
A telephonic replay will be available shortly after the
conclusion of the call and until March 9, 2022. Participants may
access the replay at 1-844-512-2921, international callers may use
1-412-317-6671, and enter access code 13726870. An archived replay
of the call and an accompanying presentation will also be available
on the Investors section of the Mirion website at
https://ir.mirion.com/.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 21E of the Securities Exchange Act of 1934,
as amended. Words such as “anticipate,” “believe,” “continue,”
“could,” “estimate”, “expect”, “hope”, “intend”, “may”, “might”,
“should”, “would”, “will”, “understand” and similar words are
intended to identify forward looking statements. These
forward-looking statements include but are not limited to,
statements regarding our future growth prospects, future financial
and operating performance, including our financial guidance and
outlook for the twelve months ending December 31, 2022, our order
book and backlog, our growth strategy and positioning, market
trends, actions with respect to our suppliers and pricing, any
future mergers and acquisitions, our future share capitalization
and any exercise, exchange or other settlement of our outstanding
warrants and other securities. There are a significant number of
factors that could cause actual results to differ materially from
statements made in this press release, including changes in
domestic and foreign business, market, economic, financial,
political and legal conditions; risks related to the continued
growth of our end markets; our ability to win new customers and
retain existing customers; our ability to realize sales expected
from our backlog of orders and contracts; risks related to
governmental contracts; our ability to mitigate risks associated
with long-term fixed price contracts, including risks related to
inflation; risks related to information technology disruption or
security; risks related to the implementation and enhancement of
information systems; our ability to manage our supply chain or
difficulties with third-party manufacturers; risks related to
competition; our ability to manage disruptions of, or changes in,
our independent sales representatives, distributors and original
equipment manufacturers; our ability to realize the expected
benefit from any synergies from acquisitions or internal
restructuring and improvement efforts; our ability to issue equity
or equity-linked securities in the future; risks related to
changes in tax law and ongoing tax audits; risks related to future
legislation and regulation both in the United States and abroad;
risks related to the costs or liabilities associated with product
liability claims; our ability to attract, train and retain key
members of its leadership team and other qualified personnel; risks
related to the adequacy of our insurance coverage; our ability to
benefit from future acquisitions; including our ability to realize
the value of goodwill and intangible assets; risks related to the
global scope of our operations, including operations in
international and emerging markets; risks related to our exposure
to fluctuations in foreign currency exchange rates; our ability to
comply with various laws and regulations and the costs associated
with legal compliance; risks related to the outcome of any
litigation, government and regulatory proceedings, investigations
and inquiries; risks related to our ability to protect or enforce
our proprietary rights on which our business depends or third-party
intellectual property infringement claims; liabilities associated
with environmental, health and safety matters; our ability to
predict our future operational results; risks associated with our
limited history of operating as an independent company; the impact
of the global COVID-19 pandemic, including the availability,
acceptance and efficacy of vaccinations and laws and regulations
with respect to vaccinations, on our projected results of
operations, financial performance or other financial metrics, or on
any of the foregoing risks. Further information on risks,
uncertainties and other factors that could affect our financial
results are included in the filings we make with the Securities and
Exchange Commission (the “SEC”) from time to time, including our
Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q and
other periodic reports filed or to be filed with the SEC.
You should not rely on these forward-looking statements, as
actual outcomes and results may differ materially from those
contemplated by these forward- looking statements as a result of
such risks and uncertainties. All forward-looking statements in
this press release are based on information available to us as of
the date hereof, and we do not assume any obligation to update the
forward-looking statements provided to reflect events that occur or
circumstances that exist after the date on which they were
made.
Use of Non-GAAP Financial Information
We believe that the presentation of non-GAAP financial
information provides important supplemental information to
management and investors regarding financial and business trends
relating to our financial condition and results of operations. For
further information regarding these non-GAAP measures, including
the reconciliation of these non-GAAP financial measures to their
most directly comparable GAAP financial measures, please refer to
the financial tables below, as well as the “Reconciliation of
Non-GAAP Financial Measures” section of this press release.
About Mirion
Mirion Technologies is a leading provider of detection,
measurement, analysis and monitoring solutions to the nuclear,
defense, medical and research end markets. The organization aims to
harness its unrivaled knowledge of ionizing radiation for the
greater good of humanity. Headquartered in Atlanta (GA – USA),
Mirion employs around 2,600 people and operates in 13 countries.
For more information, and for the latest news and content from
Mirion, visit ir.mirion.com.
