Exhibit 99.1
Perimeter Solutions Reports Second Quarter 2022 Financial Results
August 5, 2022
Net sales increased 31% year-to-date, with solid growth in both the Fire Safety and Specialty Products businesses
Adjusted EBITDA increased 39% year-to-date, with solid growth in both businesses
Oil Additives renamed Specialty Products to better reflect the business's current and expanding applications and end-markets
Clayton, Missouri, August 5, 2022 – Perimeter Solutions, SA (NYSE: PRM) (“Perimeter” or the “Company”), a leading provider of mission-critical firefighting products and services, as well as specialty products used in several end markets, today reported financial results for its second quarter ended June 30, 2022.
Year-to-Date 2022 Results
Net sales increased 31% to $158.7 million during the year-to-date period, as compared to $121.0 million in the prior-year period.
Fire Safety sales increased 31% to $85.0 million, as compared to $64.8 million in the prior year.
Specialty Products sales increased 31% to $73.7 million, as compared to $56.2 million in the prior year.
Net income during the year-to-date period was $45.0 million, or $0.26 per diluted share, an increase of $67.4 million from a net loss of $22.4 million, or $0.42 per diluted share, for the same period of 2021.
Adjusted EBITDA increased 39% to $47.7 million during the year-to-date period, as compared to $34.3 million in the prior-year period.
Fire Safety Adjusted EBITDA increased 11% to $20.9 million, as compared to $18.8 million in the prior year.
Specialty Products Adjusted EBITDA increased 74% to $26.8 million, as compared to $15.4 million in the prior year.
Second Quarter 2022 Results
Net sales increased 16% to $101.0 million in the second quarter, as compared to $87.1 million in the prior-year quarter.
Fire Safety sales increased 16% to $66.6 million, as compared to $57.2 million in the prior year.
Specialty Products sales increased 15% to $34.4 million, as compared to $30.0 million in the prior year.
Net income during the second quarter was $7.2 million, or $0.04 per diluted share, an increase of $11.0 million from a net loss of $3.8 million, or $0.07 per diluted share, for the same period of 2021.
Adjusted EBITDA increased 15% to $35.7 million in the second quarter, as compared to $31.1 million in the prior-year quarter.
Fire Safety Adjusted EBITDA increased 3% to $24.2 million, as compared to $23.5 million in the prior year.
Specialty Products Adjusted EBITDA increased 50% to $11.5 million, as compared to $7.7 million in the prior year.








Conference Call and Webcast
As previously announced, Perimeter Solutions management will hold a conference call at 8:30 a.m. ET on Friday, August 5, 2022 to discuss financial results for the second quarter 2022. The conference call can be accessed by dialing (877) 407-9764 (toll-free) or (201) 689-8551 (toll).
The conference call will also be webcast simultaneously on Perimeter's website (https://ir.perimeter-solutions.com/), accessed under the Investor Relations page. The webcast link will be made available on the Company's website prior to the start of the call; go to the investor relations page of our website to the News & Events menu and click on “Events & Presentations.”
A slide presentation will also be available for reference during the conference call; go to the investor relations page of our website to the News & Events menu and click on “Events & Presentations.”
Following the live webcast, a replay will be available on the Company's website. A telephonic replay will also be available approximately two hours after the call and can be accessed by dialing (877) 660-6853 (toll-free) or (201) 612-7415 (toll). The telephonic replay will be available until September 5, 2022.
About Perimeter Solutions
Perimeter Solutions is a leading global solutions provider, providing high-quality firefighting products and specialty products used in several end markets. The Company's business is organized and managed in two reporting segments: Fire Safety and Specialty Products, formerly Oil Additives.
The Fire Safety segment consists of formulating, manufacture and sale of fire retardants and firefighting foams that assist in combating various types of fires, including wildland, structural, flammable liquids and others. Our Fire Safety segment also offers specialized equipment and services, typically in conjunction with our fire management products, to support our customers' firefighting operations. Our specialized equipment includes airbase retardant storage, mixing, and delivery equipment; mobile retardant bases; retardant ground application units; mobile foam equipment; and equipment that we custom design and manufacture to meet specific customer needs. Our service network can meet the emergency resupply needs of over 150 air tanker bases in North America, as well as many other customer locations in North America and internationally. The segment is built on the premise of superior technology, exceptional responsiveness to our customers' needs, and a “never-fail” service network. The segment sells products to government agencies and commercial customers around the world.
In June 2022, the Oil Additives segment, which produces and sells Phosphorus Pentasulfide (“P2S5”), was renamed the Specialty Products segment to better reflect the current and expanding applications for P2S5 in several end markets and applications, including lubricant additives, various agricultural applications, various mining applications, and emerging electric battery technologies. Within the lubricant additive end market, currently our largest end market application, P2S5 is primarily used in the production of a family of compounds called Zinc Dialkyldithiophosphates (“ZDDP”), which is considered an essential component in the formulation of engine oils with its main function to provide anti-wear protection to engine components.
Forward-looking Information
This press release may contain “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods.
Any such forward-looking statements are not guarantees of performance or results, and involve risks, uncertainties (some of which are beyond the Company's control) and assumptions. Although Perimeter believes any forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect Perimeter's actual financial results and cause them to differ materially from those anticipated in any forward-looking statements, including the risk factors described from time to time by us in our filings with the Securities and Exchange Commission (“SEC”), including, but not limited to, the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 31, 2022. Shareholders, potential investors and other readers should consider these factors carefully in evaluating the forward-looking statements.
Any forward-looking statement made by Perimeter in this press release speaks only as of the date on which it is made. Perimeter undertakes no obligation to update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.







