UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
━━━━━━━━━
FORM 10-Q
━━━━━━━━━
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2023March 31, 2024
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number: 001-38912

avantorlogoa08.jpg
Avantor, Inc.
(Exact name of registrant as specified in its charter)
Delaware82-2758923
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
Radnor Corporate Center, Building One, Suite 200
100 Matsonford Road
Radnor, Pennsylvania 19087
(Address of principal executive offices) (zip code)
(610) 386-1700
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolExchange on which registered
Common stock, $0.01 par valueAVTRNew York Stock Exchange




Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ☒ Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☐ Smaller reporting company ☐ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
On July 21, 2023, 675,918,430April 22, 2024, 679,266,323 shares of common stock, $0.01 par value per share, were outstanding.



Avantor, Inc. and subsidiaries
Form 10-Q for the quarterly period ended June 30, 2023March 31, 2024
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Glossary
Description
we, us, ourAvantor, Inc. and its subsidiaries
Adjusted EBITDAour earnings or loss before interest, taxes, depreciation, amortization and certain other adjustments
Adjusted Operating Incomeour earnings or loss before interest, taxes, amortization and certain other adjustments
Annual Reportour annual report on Form 10-K for the year ended December 31, 2022
AMEAAsia, Middle-East and Africa2023
AOCIaccumulated other comprehensive income or loss
COVID-19Coronavirus disease of 2019
double-digitgreater than 10%
EURIBORthe basic rate of interest used in lending between banks on the European Union interbank market
FASBthe Financial Accounting Standards Board of the United States
GAAPUnited States generally accepted accounting principles
high single-digit7 - 9%
LIBORthe basic rate of interest used in lending between banks on the London interbank market
long-termperiod other than short-term
low single-digit1 - 3%
M&AMergers and Acquisitions
MCPS6.250% Series A Mandatory Convertible Preferred Stock
mid single-digit4 - 6%
OCIother comprehensive income or loss
RitterRitter GmbH and affiliates, a company we acquired in June 2021
RSUrestricted stock unitunits represent awards that will vest annually and awards that contain performance and market conditions
SECthe United States Securities and Exchange Commission
SG&A expensesselling, general and administrative expenses
SOFRsecured overnight financing rate
Specialty procurementproduct sales related to customer procurement services
VWRVWR Corporation and its subsidiaries, a company we acquired in November 2017

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Cautionary factors regarding forward-looking statements
This report contains forward-looking statements.statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and are subject to the safe harbor created thereby under the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this report are forward-looking statements. Forward-looking statements discuss our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. These statements may be preceded by, followed by or include the words “aim,” “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “likely,” “outlook,” “plan,” “potential,” “project,” “projection,” “prospects,” “continue,” “goal,” “objective,” “opportunity,” “near-term,” “long-term,” “assumption,” “project,” “guidance,” “target,” “trend,” “seek,” “can,” “could,” “may,” “should,” “would,” “will,” the negatives thereof and other words and terms of similar meaning.
Forward-looking statements are inherently subject to risks, uncertainties and assumptions; they are not guarantees of performance. You should not place undue reliance on these statements. We have based these forward-looking statements on our current expectations and projections about future events. Although we believe that our assumptions made in connection with the forward-looking statements are reasonable, we cannot assure you that the assumptions and expectations will prove to be correct.