Basis of Presentation
As a result of the Business Combination, the Company’s financial
statement presentation distinguishes Mirion TopCo as the
“Predecessor” until the closing date of the Business Combination,
October 20, 2021 (the “Closing Date”). Mirion, which includes the
combination of Mirion TopCo and GSAH subsequent to the Business
Combination, is the “Successor” for periods starting from the
Closing Date. As a result of the application of the acquisition
method of accounting in the Successor period, the financial
statements for the Successor period are presented on a full step-up
basis as a result of the Business Combination, and are therefore
not comparable to the financial statements of the Predecessor
period that are not presented on the same full step-up basis due to
the Business Combination.
Mirion Technologies,
Inc.
Unaudited Consolidated Balance
Sheets
(In millions, except share
data)
Successor
Predecessor
December 31,
2021
June 30, 2021
June 30, 2020
ASSETS
Current assets:
Cash and cash equivalents
$
84.0
$
101.1
$
118.4
Restricted cash
0.6
0.8
1.1
Accounts receivable, net of allowance for
doubtful accounts
157.4
133.3
97.3
Costs in excess of billings on uncompleted
contracts
56.3
57.2
59.5
Inventories
123.6
113.2
90.2
Deferred cost of revenue
0.6
0.3
6.5
Prepaid expenses and other currents
assets
30.9
28.0
16.7
Total current assets
453.4
433.9
389.7
Property, plant, and equipment, net
124.0
88.8
75.2
Operating ROU assets
45.7
—
—
Goodwill
1,662.6
681.5
522.6
Intangible assets, net
806.9
326.3
248.3
Restricted cash
0.7
0.5
0.5
Other assets
24.7
16.2
7.5
Total assets
$
3,118.0
$
1,547.2
$
1,243.8
LIABILITIES AND STOCKHOLDERS’ EQUITY
(DEFICIT)
Current liabilities:
Accounts payable
$
59.4
$
47.1
$
38.7
Deferred contract revenue
73.0
50.4
39.6
Notes payable to third-parties,
current
3.9
6.4
41.1
Operating lease liability, current
9.3
—
—
Accrued expenses and other current
liabilities
75.4
84.3
64.1
Total current liabilities
221.0
188.2
183.5
Notes payable to related parties,
non-current
—
1,170.5
987.1
Notes payable to third-parties,
non-current
806.8
885.7
669.8
Warrant liabilities
68.1
—
—
Interest accrued on notes payable to
related parties
—
64.8
56.4
Operating lease liability, non-current
40.6
—
—
Deferred income taxes and other
liabilities
197.5
77.5
63.5
Total liabilities
1,334.0
2,386.7
1,960.3
Commitments and contingencies (Note 9)
Stockholders’ equity (deficit):
Class A common stock (Successor); $— par
value, 500,000,000 shares authorized; 199,523,292 issued and
outstanding at December 31, 2021
—
—
—
Class B common stock (Successor); $— par
value, 100,000,000 shares authorized; 8,560,540 issued and
outstanding at December 31, 2021
—
—
—
A Ordinary shares, $0.01 nominal value,
3,000,000 shares authorized, 1,483,795 issued and outstanding at
June 30, 2021 and June 30, 2020
—
—
—
B Ordinary shares, $0.01 nominal value
,7,000,000 shares authorized, 5,353,970 issued and outstanding at
both June 30, 2021 and June 30, 2020
—
0.1
0.1
Additional paid-in capital
1,845.5
9.5
9.5
Receivable from Employees for purchase of
Ordinary Shares
—
(2.4
)
(2.7
)
Accumulated deficit
(131.6
)
(888.0
)
(729.7
)
Accumulated other comprehensive income
(20.7
)
39.2
4.1
Mirion Technologies, Inc. (Successor) and
Mirion Technologies (TopCo), Ltd. (Predecessor) stockholders’
deficit
1,693.2
(841.6
)
(718.7
)
Noncontrolling interests
90.8
2.1
2.2
Total stockholders’ equity (deficit)
1,784.0
(839.5
)
(716.5
)
Total liabilities and stockholders’ equity
(deficit)
$
3,118.0
$
1,547.2
$
1,243.8
Mirion Technologies,
Inc.
