Mirion Technologies (MIR) risk factors, FY2025 10-K

Mirion Technologies's FY2025 10-K, filed Feb 19, 2026, lists 181 risk factors. Against the prior year's 5: 181 new, 5 dropped.

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Risk factors listed
1811 groups
New this year
181vs 5 last year
Dropped
5since the prior 10-K
Substantially reworded
0of those kept
Section length
54k wordsItem 1A

What the changes say

  • 2025 added major acquisition and financing exposures, including Paragon, Certrec, $775 million of convertible notes and $400 million of new equity.

What changed since the prior 10-K

New

  • New

    We manage and report results of operations in two business segments: Nuclear & Safety and Medical

  • New

    Key Factors Affecting Our Performance

  • New

    Non-GAAP Financial Measures

  • New

    (1)Non-operating expenses relate to costs that are nonrecurring in nature in our operations and are further described below

  • New

    We manage and report our business in two business segments: Nuclear & Safety and Medical

  • New

    May 2025 Convertible Notes Offering

  • New

    June 2025 Term Loan Refinancing

  • New

    September 2025 Class A Common Stock Offering, September 2025 Convertible Notes Offering, and Agreement to Purchase Paragon Energy Solutions

  • New

    Nuclear & Safety segment revenues increased $53.5 million for the year ended December 31, 2025 compared with the year ended December 31, 2024 primarily due to current period acquisitions, foreign exchange fluctuations, organic volume growth, and price increases

  • New

    Cost of revenues was $486.8 million for the year ended December 31, 2025 and $461.1 million for the year ended December 31, 2024, which represents a $25.7 million increase period over period

  • New

    Selling, general and administrative (“SG&A”) expenses were $348.2 million for the year ended December 31, 2025 and $341.1 million for the year ended December 31, 2024, resulting in an increase of $7.1 million

  • New

    Our Medical segment incurred lower SG&A expenses of $10.7 million for the year ended December 31, 2025 compared to the previous period. The decrease was primarily driven by lower amortization expense related to intangible assets

  • New

    Foreign currency loss (gain), net

  • New

    Loss on debt extinguishment

  • New

    Change in fair value of warrant liabilities

  • New

    Income from operations as a % of revenues 16.4 % 14.1 %

  • New

    Income from operations as a % of revenues 15.1 % 7.4 %

  • New

    Corporate and other costs include costs associated with our corporate headquarters located in Georgia, as well as centralized global functions including Executive, Finance, Legal and Compliance, Human Resources, Technology, Strategy, and Marketing and other costs related to company-wide initiatives

  • New

    prior year (see Note 2, Business Combinations, Acquisitions, and Business Disposals, to the Consolidated Financial Statements included elsewhere in this Annual Report on Form 10-K)

  • New

    Cost of revenues was $461.1 million for the year ended December 31, 2024 and $444.5 million for the year ended December 31, 2023, which represents a $16.6 million increase period over period

  • New

    Selling, general and administrative (“SG&A”) expenses were $341.1 million for the year ended December 31, 2024 and $340.1 million for the year ended December 31, 2023, resulting in an increase of $1.0 million

  • New

    (Gain) loss on disposal of business

  • New

    Income (loss) from operations

  • New

    Foreign currency (gain) loss, net

  • New

    Income (loss) from operations as a % of revenues 7.4 % 4.6 %

  • New

    Nuclear & Safety segment revenues were $561.1 million for year ended December 31, 2024 and $516.4 million for the year ended December 31, 2023, representing an increase of $44.7 million. The increase is primarily driven from price increases and volume growth

  • New

    Our primary future cash needs relate to working capital, operating activities, capital spending, strategic investments, and debt service

  • New

    The interest rate was 5.78% and 6.85% as of December 31, 2025, and December 31, 2024, respectively. The Company repaid $244.6 million and zero for the period ended December 31, 2025, and the period ended December 31, 2024, respectively

  • New

    Convertible Senior Notes due 2030

  • New

    Convertible Senior Notes due 2031

  • New

    the outstanding 2031 Notes, at least $100.0 million aggregate principal amount of the 2031 Notes must be outstanding and not subject to redemption as of, and after giving effect to, delivery of the relevant redemption notice

  • New

    Total € 238.8 € 238.8 $ (32.4) $ 15.2 $ (10.4)

  • New

    Net Cash Provided by Operating Activities

  • New

    Net Cash Used in Investing Activities

  • New

    Net Cash Provided by (Used in) Financing Activities

  • New

    Net Cash (Used in) Provided by Financing Activities

  • New

    Critical Accounting Policies and Estimates

  • New

    Goodwill represents the excess of the purchase price paid over the estimated fair value of the net assets acquired and liabilities assumed in the acquisition of a business

