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Perimeter Solutions filed its annual report describing a growing, diversified industrial business built around fire safety and specialty chemicals. The company now operates two main segments, Fire Safety and Specialty Products, with about 76% of revenue generated in the United States and additional exposure to Europe and Canada.
Fire Safety centers on aerial and ground-applied wildfire retardants, foams, and integrated equipment and base services, sold primarily to government agencies. A few large U.S. customers, including the USDA Forest Service and U.S. Bureau of Land Management, accounted for 32% and 11% of 2025 revenue, creating meaningful customer concentration risk.
Specialty Products focuses on phosphorus-based lubricant additives and electronic components, and was expanded by the January 2026 acquisition of Medical Manufacturing Technologies, adding highly engineered machinery and recurring aftermarket revenue in the medical device supply chain. The filing highlights substantial debt, extensive environmental and regulatory oversight, and ongoing PFAS-related AFFF litigation as key risk factors.
Perimeter Solutions reported strong 2025 growth but a large accounting loss. Full-year net sales rose 16% to $652.9 million, driven by 12% growth in Fire Safety to $489.0 million and 31% growth in Specialty Products to $163.9 million. Adjusted EBITDA increased 18% to $331.7 million, and non-GAAP adjusted diluted EPS improved to $1.34 from $1.11.
GAAP results were much weaker: the company posted a full-year net loss of $206.4 million, or $1.37 per diluted share, mainly reflecting $435.2 million of founders advisory fees. Operating cash flow remained robust at $238.1 million, lifting cash to $325.9 million at year-end.
Growth accelerated in Q4 2025, with net sales up 19% to $102.8 million, although Fire Safety declined while Specialty Products surged. The company also executed a major strategic move, acquiring Medical Manufacturing Technologies for $685.0 million in cash, to be included in the Specialty Products segment.
Perimeter Solutions, Inc. completed the previously announced acquisition of Thunderbird Midco, LLC and its subsidiaries (“MMT”) through its wholly owned subsidiary, Perimeter Solutions North America, Inc. The buyer acquired all of MMT’s outstanding capital stock from the sellers for $685 million in cash, subject to customary adjustments under the Securities Purchase Agreement.
The company financed the acquisition with cash on hand and proceeds from a senior secured notes offering that closed earlier in January 2026. The purchase agreement includes customary representations, warranties and covenants among Perimeter Solutions, the buyer, MMT and the sellers, and is filed as an exhibit along with a press release describing the closing.
Perimeter Solutions, Inc. disclosed that its indirect subsidiary Perimeter Holdings, LLC completed an offering of $550 million of 6.250% senior secured notes due 2034. The notes were issued under an indenture dated January 2, 2026, mature on January 15, 2034, and pay cash interest at 6.250% per year, with payments due semi-annually on January 15 and July 15, starting July 15, 2026.
Perimeter Holdings intends to use the net proceeds, together with cash on hand, to fund the cash consideration for its acquisition of Medical Manufacturing Technologies, LLC (MMT) and related fees and expenses. The notes are fully and unconditionally guaranteed on a senior secured basis by Perimeter Intermediate, LLC and, subject to exclusions, certain restricted subsidiaries, and are secured by a first-priority security interest in substantially all present and future property and assets of Perimeter Holdings and the guarantors.
The indenture includes customary covenants limiting additional debt, restricted payments, asset sales, investments, liens, affiliate transactions and certain mergers or asset transfers, along with standard events of default. If the MMT acquisition is not completed or is abandoned, Perimeter Holdings must redeem all outstanding notes at 100% of the initial issue price plus accrued interest, and in a Change of Control, holders can require repurchase at 101% of principal plus accrued interest.
Perimeter Solutions, Inc. entered into an amended and restated senior secured revolving credit facility of up to $200.0 million, maturing on December 19, 2030. The facility includes a $40.0 million swingline sub-facility and a $50.0 million letter of credit sub-facility, with the option to increase total commitments up to the greater of $315.0 million (or $360.0 million after completion of the MMT Acquisition) and 100% of Consolidated EBITDA, subject to specified conditions.
Borrowings bear interest at Term SOFR or a base rate plus an applicable margin starting at 2.75% for Term SOFR loans and 1.75% for base rate loans, with step-ups if leverage exceeds defined thresholds. The facility is guaranteed by key domestic subsidiaries and secured by a first-priority lien on substantially all of their assets.
The company also reported that a Delaware stockholder class action was closed after certain board-related actions were taken, with Perimeter agreeing to pay $725,000 in attorneys’ fees and expenses to resolve fee claims related to the case.
Perimeter Solutions, Inc. reported an insider equity transaction by its General Counsel on 12/12/2025. The officer exercised stock options with a $10 exercise price to acquire 17,500 and 120,000 shares of common stock, then sold 137,500 shares at a weighted average price of $28.44 per share, with individual sale prices ranging from approximately $28.15 to $29.26.
After these transactions, the General Counsel directly beneficially owned 47,157 shares of common stock and 240,000 stock options, as reported in the filing.
Perimeter Solutions, Inc. reported an insider stock transaction by its chief financial officer. On 12/12/2025, the CFO exercised 100,000 stock options with an exercise price of $8.36 per share, acquiring the same number of common shares. That same day, the CFO sold 100,000 shares of common stock at a weighted average price of $28.47 per share, with individual sale prices ranging from approximately $28.16 to $29.44 per share. After these transactions, the CFO reported direct beneficial ownership of 0 shares of common stock and 200,000 stock options with a $8.36 exercise price expiring on 05/06/2032.
Perimeter Solutions, Inc. reported that its subsidiary Perimeter Holdings, LLC plans to issue $550 million aggregate principal amount of senior secured notes due 2034. The company first announced the offering and then announced that the notes had been priced.
The notes are senior secured obligations of Perimeter Holdings, with additional terms described in press releases attached as Exhibits 99.1 and 99.2. The company also noted that these communications contain forward-looking statements that involve risks and uncertainties.
PRM has a planned insider sale of 137,500 common shares of its stock on the NYSE under Rule 144. The planned sale, to be executed through Morgan Stanley Smith Barney LLC, has an indicated aggregate market value of $3,910,431.25.
The filing notes that the company had 147,923,716 common shares outstanding. The shares to be sold come from the exercise of stock options under a registered plan, with 120,000 shares and 17,500 shares acquired on 12/12/2025 for cash, following payment on 12/11/2025.
PRM has a notice of proposed resale under Rule 144 covering the planned sale of 100,000 shares of its common stock. The shares are to be sold through Morgan Stanley Smith Barney LLC Executive Financial Services at 1 New York Plaza, with an aggregate market value of $2,847,490 and 147,923,716 shares of common stock outstanding. The approximate sale date is 12/12/2025, and the shares are listed for sale on the NYSE.
The seller acquired these 100,000 shares on 12/12/2025 by exercising stock options under a registered plan and paid the exercise price in cash. The form includes a representation that the seller is not aware of any material adverse information about the issuer that has not been publicly disclosed.