You should understand that the following important factors, in addition to those discussed under Part I, Item 1A “Risk Factors” in our Annual Report, as such risk factors may be updated from time to time in our periodic filings with the SEC and in this report, could affect our future results and could cause those results or other outcomes to differ materially from those expressed or implied in our forward-looking statements:
disruptions to our operations;
competition from other industry providers;
our ability to implement our strategies for improving growth strategy;and optimizing costs;
our ability to anticipate and respond to changing industry trends;
adverse trends in consumer, business, and government spending;
our dependence on sole or limited sources for some essential materials and components;
our ability to successfully value and integrate acquired businesses;
our products’ satisfaction of applicable quality criteria, specifications and performance standards;
our ability to maintain our relationships with key customers;
our ability to maintain consistent purchase volumes under purchaseour relationships with distributors;
our ability to maintain our customer base and our expected volume of customer orders;
our ability to maintain and develop relationships with drug manufacturers and contract manufacturing organizations;
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the impact of new laws, regulations, or other industry standards;
changes in the interest rate environment that increase interest on our borrowings;
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adverse impacts from currency exchange rates or currency controls imposed by any government in major areas where we operate or otherwise;
our ability to implement and improve processing systems and prevent a compromise of our information systems;systems or personal data;
our ability to protect our intellectual property and avoid third-party infringement claims;
exposure to product liability and other claims in the ordinary course of business;
our ability to develop new products responsive to the markets we serve;
supply chain constraints and the availability of raw materials;
our ability to source certain of our products from certain suppliers;
our ability to contain costs in an inflationary environment;
our ability to avoid negative outcomes related to the use of chemicals;
our ability to maintain highly skilled employees;
our ability to maintain a competitive workforce;
adverse impact of impairment charges on our goodwill and other intangible assets;
currency fluctuations and uncertainties related to doing business outside the United States;
our ability to obtain and maintain required regulatory clearances or approvals, which may constrain the commercialization of submitted products;
our ability to comply with environmental, health and safety laws and regulations, or the impact of any liability or obligation imposed under such laws or regulations;
our indebtedness, which could adversely affect our financial condition andor prevent us from fulfilling our debt or contractual obligations;
our ability to generate sufficient cash flows or access sufficient additional capital to meet our debt obligations or to fund our other liquidity needs; and
our ability to maintain an adequateeffective system of internal control over financial reporting.
All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. In addition, all forward-looking statements speak only as of the date of this report. We undertake no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise other than as required under the federal securities laws.
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PART I — FINANCIAL INFORMATION
Item 1.    Financial statements
Avantor, Inc. and subsidiaries
Index to unaudited condensed consolidated financial statements
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Avantor, Inc. and subsidiaries
Unaudited condensed consolidated balance sheets
(in millions)(in millions)June 30, 2023December 31, 2022(in millions)March 31, 2024December 31, 2023
AssetsAssets
Current assets:Current assets:
Current assets:
Current assets:
Cash and cash equivalentsCash and cash equivalents$236.4 $372.9 
Accounts receivable, net of allowances of $34.6 and $28.21,216.0 1,218.4 
Cash and cash equivalents
Cash and cash equivalents
Accounts receivable, net of allowances of $37.7 and $35.0
InventoryInventory890.4 913.5 
Other current assetsOther current assets156.3 153.1 