  • New

    Intangible assets relate to the value associated with our developed technology, customer relationships, remaining performance obligations, and trade names at the time of acquisition through business combinations

  • New

    Assurance-type warranties guarantee that a product complies with agreed-upon specifications and accordingly are not separate performance obligations. A provision for the cost of fulfilling these warranties is recognized in the period during which the associated revenue is recognized

  • New

    Service revenues (service-type warranty, post contract support, installation, and subscription-based services) are recognized over time as the customers receive and consume benefits of such services simultaneously

  • New

    Contract Balances, Deferred Revenue and Customer Deposits

  • New

    Remaining Performance Obligations

  • New

    Accounting for Income Taxes

  • NewMarket risk

    Foreign currency exchange rate risk

  • NewMarket risk

    Opinion on the Financial Statements

  • NewMarket risk

    Critical Audit Matter Description

  • NewMarket risk

    How the Critical Audit Matter Was Addressed in the Audit

  • NewMarket risk

    LIABILITIES AND STOCKHOLDERS’ EQUITY

  • NewMarket risk

    Commitments and contingencies (Note 11)

  • NewMarket risk

    Total revenues 925.4 860.8 800.9

  • NewMarket risk

    Gross profit 438.6 399.7 356.4

  • NewMarket risk

    Income (loss) from operations 51.5 24.8 (21.9)

  • NewMarket risk

    Net income (loss) attributable to Mirion Technologies, Inc. $ 28.8 $ (36.1) $ (96.9)

  • NewMarket risk

    Diluted $ 0.11 $ (0.18) $ (0.49)

  • NewMarket risk

    Net income (loss) $ 29.8 $ (36.6) $ (98.7)

  • NewMarket risk

    Fiscal Year Ended December 31, 2023

  • NewMarket risk

    Net cash provided by operating activities 143.3 99.1 95.2

  • NewMarket risk

    Net cash used in investing activities (694.6) (43.7) (64.7)

  • NewMarket risk

    Basis of Presentation and Principles of Consolidation

  • NewMarket risk

    The Company considers all cash on deposit and money market accounts purchased with original maturities of three months or less to be cash and cash equivalents. Cash equivalents primarily consist of amounts held in interest-bearing money market accounts that are readily convertible to cash

  • NewMarket risk

    Accounts Receivable and Allowance for Doubtful Accounts

  • NewMarket risk

    Prepaid expenses and other current assets are primarily comprised of various prepaid assets including prepaid insurance, short-term marketable securities, and income tax receivables

  • NewMarket risk

    The Company leases certain logistics, office, and manufacturing facilities, as well as vehicles, copiers and other equipment. We record our operating lease right of use ("ROU") assets and liabilities at the commencement date of the lease based on the present value of lease payments over the lease term

  • NewMarket risk

    Property, Plant, and Equipment

  • NewMarket risk

    Impairment of Long-Lived Assets

  • NewMarket risk

    Facility and Equipment Decommissioning Liabilities

  • NewMarket risk

    During the fiscal year ended December 31, 2024, all warrants were exercised, redeemed, or exchanged for shares of Mirion Class A common stock or cash

  • NewMarket risk

    Selling, General, and Administrative Expenses

  • NewMarket risk

    Stock-Based Compensation Awards

  • NewMarket risk

    Defined Benefit Pension Plans and Other Employee Benefits

  • NewMarket risk

    We record gains and losses from changes in exchange rates on transactions denominated in currencies other than each reporting location’s functional currency in the consolidated statements of operations for each period

  • NewMarket risk

    Earnings (Loss) Per Share

  • NewMarket risk

    Accounting Guidance Issued and Adopted

  • NewMarket risk

    In October 2023, the FASB issued ASU 2023-06 “Disclosure Improvements.” ASU 2023-06 clarifies or improves

  • NewMarket risk

    In November 2024, the FASB issued ASU 2024-03 "Income Statement—Reporting Comprehensive

  • NewMarket risk

    retrospective application. The Company is evaluating the impact of this new standard and believes that the adoption will result in additional disclosures, but does not expect it to have any other impact on its consolidated financial statements

  • NewMarket risk

    2. Business Combinations, Acquisitions, and Business Disposals

  • NewMarket risk

    Purchase of Paragon Energy Solutions

  • NewMarket risk

    Fair value of Assets Acquired in 2025

  • NewMarket risk

    Total amortizable intangible assets $ 29.9 $ 250.5

  • NewMarket risk

    Acquiree loss from operations post acquisition through the period ended December 31, 2025 $ (0.4) $ (1.8)

  • NewMarket risk

    (6)The useful life for backlog is 3 years

  • NewMarket risk

    Unaudited Pro Forma Financial Information

  • NewMarket risk

    Net income (loss) attributable to Mirion Technologies, Inc. stockholders $ 28.0 $ (60.7)