Unaudited Consolidated Statements
of Operations
(In millions, except per share
data)
Successor
Predecessor
From October 20,
2021 through December 31, 2021
From July 1, 2021 through
October 19, 2021
Fiscal Year Ended June 30,
2021
Fiscal Year Ended June 30,
2020
Fiscal Year Ended June 30,
2019
Revenues:
Product
$
120.9
$
123.4
$
459.3
$
353.0
$
325.7
Service
33.2
44.6
152.3
125.2
114.4
Total revenues
154.1
168.0
611.6
478.2
440.1
Cost of revenues:
Product
83.1
74.0
284.1
216.8
190.7
Service
17.1
23.7
75.7
64.4
61.2
Total cost of revenues
100.2
97.7
359.8
281.2
251.9
Gross profit
53.9
70.3
251.8
197.0
188.2
Operating expenses:
Selling, general and administrative
70.1
101.6
211.2
158.1
145.4
Research and development
6.7
10.3
29.4
15.9
14.0
Total operating expenses
76.8
111.9
240.6
174.0
159.4
Income from operations
(22.9
)
(41.6
)
11.2
23.0
28.8
Other expense (income):
Third party interest expense
6.2
12.5
41.0
41.5
47.7
Related party interest expense
—
40.3
122.2
107.7
95.8
Loss on debt extinguishment
—
15.9
—
—
12.8
Foreign currency loss (gain), net
1.6
(0.6
)
13.4
(0.6
)
(3.2
)
Change in fair value of warrant
liabilities
(1.2
)
—
—
—
—
Other (income) expense, net
0.3
1.6
(1.1
)
(1.0
)
1.9
Loss before benefit from income taxes
(29.8
)
(111.3
)
(164.3
)
(124.6
)
(126.2
)
Benefit from income taxes
(6.8
)
(5.6
)
(5.9
)
(5.5
)
(4.2
)
Net loss
(23.0
)
(105.7
)
(158.4
)
(119.1
)
(122.0
)
Loss attributable to noncontrolling
interests
(0.8
)
—
(0.1
)
—
—
Net loss attributable to Mirion
Technologies, Inc. (Successor) / Mirion Technologies (TopCo), Ltd.
(Predecessor) stockholders
$
(22.2
)
$
(105.7
)
$
(158.3
)
$
(119.1
)
$
(122.0
)
Net loss per common share attributable to
Mirion Technologies, Inc. (Successor) / Mirion Technologies
(TopCo), Ltd. (Predecessor) stockholders — basic
$
(0.12
)
$
(15.81
)
$
(24.18
)
$
(18.45
)
$
(19.36
)
Weighted average common shares outstanding
— basic and diluted
180.773
6.685
6.549
6.453
6.300
Mirion Technologies,
Inc.
Unaudited Consolidated Statements
of Cash Flows
(In millions)
Successor
Predecessor
Period from October 20,
2021 through December 31, 2021
From July 1, 2021 through
October 19, 2021
Fiscal Year Ended June
30, 2021
Fiscal Year Ended June
30, 2020
Fiscal Year Ended June
30, 2019
OPERATING ACTIVITIES:
Net loss
$
(23.0
)
$
(105.7
)
$
(158.4
)
$
(119.1
)
$
(122.0
)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Accrual of in-kind interest on notes
payable to related parties
—
40.2
121.2
107.7
95.6
Depreciation and amortization expense
37.3
25.9
83.6
68.4
69.5
Share-based compensation expense
5.3
9.3
—
0.2
0.1
Loss on debt extinguishment
—
15.9
—
—
12.8
Amortization of debt issuance costs
0.7
1.1
3.2
2.6
3.6
Provision for doubtful accounts
(0.8
)
0.3
2.1
0.6
0.5
Inventory obsolescence write down
0.3
—
0.7
1.9
—
Change in deferred income taxes
(11.2
)
(8.4
)
(16.6
)
(15.5
)
(16.1
)
(Gain) loss on disposal of property, plant
and equipment
0.8
1.6
(0.1
)
0.4
1.2
Loss (gain) on foreign currency
transactions
1.6
(0.6
)
13.4
(1.7
)
2.7
Change in fair values of warrant
liabilities
(1.2
)
—
—
—
—
Amortization of deferred revenue
step-down
2.3
4.5
8.0
0.2
—
Amortization of inventory step-up
15.8
—
5.2
1.6
0.1
Other
(0.1
)
—
1.4
(0.9
)
(0.1
)
Changes in operating assets and
liabilities:
Accounts receivable
(42.5
)
18.2
(4.2
)
3.8
10.6
Costs in excess of billings on uncompleted
contracts
6.3
(5.7
)
(3.8
)
(2.9
)
(8.1
)
Inventories
5.1
(10.2
)
(4.2
)
2.7
(7.9
)
Deferred cost of revenue
(0.3
)
(0.4
)
6.6
(3.5
)
(0.2
)
Prepaid expenses and other current
assets
(2.5
)
2.6
(10.1
)
(1.6
)
1.4
Accounts payable
(8.9
)
19.2
2.6
(2.5
)
(2.7
)
Accrued expenses and other current
liabilities
(8.4
)
0.4
(2.2
)
7.3
(13.1
)
Deferred contract revenue
10.6
4.5
(2.8
)
(1.9
)
(8.4
)
Other assets
(6.1
)
(2.2
)
0.5
0.2
0.5
Other liabilities
6.7
2.6
7.5
(8.5
)
(5.3
)
Net cash provided by operating
activities
(12.2
)
13.1
53.6
39.5
14.7
INVESTING ACTIVITIES:
Acquisition of Mirion Topco, net of cash
