Every material Form 8-K Mirion Technologies filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Mirion Technologies entered into Amendment No. 6 to its Credit Agreement on December 8, 2025, under which a new $450 million tranche of term loans maturing in 2032 was used, with other cash sources, to refinance all term loans outstanding immediately before the amendment. The filing does not state a change in total debt, and the new loans carry a 2.00% margin over Term SOFR, which the company may reduce by 25 basis points if it reaches specified credit ratings.
New $450 million term loan tranche matures June 5, 2032
Proceeds, with other cash, refinanced all term loans outstanding before the amendment
Margin of 2.00% for Term SOFR loans and 1.00% for ABR loans, with a 25 basis point reduction tied to Ba3 (Moody's) and BB- (S&P) ratings
A 1% prepayment premium applies if loans are repriced within six months of December 8, 2025
Mirion reported third quarter 2025 revenue of $223.1 million, up 7.9% from a year earlier, and GAAP net income of $3.1 million, compared with a net loss of $14.0 million in the same period of 2024. The company reaffirmed most 2025 guidance and raised the low end of its adjusted free cash flow range, while the pending Paragon Energy Solutions acquisition is excluded from that guidance.
Q3 2025 revenue was $223.1 million, up from $206.8 million in Q3 2024, a 7.9% increase.
GAAP net income was $3.1 million, versus a net loss of $14.0 million a year earlier; adjusted EPS was $0.12, compared with $0.08.
Adjusted free cash flow guidance for 2025 is now $100 million to $115 million, up from $95 million to $115 million; revenue and adjusted EBITDA guidance were reaffirmed.
Results exclude the Paragon Energy Solutions acquisition, which the company said it expects to close later; a conference call is set for October 29, 2025 at 11:00 a.m. ET.
Mirion Technologies completed a public offering of 19,906,322 Class A common shares at $21.35 per share, with net proceeds of about $409.7 million, and closed a $375.0 million offering of 0.00% convertible senior notes due 2031 on September 30, 2025. The company says the proceeds will mainly fund the planned acquisition of Paragon Energy Solutions and pay about $38.0 million for capped call transactions, which are meant to reduce potential dilution from the notes.
Common stock offering: 19,906,322 shares at $21.35 each, including the full exercise of the underwriters' option, closed September 30, 2025, with net proceeds of about $409.7 million.
Convertible notes: $375.0 million principal due October 1, 2031, with a conversion price of about $28.82 per share, a premium of about 35% over the stock offering price.
Use of proceeds: about $38.0 million for capped call transactions and funding of the planned acquisition of Paragon Energy Solutions' parent, WCI-Gigawatt Intermediate Holdco, LLC; the remainder is for general corporate purposes.
Mirion reported second-quarter 2025 revenue of $222.9 million, up 7.6% from a year earlier, and swung to GAAP net income of $8.5 million from a net loss of $12.0 million. The company raised its full-year 2025 guidance for total revenue growth, Adjusted EBITDA, Adjusted Free Cash Flow and Adjusted EPS, while lowering its Organic Revenue growth range.
Q2 2025 revenue rose 7.6% to $222.9 million; GAAP net income was $8.5 million versus a $12.0 million loss in Q2 2024
Adjusted EBITDA was $51.2 million, up 4.9%; GAAP diluted EPS was $0.03 and Adjusted EPS was $0.11
2025 total revenue growth guidance raised to approximately 7.0%–9.0% from 5.0%–7.0%; Adjusted EBITDA guidance raised to $223 million–$233 million
Organic Revenue growth guidance revised down to approximately 5.0%–7.0% from 5.5%–7.5%, citing reductions in Labs & Research and Dosimetry Services
Mirion Technologies entered into Amendment No. 5 to its credit agreement on June 5, 2025, adding a new $450 million tranche of term loans maturing June 5, 2032. Proceeds, along with other cash sources, were used to refinance all term loans outstanding under the prior agreement. The amendment also loosens certain covenants, including greater flexibility for dividends, dispositions, investments, and additional debt and liens.