  • NewMarket risk

    Biodex Rehabilitation Sale to Salona Global

  • NewMarket risk

    The balances reflected in the table above include the open projects acquired in the Paragon purchase; refer to Note 2, Business Combinations, Acquisitions, and Business Disposals, for additional information regarding the Paragon purchase

  • NewMarket risk

    (3)Included in other liabilities within the consolidated balance sheets

  • NewMarket risk

    5. Property, Plant and Equipment, Net

  • NewMarket risk

    Construction in progress (1)

  • NewMarket risk

    (1) Includes $3.9 million and $5.0 million of Construction in progress for internally developed software as of December 31, 2025, and December 31, 2024, respectively

  • NewMarket risk

    6. Accrued Expenses and Other Current Liabilities

  • NewMarket risk

    The Company assesses goodwill for impairment at the reporting unit level annually on the first day of the fourth quarter and upon the occurrence of a triggering event or change in circumstance that would more likely than not reduce the fair value of a reporting unit below its carrying amount

  • NewMarket risk

    Fiscal year ended December 31, 2025

  • NewMarket risk

    Fiscal year ended December 31, 2024

  • NewMarket risk

    A portion of goodwill is deductible for income tax purposes

  • NewMarket risk

    Total $ 776.2 $ (364.6) $ 411.6

  • NewMarket risk

    Operating expenses $ 74.8 $ 91.5 $ 104.2

  • NewMarket risk

    Debt, non-current $ 443.1 $ 685.2

  • NewMarket risk

    Accounts Receivable Sales Agreement

  • NewMarket risk

    Performance Bonds and Other Credit Facilities

  • NewMarket risk

    is net share settlement; however, the Company may elect to settle the May Capped Call Transactions in cash. The Company used $44.6 million of the proceeds from the offering of 2030 Notes to pay the cost of the May Capped Call Transactions

  • NewMarket risk

    Operating lease assets Operating lease right-of-use assets $ 32.1 $ 30.3

  • NewMarket risk

    The depreciable lives are limited by the expected lease term for operating lease assets and by the shorter of either the expected lease term or the economic useful life for financing lease assets

  • NewMarket risk

    interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease within a particular currency environment

  • NewMarket risk

    Weighted average discount rate 5.35 % 4.96 %

  • NewMarket risk

    Total operating lease liabilities $ 34.5

  • NewMarket risk

    Unconditional Purchase Obligations

  • NewMarket risk

    Net income (loss) before provision/(benefit) from income taxes $ 32.7 $ (33.9) $ (105.3)

  • NewMarket risk

    Total current provision/(benefit) $ 25.2 $ 26.5 $ 24.3

  • NewMarket risk

    The table below provides the updated requirements of ASU 2023-09 for 2025. See Note 1, Nature of Business and Summary of Significant Accounting Policies for additional details on the adoption of ASU 2023-09

  • NewMarket risk

    (1) State taxes in California, Florida, Maryland, Pennsylvania, and Tennessee contributed to the majority (greater than 50%) of the tax effect in this category for 2025

  • NewMarket risk

    Total effective income tax rate (7.9) % 6.3 %

  • NewMarket risk

    Total deferred tax assets $ 98.3 $ 64.8

  • NewMarket risk

    Net deferred tax liabilities $ (70.0) $ (61.1)

  • NewMarket risk

    existing temporary differences; historical levels of income; expectations and risks associated with estimates of future taxable income; and any ongoing tax planning strategies

  • NewMarket risk

    Balance, end of period $ 32.0 $ 32.9 $ 30.0

  • NewMarket risk

    Balance, end of period $ 8.0 $ 7.5 $ 8.4

  • NewMarket risk

    13. Supplemental Disclosures to Consolidated Statements of Cash Flows

  • NewMarket risk

    Cash paid for income taxes $ 27.0 $ 23.1 $ 26.3

  • NewMarket risk

    Public warrants exercises and private warrants exchange (see Note 1) $ — $ 60.6 $ —

  • NewMarket risk

    Total cash, cash equivalents, and restricted cash $ 415.2 $ 175.6 $ 130.5

  • NewMarket risk

    Defined Benefit Pension Plans

  • NewMarket risk

    Other Post-Retirement Benefit Plans

  • NewMarket risk

    Defined Contribution Plans

  • NewMarket risk

    15. Stock-Based Compensation

  • NewMarket risk

    2021 Omnibus Incentive Plan

  • NewMarket risk

    Director Restricted Stock Units

  • NewMarket risk

    Total awards outstanding at December 31, 2025 1,015,027 $ 13.48 1,381,038 $ 11.86 27,923 $ 17.55

  • NewMarket risk

    Private Placement Warrants

  • NewMarket risk

    During the year ended December 31, 2024, the Company renamed its Technologies segment as "Nuclear & Safety."