and cash equivalents acquired
$
(2,124.8
)
—
—
—
—
Acquisitions of businesses, net of cash
and cash equivalents acquired
(58.6
)
(0.9
)
(290.1
)
(55.7
)
(9.1
)
Purchases of property, plant, and
equipment and badges
(6.0
)
(11.6
)
(23.2
)
(19.9
)
(16.5
)
Net cash used in investing activities
(2,189.4
)
(12.5
)
(313.3
)
(75.6
)
(25.6
)
FINANCING ACTIVITIES:
Issuances of common stock
$
900.0
—
—
—
—
Common stock issuance costs
(13.3
)
—
—
—
—
Transaction fees reimbursed by Sellers
18.7
—
—
—
—
Payment of deferred underwriting costs
(26.3
)
—
—
—
—
SPAC share redemption
(146.3
)
—
—
—
—
Borrowings from notes payable to
third-parties, net of discount and issuance costs
807.3
1.9
218.8
98.8
596.8
Principal repayments
(1.7
)
(2.4
)
(14.8
)
(13.4
)
(560.2
)
Deferred finance costs
(0.9
)
—
—
—
(8.1
)
Borrowings from notes payable – related
parties
—
—
70.0
—
—
Borrowing on revolving term loan
—
—
—
80.0
—
Payment on revolving term loan
—
—
(35.0
)
(45.0
)
(13.0
)
Payment of contingent considerations
—
—
—
(2.0
)
—
Contribution from noncontrolling
interests
—
—
—
—
0.1
Distributions to noncontrolling
interests
—
—
—
(0.4
)
(0.1
)
Other financing
0.2
1.5
—
0.9
(0.5
)
Net cash provided by financing
activities
1,537.7
1.0
239.0
118.9
15.0
Effect of exchange rate changes on cash,
cash equivalents, and restricted cash
(1.0
)
(0.9
)
3.1
(0.4
)
(2.4
)
Net (decrease) increase in cash, cash
equivalents, and restricted cash
(664.9
)
0.7
(17.6
)
82.4
1.7
Cash, cash equivalents, and restricted
cash at beginning of period
750.2
102.4
120.0
37.6
35.9
Cash, cash equivalents, and restricted
cash at end of period
$
85.3
$
103.1
$
102.4
$
120.0
$
37.6
Share Count
Consists of 180,773,292 shares of Class A common stock and
8,560,540 shares of Class B common stock outstanding as of December
31, 2021. Excludes (1) 18,750,000 founder shares which are shares
of Class A common stock subject to vesting in three equal tranches,
based on the volume-weighted average price of our Class A common
stock being greater than or equal to $12.00, $14.00 and $16.00 per
share for any 20 trading days in any 30 consecutive trading day
period, and such shares will be forfeited to us if they fail to
vest within five years after October 20, 2021; (2) 27,249,979
shares of Class A common stock issuable upon the exercise of
8,500,000 private placement warrants and 18,749,979 publicly-traded
warrants; and (3) any shares issuable from awards under our 2021
Omnibus Incentive Plan, which had 19,952,329 shares reserved
(subject to annual automatic increases). The 8,560,540 shares of
Class B common stock are paired on a one-for-one basis with shares
of Class B common stock of Mirion Intermediate Co., Inc. (the
"paired interests"). Holders of the paired interests have the right
to have their interests redeemed for, at the option of Mirion,
shares of Class A common stock on a one-for-one basis or cash based
on a trailing stock price average.
Reconciliation of Non-GAAP Financial Measures
In addition to our results determined in accordance with GAAP,
we believe the following non-GAAP measures are useful in evaluating
our operating performance. We use the following non-GAAP financial
information to evaluate our ongoing operations and for internal
planning and forecasting purposes. We believe that non-GAAP
financial information, when taken collectively, may be helpful to
investors because it provides consistency and comparability with
past financial performance. However, non-GAAP financial information
is presented for supplemental informational purposes only, has
limitations as an analytical tool, and should not be considered in
isolation or as a substitute for financial information presented in
accordance with GAAP. Other companies, including companies in our
industry, may calculate similarly titled non-GAAP measures
differently or may use other measures to evaluate their
performance, all of which could reduce the usefulness of our
non-GAAP financial measures as tools for comparison.