Total current assetsTotal current assets2,499.1 2,657.9 
Property, plant and equipment, net of accumulated depreciation of $565.3 and $518.4698.2 727.0 
Other intangible assets, net (see note 6)3,895.4 4,133.3 
Goodwill5,693.9 5,652.6 
Property, plant and equipment, net of accumulated depreciation and impairment charges of $635.4 and $616.9
Other intangible assets, net (see note 7)
Goodwill, net of accumulated impairment losses of $38.8 and $38.8
Other assetsOther assets276.7 293.5 
Total assetsTotal assets$13,063.3 $13,464.3 
Liabilities and stockholders’ equityLiabilities and stockholders’ equity
Current liabilities:Current liabilities:
Current liabilities:
Current liabilities:
Current portion of debt
Current portion of debt
Current portion of debtCurrent portion of debt$314.0 $364.2 
Accounts payableAccounts payable686.6 758.2 
Employee-related liabilitiesEmployee-related liabilities124.3 122.4 
Accrued interestAccrued interest49.3 49.9 
Other current liabilitiesOther current liabilities375.9 364.1 
Total current liabilitiesTotal current liabilities1,550.1 1,658.8 
Debt, net of current portionDebt, net of current portion5,570.3 5,923.3 
Deferred income tax liabilitiesDeferred income tax liabilities662.8 731.4 
Other liabilitiesOther liabilities268.8 295.4 
Total liabilitiesTotal liabilities8,052.0 8,608.9 
Commitments and contingencies (see note 7)
Commitments and contingencies (see note 8)Commitments and contingencies (see note 8)
Stockholders’ equity:Stockholders’ equity:
Common stock including paid-in capital, 675.7 and 674.3 shares issued and outstanding3,798.6 3,785.3 
Common stock including paid-in capital, 679.2 and 676.6 shares issued and outstanding
Common stock including paid-in capital, 679.2 and 676.6 shares issued and outstanding
Common stock including paid-in capital, 679.2 and 676.6 shares issued and outstanding
Accumulated earningsAccumulated earnings1,284.6 1,170.4 
Accumulated other comprehensive lossAccumulated other comprehensive loss(71.9)(100.3)
Total stockholders’ equityTotal stockholders’ equity5,011.3 4,855.4 
Total liabilities and stockholders’ equityTotal liabilities and stockholders’ equity$13,063.3 $13,464.3 

See accompanying notes to the unaudited condensed consolidated financial statements.
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Avantor, Inc. and subsidiaries
Unaudited condensed consolidated statements of operations
(in millions, except per share data)(in millions, except per share data)Three months ended June 30,Six months ended June 30,
2023202220232022
(in millions, except per share data)
2024
2024
Net sales
Net sales
Net salesNet sales$1,743.9 $1,910.5 $3,524.2 $3,860.9 
Cost of salesCost of sales1,153.9 1,262.8 2,309.4 2,523.3 
Cost of sales
Cost of sales
Gross profit
Gross profit
Gross profitGross profit590.0 647.7 1,214.8 1,337.6 
Selling, general and administrative expensesSelling, general and administrative expenses357.5 352.1 751.1 735.0 
Impairment charges160.8 — 160.8 — 
Selling, general and administrative expenses
Selling, general and administrative expenses
Operating incomeOperating income71.7 295.6 302.9 602.6 
Interest expense(73.4)(63.9)(147.1)(128.7)
Operating income
Operating income
Interest expense, net
Interest expense, net
Interest expense, net
Loss on extinguishment of debt
Loss on extinguishment of debt
Loss on extinguishment of debtLoss on extinguishment of debt(1.6)(6.1)(3.9)(7.9)
Other income, netOther income, net2.0 0.7 2.6 2.1 
(Loss) income before income taxes(1.3)226.3 154.5 468.1 
Other income, net
Other income, net
Income before income taxes
Income before income taxes
Income before income taxes
Income tax expenseIncome tax expense(6.0)(38.9)(40.3)(90.3)
Net (loss) income(7.3)187.4 114.2 377.8 
Accumulation of yield on preferred stock— (8.1)— (24.2)
Net (loss) income available to common stockholders$(7.3)$179.3 $114.2 $353.6 
Income tax expense
Income tax expense
Net income
Net income
Net income
(Loss) earnings per share:
Earnings per share:
Earnings per share:
Earnings per share:
Basic
Basic
BasicBasic$(0.01)$0.28 $0.17 $0.56 
DilutedDiluted$(0.01)$0.28 $0.17 $0.55 
Diluted
Diluted
Weighted average shares outstanding:
Weighted average shares outstanding:
Weighted average shares outstanding:Weighted average shares outstanding:
BasicBasic675.3 644.2 675.0 627.2 
Basic
Basic
DilutedDiluted675.3 680.2 677.9 680.8 
Diluted
Diluted

See accompanying notes to the unaudited condensed consolidated financial statements.