  • NewMarket risk

    decontamination and decommission equipment for monitoring and control during fuel dismantling, and remote environmental monitoring. Labs and research and other (primarily industrial and defense) are focused on the area of personal radiation detection for various safety and security requirements

  • NewMarket risk

    Revenues $ 310.8 $ 614.6 $ 925.4

  • NewMarket risk

    Income from operations 51.5

  • NewMarket risk

    Revenues $ 299.7 $ 561.1 $ 860.8

  • NewMarket risk

    Income from operations 24.8

  • NewMarket risk

    Revenues $ 284.5 $ 516.4 $ 800.9

  • NewMarket risk

    Loss from operations (21.9)

  • NewMarket risk

    Consolidated loss before income taxes $ (105.3)

  • NewMarket risk

    Total depreciation and amortization $ 138.1 $ 150.4 $ 162.8

  • NewMarket risk

    Total Revenues $ 925.4 $ 860.8 $ 800.9

  • NewMarket risk

    18. Fair Value Measurements

  • NewMarket risk

    Fair Value of Financial Instruments

  • NewMarket risk

    Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities

  • NewMarket risk

    Level 3 – Inputs are unobservable and require significant management judgment or estimation

  • NewMarket risk

    Cash equivalents include investments in money market funds which are reported at fair value. The fair value of money market funds was determined using quoted prices for identical investments in active markets, which are considered to be Level 1 inputs under the fair value measurements and disclosure guidance

  • NewMarket risk

    19. Derivatives and Hedging

  • NewMarket risk

    Cash Flow Hedging Strategy

  • NewMarket risk

    Hedges of Net Investments in Foreign Operations Strategy

  • NewMarket risk

    20. Earnings (Loss) Per Share

  • NewMarket risk

    Anti-dilutive employee stock-based awards, excluded 0.080 2.771 0.639

  • NewMarket risk

    21. Restructuring and Related Impairments

  • NewMarket risk

    As of December 31, 2025, the Company expects no additional charges from restructuring actions in the next 12 months

  • NewMarket risk

    (1) Includes facilities, inventory write-downs, plant and equipment write-downs, outside services, legal matters, and IT costs

  • NewMarket risk

    22. Noncontrolling Interests

  • NewMarket risk

    23. Accumulated Other Comprehensive Loss / Income

  • NewMarket risk

    Evaluation of Disclosure Controls and Procedures

  • NewMarket risk

    Management’s Report on Internal Control Over Financial Reporting

  • NewMarket risk

    Changes in Internal Control Over Financial Reporting

  • NewMarket risk

    Opinion on Internal Control over Financial Reporting

  • NewMarket risk

    Definition and Limitations of Internal Control over Financial Reporting

  • NewMarket risk

    ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

  • NewMarket risk

    ITEM 11. EXECUTIVE COMPENSATION

  • NewMarket risk

    ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNER AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

  • NewMarket risk

    ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

  • NewMarket risk

    ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

  • NewMarket risk

    2. Financial Statement Schedules

  • NewMarket risk

    Description of Securities of Mirion Technologies, Inc.(incorporated by reference to Exhibit 4.2 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025)

  • NewMarket risk

    Form of 0.25% Convertible Senior Note due 2030 (including in Exhibit 4.1) (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed with the SEC on May 23, 2025)

  • NewMarket risk

    Form of Additional Capped Call Transaction Confirmation (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed with the SEC on September 30, 2025)

  • NewMarket risk

    + Indicates a management contract or compensatory plan

  • NewMarket risk

    Schedule I - Condensed Financial Information of the Registrant

  • NewMarket risk

    December 31, 2025 December 31, 2024

  • NewMarket risk

    Total Assets $ 2,663.5 $ 1,558.8

  • NewMarket risk

    Loss from operations (19.0) (16.6) (22.5)

  • NewMarket risk

    Net income (loss) attributable to Mirion Technologies, Inc. stockholders 28.8 (36.1) (96.9)

  • NewMarket risk

    Comprehensive income (loss) attributable to Mirion Technologies, Inc. stockholders $ 28.8 $ (36.1) $ (97.2)

  • NewMarket risk

    Fiscal Year Ended December 31, 2025 Fiscal Year Ended December 31, 2024 Fiscal Year Ended December 31, 2023

  • NewMarket risk

    Increase in fair value of warrant liabilities — 5.3 24.8

  • NewMarket risk

    Net cash used in investing activities (1,050.1) — —

  • NewMarket risk

    Title: Chief Executive Officer and Director

Dropped

  • DroppedRisks Related to Our Business Operations

    inability to secure new government contracts, contract modification or termination, criminal and civil penalties and fines, and loss of business opportunities, any of which could adversely affect impact our business, results of operations and financial condition

    Government-contract risks, including inability to win contracts, modifications, terminations, penalties and lost opportunities.