SOURCE: Perimeter Solutions, SA.
CONTACT:
ir@perimeter-solutions.com







PERIMETER SOLUTIONS, SA AND SUBSIDIARIES
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)
(in thousands, except share and per share data)
(Unaudited)
 SuccessorPredecessorSuccessorPredecessor
 Three Months Ended
June 30, 2022
Three Months Ended
June 30, 2021
Six Months Ended
June 30, 2022
Six Months Ended
June 30, 2021
 
Net sales$100,965 $87,121 $158,723 $121,046 
Cost of goods sold72,423 48,840 117,050 73,814 
Gross profit28,542 38,281 41,673 47,232 
Operating expenses:
Selling, general and administrative expense22,614 18,284 42,422 27,211 
Amortization expense13,802 13,293 27,657 26,542 
Founders advisory fees - related party(20,465)— (80,313)— 
Other operating expense260 441 456 753 
Total operating expenses16,211 32,018 (9,778)54,506 
Operating income (loss)12,331 6,263 51,451 (7,274)
Other expense (income):
Interest expense, net12,142 8,035 22,638 15,886 
(Gain) loss on contingent earn-out(9,398)2,763 (9,398)2,763 
Unrealized foreign currency loss (gain)3,156 (540)4,036 2,258 
Other (income) expense, net(200)(44)(35)(318)
Total other expense, net5,700 10,214 17,241 20,589 
Income (loss) before income taxes6,631 (3,951)34,210 (27,863)
Income tax benefit592 103 10,824 5,486 
Net income (loss)7,223 (3,848)45,034 (22,377)
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustments(16,371)562 (16,245)(404)
Total comprehensive (loss) income$(9,148)$(3,286)$28,789 $(22,781)
Earnings (loss) per share:
Basic$0.04 $(0.07)$0.28 $(0.42)
Diluted$0.04 $(0.07)$0.26 $(0.42)
Weighted average number of ordinary shares outstanding:
Basic162,917,478 53,045,510 161,591,704 53,045,510 
Diluted177,059,844 53,045,510 175,734,070 53,045,510 







PERIMETER SOLUTIONS, SA AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
 June 30, 2022December 31, 2021
Assets(Unaudited)
Current assets:
Cash and cash equivalents$125,502 $225,554 
Accounts receivable, net68,458 24,319 
Inventories123,065 110,087 
Income tax receivable25,608 816 
Prepaid expenses and other current assets6,763 14,161 
Total current assets349,396 374,937 
Property, plant, and equipment, net59,155 62,247 
Goodwill1,031,219 1,041,325 
Customer lists, net 730,339 753,459 
Technology and patents, net239,043 247,368 
Tradenames, net96,960 100,005 
Other assets, net1,992 2,219 
Total assets$2,508,104 $2,581,560 
Liabilities and Shareholders Equity
Current liabilities:
Accounts payable$42,967 $27,469 
Accrued expenses and other current liabilities22,876 19,025 
Founders advisory fees payable - related party27,116 53,547 
Deferred revenue5,387 445 
Total current liabilities98,346 100,486 
Long-term debt664,696 664,128 
Deferred income taxes304,993 298,633 
Founders advisory fees payable - related party 191,031 312,242 
Redeemable preferred shares99,312 96,867 
Redeemable preferred shares - related party3,215 3,699 
Other non-current liabilities12,643 22,195 
Total liabilities1,374,236 1,498,250 
Commitments and contingencies
Shareholders' equity:
Ordinary shares, $1 nominal value per share; 4,000,000,000 shares authorized; 163,234,542 and 157,237,435 shares issued; 162,637,029 and 157,237,435 shares outstanding at June 30, 2022 and December 31, 2021, respectively
163,235 157,237 
Treasury shares, at cost; 597,513 shares at June 30, 2022 and no shares at December 31, 2021
(5,008)— 
Additional paid-in capital1,690,812 1,670,033 
Accumulated other comprehensive loss(23,380)(7,135)
Accumulated deficit(691,791)(736,825)
Total shareholders' equity1,133,868 1,083,310 
Total liabilities and shareholders' equity$2,508,104 $2,581,560 