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Avantor, Inc. and subsidiaries
Unaudited condensed consolidated statements of comprehensive income or loss
(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
Net (loss) income$(7.3)$187.4 $114.2 $377.8 
Other comprehensive income (loss):
Foreign currency translation — unrealized gain (loss)8.7 (71.0)25.6 (98.0)
Derivative instruments:

Unrealized gain (loss)16.8 7.3 16.7 7.0 
Reclassification of gain into earnings(7.6)(1.1)(14.1)(1.3)
Activity related to defined benefit plans(0.8)— (5.7)4.5 
Other comprehensive income (loss) before income taxes17.1 (64.8)22.5 (87.8)
Income tax effect0.7 (14.2)5.9 (17.3)
Other comprehensive income (loss)17.8 (79.0)28.4 (105.1)
Comprehensive income$10.5 $108.4 $142.6 $272.7 
(in millions)Three months ended March 31,
20242023
Net income$60.4 $121.5 
Other comprehensive (loss) income:
Foreign currency translation — unrealized (loss) gain(22.0)16.9 
Derivative instruments:
Unrealized gain (loss)9.8 (0.1)
Reclassification of gain into earnings(8.5)(6.5)
Activity related to defined benefit plans(0.2)(4.9)
Other comprehensive (loss) income before income taxes(20.9)5.4 
Income tax effect(7.1)5.2 
Other comprehensive (loss) income(28.0)10.6 
Comprehensive income$32.4 $132.1 
See accompanying notes to the unaudited condensed consolidated financial statements.
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Avantor, Inc. and subsidiaries
Unaudited condensed consolidated statements of stockholders’ equity
(in millions)(in millions)Stockholders’ equity
MCPS including paid-in capitalCommon stock including paid-in capitalAccumulated earningsAOCITotal
SharesAmountSharesAmount(in millions)Stockholders’ equity
Balance at March 31, 2023— $— 675.1 $3,792.4 $1,291.9 $(89.7)$4,994.6 
Comprehensive (loss) income— — — — (7.3)17.8 10.5 
Common stock including paid-in capital(in millions)Common stock including paid-in capitalAccumulated earningsAOCITotal
SharesSharesAmount
Balance at December 31, 2023
Comprehensive income (loss)
Stock-based compensation expenseStock-based compensation expense— — — 9.3 — — 9.3 
Stock option exercises and other common stock transactionsStock option exercises and other common stock transactions— — 0.6 (3.1)— — (3.1)
Stock option exercises and other common stock transactions
Stock option exercises and other common stock transactions
Balance at June 30, 2023— $— 675.7 $3,798.6 $1,284.6 $(71.9)$5,011.3 
Balance at March 31, 2024
Balance at March 31, 2024
Balance at March 31, 2024
Balance at March 31, 202220.7 $1,003.7 610.3 $2,749.3 $674.3 $(69.3)$4,358.0 
Comprehensive income (loss)— — — — 187.4 (79.0)108.4 
Balance at December 31, 2022
Balance at December 31, 2022
Balance at December 31, 2022
Comprehensive income
Stock-based compensation expenseStock-based compensation expense— — — 13.4 — — 13.4 
Accumulation of yield on preferred stock— — — (8.1)— — (8.1)
Stock-based compensation expense
Stock-based compensation expense
Stock option exercises and other common stock transactionsStock option exercises and other common stock transactions— — 0.7 (2.2)— — (2.2)
Conversion of MCPS into Common stock(20.7)(1,003.7)62.9 1,003.7 — — — 
Balance at June 30, 2022— $— 673.9 $3,756.1 $861.7 $(148.3)$4,469.5 
Stock option exercises and other common stock transactions
Stock option exercises and other common stock transactions
Balance at March 31, 2023
Balance at March 31, 2023
Balance at March 31, 2023

See accompanying notes to the unaudited condensed consolidated financial statements.