  • DroppedLegal and Regulatory Risks

    works council rules may limit our flexibility to respond to changing market conditions and the application of these rules could harm our business, results of operations and financial condition. Additionally, renegotiation of collective bargaining agreements may result in terms that are less favorable to us

    Works council constraints, collective bargaining renegotiations and possible loss of Price-Anderson nuclear liability protections.

  • DroppedLegal and Regulatory Risks

    Changes in insurance reimbursement to providers or changes in patient coverage could adversely affect our business

    Changes in insurance reimbursement, patient coverage and payer support for radiation oncology and other medical procedures.

  • DroppedLegal and Regulatory Risks

    Some of our products access data from third parties, and changes to that access may adversely impact our business

    Loss of reliable third-party data access needed by SunCHECK software and analytics services.

  • DroppedRisks Related to Our Liquidity and Capital Resources

    Unfavorable currency exchange rate fluctuations could materially and adversely affect our financial results

    Foreign currency fluctuations affecting international sales, costs, assets, liabilities and financial results.

All 181 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01We manage and report results of operations in two business segments: Nuclear & Safety and MedicalNew
  2. 02Key Factors Affecting Our PerformanceNew
  3. 03Non-GAAP Financial MeasuresNew
  4. 04(1)Non-operating expenses relate to costs that are nonrecurring in nature in our operations and are further described belowNew
  5. 05We manage and report our business in two business segments: Nuclear & Safety and MedicalNew
  6. 06May 2025 Convertible Notes OfferingNew
  7. 07June 2025 Term Loan RefinancingNew
  8. 08September 2025 Class A Common Stock Offering, September 2025 Convertible Notes Offering, and Agreement to Purchase Paragon Energy SolutionsNew
  9. 09Nuclear & Safety segment revenues increased $53.5 million for the year ended December 31, 2025 compared with the year ended December 31, 2024 primarily due to current period acquisitions, foreign exchange fluctuations, organic volume growth, and price increasesNew
  10. 10Cost of revenues was $486.8 million for the year ended December 31, 2025 and $461.1 million for the year ended December 31, 2024, which represents a $25.7 million increase period over periodNew
  11. 11Selling, general and administrative (“SG&A”) expenses were $348.2 million for the year ended December 31, 2025 and $341.1 million for the year ended December 31, 2024, resulting in an increase of $7.1 millionNew
  12. 12Our Medical segment incurred lower SG&A expenses of $10.7 million for the year ended December 31, 2025 compared to the previous period. The decrease was primarily driven by lower amortization expense related to intangible assetsNew
  13. 13Foreign currency loss (gain), netNew
  14. 14Loss on debt extinguishmentNew
  15. 15Change in fair value of warrant liabilitiesNew
  16. 16Income from operations as a % of revenues 16.4 % 14.1 %New
  17. 17Income from operations as a % of revenues 15.1 % 7.4 %New
  18. 18Corporate and other costs include costs associated with our corporate headquarters located in Georgia, as well as centralized global functions including Executive, Finance, Legal and Compliance, Human Resources, Technology, Strategy, and Marketing and other costs related to company-wide initiativesNew
  19. 19prior year (see Note 2, Business Combinations, Acquisitions, and Business Disposals, to the Consolidated Financial Statements included elsewhere in this Annual Report on Form 10-K)New
  20. 20Cost of revenues was $461.1 million for the year ended December 31, 2024 and $444.5 million for the year ended December 31, 2023, which represents a $16.6 million increase period over periodNew
  21. 21Selling, general and administrative (“SG&A”) expenses were $341.1 million for the year ended December 31, 2024 and $340.1 million for the year ended December 31, 2023, resulting in an increase of $1.0 millionNew
  22. 22(Gain) loss on disposal of businessNew
  23. 23Income (loss) from operationsNew
  24. 24Foreign currency (gain) loss, netNew
  25. 25Income (loss) from operations as a % of revenues 7.4 % 4.6 %New
  26. 26Nuclear & Safety segment revenues were $561.1 million for year ended December 31, 2024 and $516.4 million for the year ended December 31, 2023, representing an increase of $44.7 million. The increase is primarily driven from price increases and volume growthNew
  27. 27Our primary future cash needs relate to working capital, operating activities, capital spending, strategic investments, and debt serviceNew
  28. 28The interest rate was 5.78% and 6.85% as of December 31, 2025, and December 31, 2024, respectively. The Company repaid $244.6 million and zero for the period ended December 31, 2025, and the period ended December 31, 2024, respectivelyNew
  29. 29Convertible Senior Notes due 2030New
  30. 30Convertible Senior Notes due 2031New
  31. 31the outstanding 2031 Notes, at least $100.0 million aggregate principal amount of the 2031 Notes must be outstanding and not subject to redemption as of, and after giving effect to, delivery of the relevant redemption noticeNew
  32. 32Total € 238.8 € 238.8 $ (32.4) $ 15.2 $ (10.4)New
  33. 33Net Cash Provided by Operating ActivitiesNew
  34. 34Net Cash Used in Investing ActivitiesNew
  35. 35Net Cash Provided by (Used in) Financing ActivitiesNew
  36. 36Net Cash (Used in) Provided by Financing ActivitiesNew
  37. 37Critical Accounting Policies and EstimatesNew
  38. 38Goodwill represents the excess of the purchase price paid over the estimated fair value of the net assets acquired and liabilities assumed in the acquisition of a businessNew
  39. 39Intangible assets relate to the value associated with our developed technology, customer relationships, remaining performance obligations, and trade names at the time of acquisition through business combinationsNew
  40. 40Assurance-type warranties guarantee that a product complies with agreed-upon specifications and accordingly are not separate performance obligations. A provision for the cost of fulfilling these warranties is recognized in the period during which the associated revenue is recognizedNew
  41. 41Service revenues (service-type warranty, post contract support, installation, and subscription-based services) are recognized over time as the customers receive and consume benefits of such services simultaneouslyNew
  42. 42Contract Balances, Deferred Revenue and Customer DepositsNew
  43. 43Remaining Performance ObligationsNew
  44. 44Accounting for Income TaxesNew