PERIMETER SOLUTIONS, SA AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
SuccessorPredecessor
Six Months Ended
June 30, 2022
Six Months Ended
June 30, 2021
Cash flows from operating activities:
Net income (loss)$45,034 $(22,377)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Founders advisory fees - related party (change in accounting fair value)(80,313)— 
Depreciation and amortization expense33,086 30,381 
Interest and payment-in-kind on preferred shares3,268 — 
Share-based compensation12,465 — 
Deferred income taxes7,648 2,242 
Amortization of deferred financing costs793 1,621 
Amortization of acquisition related inventory step-up27,315 — 
(Gain) loss on contingent earn-out(9,398)2,763 
Unrealized loss on foreign currency4,036 2,258 
Loss on disposal of assets— 
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable(44,477)(37,994)
Inventories(41,431)(19,472)
Income tax receivable(24,778)(5,848)
Prepaid expenses and current other assets7,301 4,761 
Other assets— 229 
Accounts payable15,834 26,263 
Deferred revenue4,991 6,415 
Accrued expenses and other current liabilities2,789 (1,559)
Founders advisory fees - related party (cash settled)(53,547)— 
Other liabilities24 (199)
Net cash used in operating activities(89,351)(10,516)
Cash flows from investing activities:
Purchase of property and equipment(4,006)(3,507)
Purchase price adjustment under Business Combination Agreement(1,638)— 
Purchase of businesses, net of cash acquired— (6,264)
Net cash used in investing activities(5,644)(9,771)
Cash flows from financing activities:
Ordinary shares repurchased(5,008)— 
Proceeds from exercise of warrants529 — 
Proceeds from revolving credit facility— 7,500 
Repayments of revolving credit facility— (3,000)
Repayments of long-term debt— (2,808)
Net cash (used in) provided by financing activities(4,479)1,692 
Effect of foreign currency on cash and cash equivalents(578)158 
Net change in cash and cash equivalents(100,052)(18,437)
Cash and cash equivalents, beginning of period225,554 22,478 
Cash and cash equivalents, end of period$125,502 $4,041 
Supplemental disclosures of cash flow information:
Cash paid for interest$17,919 $14,266 
Cash paid for income taxes$6,572 $946 
Non-cash investing and financing activities:
Liability portion of founders advisory fees - related party reclassified to additional paid in capital$13,783 $— 









Non-GAAP Financial Metrics
Adjusted EBITDA
The computation of adjusted EBITDA is defined as net income plus income tax expense, net interest and other financing expenses, and depreciation and amortization, adjusted on a consistent basis for certain non-recurring, unusual or non-operational items in a balanced manner. These items include (i) expenses related to the Business Combination, (ii) founder advisory fee expenses, (iii) stock compensation expense, (iv) non-cash impact of purchase accounting on the cost of inventory sold, (v) contingent future payment related to an acquired business, (vi) management fees related to the services provided by SK Capital Partners IV-A, L.P. and SK Capital Partners IV-B, L.P (collectively, the “Sponsor”) when acting in a management capacity and (vii) unrealized foreign currency loss (gain). To supplement the Company's consolidated financial statements presented in accordance with U.S. GAAP, Perimeter is providing a summary to show the computations of adjusted EBITDA, which is a non-U.S.GAAP measure used by the Company's management and by external users of Perimeter’s financial statements, such as investors, commercial banks and others, to assess the Company's operating performance as compared to that of other companies, without regard to financing methods, capital structure or historical cost basis. Adjusted EBITDA should not be considered an alternative to net income (loss), operating income (loss), cash flows provided by (used in) operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP (in thousands).
SuccessorPredecessorSuccessorPredecessor
(Unaudited)Three Months Ended
June 30, 2022
Three Months Ended
June 30, 2021
Six Months Ended
June 30, 2022
Six Months Ended
June 30, 2021
Income (loss) before income taxes$6,631 $(3,951)$34,210 $(27,863)
Depreciation and amortization16,715 15,235 33,086 30,381 
Interest and financing expense12,142 8,040 22,638 15,891 
Founders advisory fees - related party(20,465)— (80,313)— 
Non-recurring expenses 1
2,144 8,660 3,620 8,950 
Share-based compensation expense6,741 — 12,465 — 
Non-cash purchase accounting impact 2
18,016 — 27,315 — 
(Gain) loss on contingent earn-out(9,398)2,763 (9,398)2,763 
Management fees 3
— 313 — 625 
Contingent future payments 4
— 625 — 1,250 
Unrealized foreign currency loss (gain)3,156 (540)4,036 2,258 
Adjusted EBITDA$35,682 $31,145 $47,659 $34,255 
Net sales$100,965 $87,121 $158,723 $121,046 
__________________

(1)Adjustment to reflect non-recurring professional fees and integration costs including expenses related to the business combination with Perimeter Solutions.
(2)Represents the non-cash impact of purchase accounting on the cost of inventory sold in connection with the business combination with Perimeter Solutions.. The inventory acquired received a purchase accounting step-up in basis, which is a non-cash adjustment to the cost.
(3)Adjustment to reflect fees pertaining to services provided by the Sponsor when acting in a management capacity on strategic and other non-operational matters which do not represent expenses incurred in the normal course of our operations. These fees did not continue following the closing of the business combination.
(4)Adjustment to reflect deferred consideration paid with respect to a 2019 acquisition.