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Avantor, Inc. and subsidiaries
Unaudited condensed consolidated statements of stockholders’ equity (continued)
(in millions)Stockholders’ equity
MCPS including paid-in capitalCommon stock including paid-in capitalAccumulated earnings (deficit)AOCITotal
SharesAmountSharesAmount
Balance at December 31, 2022— $— 674.3 $3,785.3 $1,170.4 $(100.3)$4,855.4 
Comprehensive income— — — — 114.2 28.4 142.6 
Stock-based compensation expense— — — 21.9 — — 21.9 
Stock option exercises and other common stock transactions— — 1.4 (8.6)— — (8.6)
Balance at June 30, 2023— $— 675.7 $3,798.6 $1,284.6 $(71.9)$5,011.3 
Balance at December 31, 202120.7 $1,003.7 609.7 $2,752.6 $483.9 $(43.2)$4,197.0 
Comprehensive income (loss)— — — — 377.8 (105.1)272.7 
Stock-based compensation expense— — — 25.4 — — 25.4 
Accumulation of yield on preferred stock— — — (24.2)— — (24.2)
Stock option exercises and other common stock transactions— — 1.3 (1.4)— — (1.4)
Conversion of MCPS into Common stock(20.7)(1,003.7)62.9 1,003.7 — — — 
Balance at June 30, 2022— $— 673.9 $3,756.1 $861.7 $(148.3)$4,469.5 

cash flows
(in millions)Three months ended March 31,
20242023
Cash flows from operating activities:
Net income$60.4 $121.5 
Reconciling adjustments:
Depreciation and amortization99.6 101.1 
Stock-based compensation expense12.7 12.7 
Provision for accounts receivable and inventory24.0 12.5 
Deferred income tax benefit(17.9)(26.4)
Amortization of deferred financing costs3.0 3.4 
Loss on extinguishment of debt2.5 2.3 
Foreign currency remeasurement loss5.3 1.8 
Changes in assets and liabilities:
Accounts receivable2.7 (52.2)
Inventory(11.0)7.1 
Accounts payable(43.6)0.6 
Accrued interest(9.5)(10.5)
Other assets and liabilities9.3 44.1 
Other4.1 1.5 
Net cash provided by operating activities141.6 219.5 
Cash flows from investing activities:
Capital expenditures(34.7)(28.0)
Other0.5 0.7 
Net cash used in investing activities(34.2)(27.3)
Cash flows from financing activities:
Debt borrowings41.2 — 
Debt repayments(210.3)(269.5)
Proceeds received from exercise of stock options45.5 2.6 
Shares repurchased to satisfy employee tax obligations for vested stock-based awards(6.6)(8.1)
Net cash used in financing activities(130.2)(275.0)
Effect of currency rate changes on cash and cash equivalents(5.7)4.8 
Net change in cash, cash equivalents and restricted cash(28.5)(78.0)
Cash, cash equivalents and restricted cash, beginning of period287.7 396.9 
Cash, cash equivalents and restricted cash, end of period$259.2 $318.9 
See accompanying notes to the unaudited condensed consolidated financial statements.