Market risk

  1. 45Foreign currency exchange rate riskNew
  2. 46Opinion on the Financial StatementsNew
  3. 47Critical Audit Matter DescriptionNew
  4. 48How the Critical Audit Matter Was Addressed in the AuditNew
  5. 49LIABILITIES AND STOCKHOLDERS’ EQUITYNew
  6. 50Commitments and contingencies (Note 11)New
  7. 51Total revenues 925.4 860.8 800.9New
  8. 52Gross profit 438.6 399.7 356.4New
  9. 53Income (loss) from operations 51.5 24.8 (21.9)New
  10. 54Net income (loss) attributable to Mirion Technologies, Inc. $ 28.8 $ (36.1) $ (96.9)New
  11. 55Diluted $ 0.11 $ (0.18) $ (0.49)New
  12. 56Net income (loss) $ 29.8 $ (36.6) $ (98.7)New
  13. 57Fiscal Year Ended December 31, 2023New
  14. 58Net cash provided by operating activities 143.3 99.1 95.2New
  15. 59Net cash used in investing activities (694.6) (43.7) (64.7)New
  16. 60Basis of Presentation and Principles of ConsolidationNew
  17. 61The Company considers all cash on deposit and money market accounts purchased with original maturities of three months or less to be cash and cash equivalents. Cash equivalents primarily consist of amounts held in interest-bearing money market accounts that are readily convertible to cashNew
  18. 62Accounts Receivable and Allowance for Doubtful AccountsNew
  19. 63Prepaid expenses and other current assets are primarily comprised of various prepaid assets including prepaid insurance, short-term marketable securities, and income tax receivablesNew
  20. 64The Company leases certain logistics, office, and manufacturing facilities, as well as vehicles, copiers and other equipment. We record our operating lease right of use ("ROU") assets and liabilities at the commencement date of the lease based on the present value of lease payments over the lease termNew
  21. 65Property, Plant, and EquipmentNew
  22. 66Impairment of Long-Lived AssetsNew
  23. 67Facility and Equipment Decommissioning LiabilitiesNew
  24. 68During the fiscal year ended December 31, 2024, all warrants were exercised, redeemed, or exchanged for shares of Mirion Class A common stock or cashNew
  25. 69Selling, General, and Administrative ExpensesNew
  26. 70Stock-Based Compensation AwardsNew
  27. 71Defined Benefit Pension Plans and Other Employee BenefitsNew
  28. 72We record gains and losses from changes in exchange rates on transactions denominated in currencies other than each reporting location’s functional currency in the consolidated statements of operations for each periodNew
  29. 73Earnings (Loss) Per ShareNew
  30. 74Accounting Guidance Issued and AdoptedNew
  31. 75In October 2023, the FASB issued ASU 2023-06 “Disclosure Improvements.” ASU 2023-06 clarifies or improvesNew
  32. 76In November 2024, the FASB issued ASU 2024-03 "Income Statement—Reporting ComprehensiveNew
  33. 77retrospective application. The Company is evaluating the impact of this new standard and believes that the adoption will result in additional disclosures, but does not expect it to have any other impact on its consolidated financial statementsNew
  34. 782. Business Combinations, Acquisitions, and Business DisposalsNew
  35. 79Purchase of Paragon Energy SolutionsNew
  36. 80Fair value of Assets Acquired in 2025New
  37. 81Total amortizable intangible assets $ 29.9 $ 250.5New
  38. 82Acquiree loss from operations post acquisition through the period ended December 31, 2025 $ (0.4) $ (1.8)New
  39. 83(6)The useful life for backlog is 3 yearsNew
  40. 84Unaudited Pro Forma Financial InformationNew
  41. 85Net income (loss) attributable to Mirion Technologies, Inc. stockholders $ 28.0 $ (60.7)New
  42. 86Biodex Rehabilitation Sale to Salona GlobalNew
  43. 87The balances reflected in the table above include the open projects acquired in the Paragon purchase; refer to Note 2, Business Combinations, Acquisitions, and Business Disposals, for additional information regarding the Paragon purchaseNew
  44. 88(3)Included in other liabilities within the consolidated balance sheetsNew
  45. 895. Property, Plant and Equipment, NetNew