New Replacement Term Loans total $450 million and mature June 5, 2032
Applicable margin is 2.25% for Term SOFR loans and 1.25% for ABR loans, with a 25 basis point reduction tied to Ba3/BB- ratings
Prepayment premium of 1% applies if repriced within six months of the amendment date
Amendment adds flexibility for dividends, dispositions, investments, debt and liens
Mirion Technologies completed a private offering of $400.0 million of 0.25% convertible senior notes due June 1, 2030, on May 23, 2025, after increasing the deal from $300.0 million and exercising in full the initial purchasers' $50.0 million option. The company will use net proceeds of approximately $387.7 million to pay for capped call transactions, repay $250.0 million of its senior secured term loan, and repurchase $31.0 million of Class A common stock.
Notes total $400.0 million principal, mature June 1, 2030, and pay 0.25% annual interest semiannually starting December 1, 2025
Initial conversion price is approximately $23.11 per share, a 32.5% premium to the May 20, 2025 NYSE closing price
Net proceeds of approximately $387.7 million fund a $44.6 million capped call cost, a $250.0 million term loan repayment, and a $31.0 million share repurchase
Company may not redeem the notes before June 6, 2028, and holders can require repurchase at par plus accrued interest upon a fundamental change
Mirion reported first-quarter 2025 revenue of $202.0 million, up 4.9% from a year earlier, and GAAP net income of $0.4 million versus a net loss of $26.5 million in the prior-year quarter. The company raised its full-year 2025 total revenue growth guidance to 5.0% to 7.0% from 4.0% to 6.0%, while reaffirming its organic revenue, Adjusted EBITDA, Adjusted EPS, and Adjusted Free Cash Flow guidance.
Q1 2025 revenue was $202.0 million, up 4.9% from $192.6 million; Adjusted EBITDA rose 18% to $46.7 million.
GAAP EPS was $0.00 versus a loss of $0.13 per share in Q1 2024; Adjusted EPS was $0.10 versus $0.06.
Total revenue growth guidance for fiscal 2025 was raised to approximately 5.0% to 7.0%, from 4.0% to 6.0%.
Adjusted EBITDA margin guidance is now 24.0% to 25.5%, down from 24.5% to 25.5% at the low end; Adjusted EBITDA guidance of $215 million to $230 million was unchanged.
Mirion entered into Amendment No. 4 to its Credit Agreement, increasing revolving credit commitments from $90 million to $175 million and extending the revolving facility's maturity to March 21, 2030. The filing also sets revised interest margins on revolving loans, tied to leverage ratio levels, which matters to shareholders as it changes the company's borrowing capacity and financing terms.
Revolving credit commitments increased from $90,000,000 to $175,000,000.
Revolving facility maturity extended to March 21, 2030, subject to a springing maturity 91 days before the Term Loans' maturity under certain conditions.
Applicable margin for Revolving Credit Loans is 1.25% for Term SOFR, Eurocurrency or RFR Loans and 0.25% for base rate borrowings, assuming a First Lien Net Leverage Ratio of 3.35 to 1.00 or less, with two leverage-based step-ups to 1.75% a
Citibank, N.A. serves as Administrative Agent, Collateral Agent and a Letter of Credit Issuer.
Mirion reported fourth-quarter 2024 revenue of $254.3 million, up 10.4%, and GAAP net income of $15.9 million versus a net loss of $14.5 million a year earlier. The company reaffirmed its 2025 guidance from its December 2024 Investor Day and introduced adjusted EPS guidance of $0.45 to $0.50 per share, giving shareholders a clearer view of 2025 profitability.
Q4 2024 revenue was $254.3 million, up from $230.4 million a year earlier.
Q4 adjusted EBITDA was $69.6 million, up 14.1% from $61.0 million; GAAP net income was $15.9 million versus a $14.5 million net loss.
Full-year 2024 net loss attributable to stockholders was $36.1 million, compared with $96.9 million in 2023.
2025 guidance: adjusted EBITDA of $215 million to $230 million, adjusted free cash flow of $85 million to $110 million, and adjusted EPS of $0.45 to $0.50.
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