Investors are encouraged to review the related GAAP financial
measures and the reconciliation of these non-GAAP financial
measures to their most directly comparable GAAP financial measures
and not rely on any single financial measure to evaluate our
business.
Adjusted Revenues is defined as GAAP revenues adjusted to
remove the impact of purchase accounting on the recognition of
deferred revenue.
Adjusted EBITDA is defined as net income before interest
expense, income tax expense, depreciation and amortization adjusted
to remove the impact of foreign currency gains and losses,
amortization of acquired intangible assets, the impact of purchase
accounting on the recognition of deferred revenue, changes in the
fair value of warrants, certain non-operating expenses (certain
purchase accounting impacts related to revenues and inventory,
restructuring and costs to achieve operational synergies, merger
and acquisition expenses and IT project implementation expenses),
stock-based compensation expense, debt extinguishment and income
tax impacts of these adjustments.
Adjusted Net Income is defined as GAAP net income
adjusted for foreign currency gains and losses, amortization of
acquired intangible assets, the impact of purchase accounting on
the recognition of deferred revenue, changes in the fair value of
warrants, certain non-operating expenses (certain purchase
accounting impacts related to revenues and inventory, restructuring
and costs to achieve operational synergies, merger and acquisition
expenses and IT project implementation expenses), stock-based
compensation expense, debt extinguishment and income tax impacts of
these adjustments.
Adjusted EPS is defined as adjusted net income divided by
weighted average common shares outstanding — basic and diluted.
Adjusted Free Cash Flow is defined as free cash flow
adjusted to include the impact of cash used to fund non-operating
expenses. We believe that the inclusion of supplementary
adjustments to Free cash flow applied in presenting Adjusted free
cash flow is appropriate to provide additional information to
investors about our cash flows that management utilizes on an
ongoing basis to assess our ability to generate cash for use in
acquisitions and other investing and financing activities.
Free Cash Flow is defined as U.S. GAAP net cash provided
by operating activities adjusted to include the impact of purchases
of property, plant, and equipment and purchases of badges.
The following tables present a reconciliation of certain
non-GAAP financial measures for the applicable periods.
Mirion Technologies,
Inc.
Reconciliation of Adjusted
Revenue & Adjusted EBITDA
(In millions)
a
b
c
d = b - c
e = a + d
October 21 to December 31,
2021
July 1 Through October 19,
2021
July 1 Through September 30,
2021
October 1 to October 19,
2021
Q4 2021 (non-GAAP)
Q4 2020
Successor
Predecessor
Predecessor
Predecessor
Combined (Successor and
Predecessor)
Predecessor
Revenue
$
154.1
$
168.0
$
144.3
$
23.7
$
177.8
$
150.8
Deferred revenue purchase accounting
adjustment
2.3
4.5
3.7
0.8
3.1
—
Adjusted Revenue
$
156.4
$
172.5
$
148.0
$
24.5
$
180.9
$
150.8
Income (loss) from operations
$
(22.9
)
$
(41.6
)
$
(8.9
)
$
(32.7
)
n.m.
$
10.8
Amortization
32.0
19.7
16.1
3.6
n.m.
13.5
Depreciation
5.3
6.2
5.1
1.1
n.m.
4.7
Revenue reduction from purchase
accounting
2.3
4.5
3.7
0.8
n.m.
—
Stock compensation
5.3
9.3
—
9.3
n.m.
0.1
Cost of revenue impact from inventory
valuation purchase accounting
15.8
—
—
—
n.m.
0.5
Non-operating expenses
6.6
33.5
15.0
18.5
n.m.
8.4
Other Income / Expense
0.1
(0.4
)
(0.1
)
(0.3
)
n.m.
0.3
Adjusted EBITDA
$
44.5
$
31.2
$
30.9
$
0.3
$
44.8
$
38.3
Income from operations as % of revenue
(14.9
)%
(24.8
)%
(6.2
)%
(138.0
)%
n.m.
7.2
%
Adjusted EBITDA as % of adjusted
revenue
28.5
%
18.1
%
20.9
%
1.2
%
24.8
%
25.4
%
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220222006243/en/
For investor inquiries: Jerry Estes ir@mirion.com For
media inquiries: Matthew Maddox mmaddox@mirion.com
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