| PARENT COMPANY INFORMATION |
PARENT COMPANY INFORMATION The condensed parent-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of the Company exceed 25% of the consolidated net assets of the Company. Perimeter Solutions, Inc. (the “Parent Company”), has no material assets or standalone operations other than its ownership in its consolidated subsidiaries, the Preferred Stock described in Notes 7 and 10, the cash from the proceeds of sale of Common Stock, the cash paid on repurchase of Common Stock described in Note 10 and the Founder Advisory Fees described in Notes 12 and 13. Under the terms of the Amended and Restated Revolving Credit Facility entered into by Perimeter Holdings, LLC, a wholly owned subsidiary of Perimeter Intermediate, LLC which itself is a wholly owned subsidiary of Perimeter Solutions, Inc., Perimeter Holdings, LLC is restricted from making dividends, distributions, or other payments to Perimeter Solutions, Inc. As of December 31, 2025, substantially all of the consolidated net assets of Perimeter Holdings, LLC are considered restricted net assets as defined in Rule 4-08(e)(3) of Regulation S-X. The accompanying condensed financial statements include the accounts of the Parent Company and, on an equity basis, its direct and indirect subsidiaries and affiliates. Accordingly, these condensed financial statements have been presented on a “parent-only” basis. Under a parent-only presentation, the Parent Company’s investments in subsidiaries are presented under the equity method of accounting. These condensed parent company financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the only exception being that the parent company accounts for its subsidiaries using the equity method. These condensed parent-only financial statements should be read in conjunction with the consolidated financial statements and related notes thereto. PERIMETER SOLUTIONS, INC. PARENT COMPANY INFORMATION CONDENSED BALANCE SHEETS (in thousands) | | | | | | | | | | | | | | | | | | | | | | | December 31, 2025 | | December 31, 2024 | | | | | Assets | | | | | | | | Current assets: | | | | | | | | Cash and cash equivalents | $ | 23,513 | | | $ | 38,858 | | | | | | Intercompany receivable | 16,968 | | | 3,542 | | | | | | Prepaid expenses and other current assets | 1,302 | | | 1,234 | | | | | | Total current assets | 41,783 | | | 43,634 | | | | | | Other assets: | | | | | | | | Investment in subsidiaries | 1,881,619 | | | 1,584,999 | | | | | | | | | | | | | Other assets, net | — | | | 133 | | | | | | Total assets | $ | 1,923,402 | | | $ | 1,628,766 | | | | | | Liabilities and Stockholders’ Equity | | | | | | | | Current Liabilities: | | | | | | | | Accounts payable | $ | 545 | | | $ | 662 | | | | | | Intercompany payable | 125,711 | | | 85,711 | | | | | | Founders advisory fees payable - related party | 95,726 | | | 6,677 | | | | | | Accrued expenses and other current liabilities | 5,208 | | | 4,997 | | | | | | Total current liabilities | 227,190 | | | 98,047 | | | | | | Founders advisory fees payable - related party | 440,697 | | | 240,083 | | | | | | Preferred stock | 115,904 | | | 109,966 | | | | | | Preferred stock - related party | 1,293 | | | 2,831 | | | | | | Intercompany note payable | 4,999 | | | 20,569 | | | | | | Total liabilities | 790,083 | | | 471,496 | | | | | | Stockholders’ equity: | | | | | | | | Total stockholders’ equity | 1,133,319 | | | 1,157,270 | | | | | | Total liabilities and stockholders’ equity | $ | 1,923,402 | | | $ | 1,628,766 | | | | |