  46. 90Construction in progress (1)New
  47. 91(1) Includes $3.9 million and $5.0 million of Construction in progress for internally developed software as of December 31, 2025, and December 31, 2024, respectivelyNew
  48. 926. Accrued Expenses and Other Current LiabilitiesNew
  49. 93The Company assesses goodwill for impairment at the reporting unit level annually on the first day of the fourth quarter and upon the occurrence of a triggering event or change in circumstance that would more likely than not reduce the fair value of a reporting unit below its carrying amountNew
  50. 94Fiscal year ended December 31, 2025New
  51. 95Fiscal year ended December 31, 2024New
  52. 96A portion of goodwill is deductible for income tax purposesNew
  53. 97Total $ 776.2 $ (364.6) $ 411.6New
  54. 98Operating expenses $ 74.8 $ 91.5 $ 104.2New
  55. 99Debt, non-current $ 443.1 $ 685.2New
  56. 100Accounts Receivable Sales AgreementNew
  57. 101Performance Bonds and Other Credit FacilitiesNew
  58. 102is net share settlement; however, the Company may elect to settle the May Capped Call Transactions in cash. The Company used $44.6 million of the proceeds from the offering of 2030 Notes to pay the cost of the May Capped Call TransactionsNew
  59. 103Operating lease assets Operating lease right-of-use assets $ 32.1 $ 30.3New
  60. 104The depreciable lives are limited by the expected lease term for operating lease assets and by the shorter of either the expected lease term or the economic useful life for financing lease assetsNew
  61. 105interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease within a particular currency environmentNew
  62. 106Weighted average discount rate 5.35 % 4.96 %New
  63. 107Total operating lease liabilities $ 34.5New
  64. 108Unconditional Purchase ObligationsNew
  65. 109Net income (loss) before provision/(benefit) from income taxes $ 32.7 $ (33.9) $ (105.3)New
  66. 110Total current provision/(benefit) $ 25.2 $ 26.5 $ 24.3New
  67. 111The table below provides the updated requirements of ASU 2023-09 for 2025. See Note 1, Nature of Business and Summary of Significant Accounting Policies for additional details on the adoption of ASU 2023-09New
  68. 112(1) State taxes in California, Florida, Maryland, Pennsylvania, and Tennessee contributed to the majority (greater than 50%) of the tax effect in this category for 2025New
  69. 113Total effective income tax rate (7.9) % 6.3 %New
  70. 114Total deferred tax assets $ 98.3 $ 64.8New
  71. 115Net deferred tax liabilities $ (70.0) $ (61.1)New
  72. 116existing temporary differences; historical levels of income; expectations and risks associated with estimates of future taxable income; and any ongoing tax planning strategiesNew
  73. 117Balance, end of period $ 32.0 $ 32.9 $ 30.0New
  74. 118Balance, end of period $ 8.0 $ 7.5 $ 8.4New
  75. 11913. Supplemental Disclosures to Consolidated Statements of Cash FlowsNew
  76. 120Cash paid for income taxes $ 27.0 $ 23.1 $ 26.3New
  77. 121Public warrants exercises and private warrants exchange (see Note 1) $ — $ 60.6 $ —New
  78. 122Total cash, cash equivalents, and restricted cash $ 415.2 $ 175.6 $ 130.5New
  79. 123Defined Benefit Pension PlansNew
  80. 124Other Post-Retirement Benefit PlansNew
  81. 125Defined Contribution PlansNew
  82. 12615. Stock-Based CompensationNew
  83. 1272021 Omnibus Incentive PlanNew
  84. 128Director Restricted Stock UnitsNew
  85. 129Total awards outstanding at December 31, 2025 1,015,027 $ 13.48 1,381,038 $ 11.86 27,923 $ 17.55New
  86. 130Private Placement WarrantsNew
  87. 131During the year ended December 31, 2024, the Company renamed its Technologies segment as "Nuclear & Safety."New
  88. 132decontamination and decommission equipment for monitoring and control during fuel dismantling, and remote environmental monitoring. Labs and research and other (primarily industrial and defense) are focused on the area of personal radiation detection for various safety and security requirementsNew
  89. 133Revenues $ 310.8 $ 614.6 $ 925.4New
  90. 134Income from operations 51.5New
