PRM Filings — Perimeter Solutions, Inc. - FilingSpy
PRM
Perimeter Solutions, Inc.
A maker of wildfire-fighting chemicals and specialty products, Perimeter Solutions supplies the PHOS-CHEK and FIRE-TROL retardants dropped from air tankers to slow blazes, plus phosphorus-based lubricant additives and machinery for medical device manufacturing. The company took its current form in 2018 when private investor SK Capital bought these businesses from Israel Chemicals, though the PHOS-CHEK brand dates to a 1960s Monsanto invention first approved by the U.S. Forest Service in 1963 — its name combines the phosphate chemistry with its job to "check" the spread of fire.
A $266.3M non-cash advisory fee charge drove a $181.6M net loss, even as revenue rose 31% to $213.8M on acquisitions.
The founder advisory fee charge returned with force, wiping out . rose 31% to $213.8 million, driven almost entirely by recently acquired businesses, but a $266.3 million tied to the company's rising share price pushed the operating loss to $203.0 million and net loss to $181.6 million. The company is now larger and more indebted, but its reported earnings remain hostage to its stock price.
Key takeaways
A $266.3 million from the increase in of founder advisory fees — triggered by a rise in the company's share price — widened the operating loss to $203.0 million from a $26.2 million loss a year ago, and drove a $181.6 million net loss.
rose 31% to $213.8 million, with Specialty Products contributing $42.4 million of the increase, primarily from recently acquired businesses, while Fire Safety added $8.8 million on higher retardant and suppressant sales.
Section summaries
Management's Discussion and Analysis
Q2 FY2026 net sales rose 31% to $213.8M driven by acquisitions, while a $266.3M non-cash advisory fee charge drove a $181.6M net loss.
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Consolidated increased 31% to $213.8M, with Fire Safety up $8.8M on higher retardant and suppressant sales and Specialty Products up $42.4M primarily from recently acquired businesses.
grew 16% to $117.9M, but operating loss widened to $203.0M mainly due to a $266.3M non-cash charge from the increase in fair value of founder advisory fees tied to the stock price rise.
grew 16% to $117.9 million, but contracted 7.3 percentage points to 55.1%, as the cost of goods sold from newly acquired, lower-margin businesses grew faster than .
nearly doubled to $19.6 million, reflecting the higher average debt load from the $550 million of 6.250% issued in January 2026 to fund the MMT acquisition.
Cash used in operations was $89.6 million for the first half of fiscal 2026, driven by the net loss and $166.9 million in net operating asset investments; cash and equivalents ended the quarter at $82.8 million, down 41% .
The company completed the $120 million acquisition of Monaco Enterprises in July 2026, after the quarter ended, and had $100 million remaining under its authorization, though no shares were repurchased in Q2.
What changed
The Q1 FY2026 watch item on whether the MMT acquisition would generate that justifies the $550 million debt issuance is now partially answered: Specialty Products revenue rose $42.4 million, primarily from acquisitions, but the 's lower contributed to a 7.3-point contraction in consolidated gross margin, and nearly doubled to $19.6 million.
The Q1 FY2026 watch item on whether Fire Safety retardant sales would recover from a $5.1 million decline is resolved: Fire Safety rose $8.8 million in Q2, with management citing higher retardant and suppressant sales, indicating the Q1 decline was seasonal rather than a lasting demand shift.
The FY2025 watch item on whether the Sauget, Illinois tolling facility downtime would be resolved and Specialty Products base business would return to remains open: the filing does not report a resolution, and the $42.4 million Specialty Products increase came primarily from acquisitions, suggesting the base business may still be under pressure.
The FY2025 watch item on whether Fire Safety could sustain a third year above $480 million is tracking favorably: Q2 Fire Safety revenue of $162.6 million a year ago rose to an implied $171.4 million this quarter, putting the on a trajectory consistent with another strong fire season.
What to watch
Whether the $120 million Monaco Enterprises acquisition, completed in July 2026, adds to the integration complexity and debt burden already introduced by the MMT acquisition, and whether it contributes meaningfully to and cash flow in the second half.
Whether returns to positive territory in the second half of FY2026, after the $89.6 million outflow in the first half, given the new debt service requirements and the needs of the acquired businesses.
Whether the Specialty Products base business — excluding acquisitions — returns to , or if the unplanned downtime at the Sauget facility continues to mask underlying demand trends behind acquisition-driven .
The trajectory of the company's share price, which directly drives the non-cash founder advisory fee and will continue to cause swings in reported and , particularly as the company's has grown with the acquisitions.
Fire Safety rose slightly to $78.8M as cost controls and fixed-cost offset growth, while Specialty Products Segment Adjusted EBITDA nearly doubled to $26.8M due to acquisitions.
, net nearly doubled to $19.6M due to higher average debt from the $550M 2034 Notes issued in January 2026 to fund the MMT acquisition.
Cash used in operations was $89.6M for the six months, driven by a net loss and $166.9M in operating asset investments; liquidity remains supported by $82.8M in cash and an undrawn $200M .
The company completed the $120M acquisition of Monaco Enterprises in July 2026 and has $100M remaining under its authorization, though no shares were repurchased in Q2.
Quantitative and Qualitative Disclosures About Market Risk
The company faces FX, interest-rate, and commodity-price risks but does not engage in significant hedging; limited arrangements are immaterial.
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Foreign currency exposure arises from non-functional-currency sales, purchases, plant operations, and intercompany balances, primarily in EUR, CAD, NOK, and AUD.
A weaker U.S. dollar could require additional cash to settle operating, administrative, and tax liabilities denominated in foreign currencies.
Interest rate risk on variable-rate debt affects future earnings and cash flows; the Amended and Restated had zero borrowings outstanding at June 30, 2026.
The 6.50% Preferred Stock carries a mandatory redemption feature and a penalty that resets to the rate plus 10.00% if not timely redeemed.
Commodity price risk stems from a potential mismatch between market-based supply costs and fixed quarterly or annual sales prices, which can compress margins when supply prices rise.
We are involved in various claims, actions, and legal proceedings arising in the ordinary course of business, including matters related to the aqueous film forming (AFFF) foam litigation consolidated in the District of South Carolina multi-district litigation and other similar m…
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We are involved in various claims, actions, and legal proceedings arising in the ordinary course of business, including matters related to the aqueous film forming (AFFF) foam litigation consolidated in the District of South Carolina multi-district litigation and other similar matters pending in other jurisdictions in the United States. We do not believe that such claims, actions, and legal proceedings will have a material adverse effect on our results of operations or financial position.