PERIMETER SOLUTIONS, INC. PARENT COMPANY INFORMATION CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (in thousands) | | | | | | | | | | | | | | | | | | | | | | Year Ended December 31, | | | | | 2025 | | 2024 | | 2023 | | | | | Operating expenses: | | | | | | | | | | Selling, general and administrative expense | $ | 9,331 | | | $ | 10,754 | | | $ | 13,886 | | | | | | Founders advisory fees - related party | 435,163 | | | 198,308 | | | (108,481) | | | | | | Total operating expense (income) | 444,494 | | | 209,062 | | | (94,595) | | | | | | Operating (loss) income | (444,494) | | | (209,062) | | | 94,595 | | | | | | Other expenses | 10,141 | | | 7,252 | | | 6,201 | | | | | | (Loss) income before undistributed earnings of subsidiaries | (454,635) | | | (216,314) | | | 88,394 | | | | | | Undistributed earnings of subsidiaries | 248,269 | | | 210,409 | | | (20,908) | | | | | | Net (loss) income | (206,366) | | | (5,905) | | | 67,486 | | | | | | Total comprehensive (loss) income | $ | (206,366) | | | $ | (5,905) | | | $ | 67,486 | | | | |
PERIMETER SOLUTIONS, INC. PARENT COMPANY INFORMATION CONDENSED STATEMENT OF CASH FLOWS (in thousands) | | | | | | | | | | | | | | | | | | | Year Ended December 31, | | 2025 | | 2024 | | 2023 | | Cash flows from operating activities: | | | | | | | Net (loss) income | $ | (206,366) | | | $ | (5,905) | | | $ | 67,486 | | | Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities | | | | | | | Founders advisory fees - related party (change in fair value) | 435,163 | | | 198,308 | | | (108,481) | | | Equity in earnings of subsidiaries | (248,269) | | | (210,409) | | | 20,908 | | | Depreciation and amortization expense | 133 | | | 133 | | | — | | | Interest and payment-in-kind on preferred stock | 7,332 | | | 7,057 | | | 4,754 | | | Stock-based compensation | 1,158 | | | 829 | | | 361 | | | Foreign currency loss | 595 | | | — | | | — | | | Changes in operating assets and liabilities, net of acquisitions: | | | | | | | Intercompany receivable | 26,574 | | | 19,125 | | | 16,038 | | | Prepaid expenses and current other assets | (68) | | | 1,567 | | | 898 | | | Accounts payable | (117) | | | (91) | | | (2,792) | | | Accrued expenses and other current liabilities | (2,721) | | | (2,443) | | | 265 | | | Founders advisory fees - related party (cash settled) | (6,677) | | | (2,702) | | | (4,655) | | | Net cash provided by (used in) operating activities | 6,737 | | | 5,469 | | | (5,218) | | | Cash flows from investing activities: | | | | | | | | | | | | | Purchase of property and equipment | — | | | — | | | (142) | | | Investment in subsidiaries | — | | | — | | | 14,000 | | | Proceeds from intercompany note payable | — | | | 20,569 | | | — | | | | | | | | | Payment of intercompany note payable | (15,570) | | | — | | | — | | | Net cash (used in) provided by investing activities | (15,570) | | | 20,569 | | | 13,858 | | | Cash flows from financing activities: | | | | | | | Common stock repurchased | (40,370) | | | — | | | — | | | Ordinary shares repurchased | — | | | (14,420) | | | (64,066) | | | Proceeds from exercises of warrants | — | | | 23,509 | | | — | | | Proceeds from exercises of options | 34,453 | | | — | | | — | | | Net cash (used in) provided by financing activities | (5,917) | | | 9,089 | | | (64,066) | | | Effect of foreign currency on cash and cash equivalents | (595) | | | — | | | — | | | Net change in cash and cash equivalents | (15,345) | | | 35,127 | | | (55,426) | | | Cash and cash equivalents, beginning of period | 38,858 | | | 3,731 | | | 59,157 | | | Cash and cash equivalents, end of period | $ | 23,513 | | | $ | 38,858 | | | $ | 3,731 | | | Non-cash investing and financing activities: | | | | | | | Liability portion of founders advisory fees - related party reclassified to additional paid in capital | $ | 138,823 | | | $ | 8,464 | | | $ | 2,618 | | | | | | | |
|