  91. 135Revenues $ 299.7 $ 561.1 $ 860.8New
  92. 136Income from operations 24.8New
  93. 137Revenues $ 284.5 $ 516.4 $ 800.9New
  94. 138Loss from operations (21.9)New
  95. 139Consolidated loss before income taxes $ (105.3)New
  96. 140Total depreciation and amortization $ 138.1 $ 150.4 $ 162.8New
  97. 141Total Revenues $ 925.4 $ 860.8 $ 800.9New
  98. 14218. Fair Value MeasurementsNew
  99. 143Fair Value of Financial InstrumentsNew
  100. 144Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilitiesNew
  101. 145Level 3 – Inputs are unobservable and require significant management judgment or estimationNew
  102. 146Cash equivalents include investments in money market funds which are reported at fair value. The fair value of money market funds was determined using quoted prices for identical investments in active markets, which are considered to be Level 1 inputs under the fair value measurements and disclosure guidanceNew
  103. 14719. Derivatives and HedgingNew
  104. 148Cash Flow Hedging StrategyNew
  105. 149Hedges of Net Investments in Foreign Operations StrategyNew
  106. 15020. Earnings (Loss) Per ShareNew
  107. 151Anti-dilutive employee stock-based awards, excluded 0.080 2.771 0.639New
  108. 15221. Restructuring and Related ImpairmentsNew
  109. 153As of December 31, 2025, the Company expects no additional charges from restructuring actions in the next 12 monthsNew
  110. 154(1) Includes facilities, inventory write-downs, plant and equipment write-downs, outside services, legal matters, and IT costsNew
  111. 15522. Noncontrolling InterestsNew
  112. 15623. Accumulated Other Comprehensive Loss / IncomeNew
  113. 157Evaluation of Disclosure Controls and ProceduresNew
  114. 158Management’s Report on Internal Control Over Financial ReportingNew
  115. 159Changes in Internal Control Over Financial ReportingNew
  116. 160Opinion on Internal Control over Financial ReportingNew
  117. 161Definition and Limitations of Internal Control over Financial ReportingNew
  118. 162ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCENew
  119. 163ITEM 11. EXECUTIVE COMPENSATIONNew
  120. 164ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNER AND MANAGEMENT AND RELATED STOCKHOLDER MATTERSNew
  121. 165ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCENew
  122. 166ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICESNew
  123. 1672. Financial Statement SchedulesNew
  124. 168Description of Securities of Mirion Technologies, Inc.(incorporated by reference to Exhibit 4.2 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025)New
  125. 169Form of 0.25% Convertible Senior Note due 2030 (including in Exhibit 4.1) (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed with the SEC on May 23, 2025)New
  126. 170Form of Additional Capped Call Transaction Confirmation (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed with the SEC on September 30, 2025)New
  127. 171+ Indicates a management contract or compensatory planNew
  128. 172Schedule I - Condensed Financial Information of the RegistrantNew
  129. 173December 31, 2025 December 31, 2024New
  130. 174Total Assets $ 2,663.5 $ 1,558.8New
  131. 175Loss from operations (19.0) (16.6) (22.5)New
  132. 176Net income (loss) attributable to Mirion Technologies, Inc. stockholders 28.8 (36.1) (96.9)New
  133. 177Comprehensive income (loss) attributable to Mirion Technologies, Inc. stockholders $ 28.8 $ (36.1) $ (97.2)New
  134. 178Fiscal Year Ended December 31, 2025 Fiscal Year Ended December 31, 2024 Fiscal Year Ended December 31, 2023New
  135. 179Increase in fair value of warrant liabilities — 5.3 24.8New
  136. 180Net cash used in investing activities (1,050.1) — —New
  137. 181Title: Chief Executive Officer and DirectorNew

Other Mirion Technologies 10-Ks

  • FY2024 10-K risk factors
    43 risks

    Radiation safety, radioactive-material regulation, and public acceptance of nuclear power dominate operational exposure.

    Filed Feb 26, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.