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Avantor, Inc. and subsidiaries
Unaudited condensed consolidated statements of cash flows
(in millions)Six months ended June 30,
20232022
Cash flows from operating activities:
Net income$114.2 $377.8 
Reconciling adjustments:
Depreciation and amortization203.7 204.2 
Impairment charges160.8 — 
Stock-based compensation expense21.9 23.7 
Provision for accounts receivable and inventory43.1 28.2 
Deferred income tax benefit(64.7)(39.5)
Amortization of deferred financing costs6.7 8.5 
Loss on extinguishment of debt3.9 7.9 
Foreign currency remeasurement gain(0.1)(0.6)
Changes in assets and liabilities:
Accounts receivable7.9 (98.2)
Inventory(1.7)(93.1)
Accounts payable(74.4)72.4 
Accrued interest(0.6)(0.9)
Other assets and liabilities(34.3)(115.4)
Other, net1.3 4.7 
Net cash provided by operating activities387.7 379.7 
Cash flows from investing activities:
Capital expenditures(58.1)(60.8)
Cash paid for acquisitions, net of cash acquired— (20.2)
Other1.4 0.4 
Net cash used in investing activities(56.7)(80.6)
Cash flows from financing activities:
Debt borrowings— 210.0 
Debt repayments(460.3)(523.9)
Payments of debt refinancing fees and premiums(2.3)— 
Payments of dividends on preferred stock— (32.4)
Proceeds received from exercise of stock options4.7 11.6 
Shares repurchased to satisfy employee tax obligations for vested stock-based awards(13.3)(13.0)
Net cash used in financing activities(471.2)(347.7)
Effect of currency rate changes on cash4.1 (17.5)
Net change in cash, cash equivalents and restricted cash(136.1)(66.1)
Cash, cash equivalents and restricted cash, beginning of period396.9 327.1 
Cash, cash equivalents and restricted cash, end of period$260.8 $261.0 
See accompanying notes to the unaudited condensed consolidated financial statements.
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Avantor, Inc. and subsidiaries
Notes to unaudited condensed consolidated financial statements
1.    Nature of operations and presentation of financial statements
We are a global manufacturer and distributor that provides products and services to customers in the biopharmaceutical, healthcare, education & government and advanced technologies & applied materials industries.
Basis of presentation
The accompanying condensed consolidated financial statements have been prepared pursuant to SEC regulations whereby certain information normally included in GAAP financial statements has been condensed or omitted. The financial information presented herein reflects all adjustments (consisting only of normal, recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. The results for interim periods are not necessarily indicative of the results to be expected for the full year.
We believe that the disclosures included herein are adequate to make the information presented not misleading in any material respect when read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report. Those audited consolidated financial statements include a summary of our significant accounting policies.
Principles of consolidation
All intercompany balances and transactions have been eliminated from the financial statements.
Use of estimates
The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported throughout the financial statements. Actual results could differ from those estimates.
Asset impairment - RitterSegment Reporting
The Company’s long-lived assets include property, plantEffective January 1, 2024, we changed our operating model and equipment, finite-lived intangible assetsreporting segment structure from three reportable segments to two reportable segments: Laboratory Solutions and certainBioscience Production. This structure aligns with how our Chief Executive Officer, who is our chief operating decision maker, measures segment operating performance and allocates resources across our operating segments.
2.    New accounting standards and climate change related update by SEC
Segment Reporting
In November 2023, the FASB issued Accounting Standards Update 2023-07, Improvements to Reportable Segment Disclosures, which amends the existing segment reporting guidance (ASC Topic 280) to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount for other assets. For impairment testing purposes, long-lived assets may be grouped with working capitalsegment items by reportable segment and other typesa description of assets or liabilities if they generate cash flows on a combined basis. We evaluate long-lived assets or asset groups for impairment whenever events or changes in circumstances indicate a potential inability to recover their carrying amounts. The test to determine if long-lived assets or asset groups are impaired first compares their carrying values to their estimated undiscounted future cash flows. Ifits composition, the carrying values exceedtitle and position of the estimated undiscounted cash flows, an impairment charge is calculated as the amount that the carrying values exceed their fair values.
Persistently high customer inventory in the end markets served by Ritterchief operating decision maker and an overall slowdown in research activity has caused Ritter’s revenue to decline compared to prior expectations. Due to these sustained declines, we performed an impairment testexplanation of how the Ritter asset group, which resulted in a fair value that was lower than its carrying value. As a result, we recorded impairment charges of $106.4 million on Ritter’s finite-lived intangible assets and $54.4 million on Ritter’s property, plant & equipmentchief operating decision maker uses the reported
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measure(s) of segment profit or loss in the second quarter of 2023assessing segment performance and deciding how to allocate resources.
The amendments in the unaudited condensed consolidated statements of operations. These charges impact our Europe reportable segment.
Our impairment test was performed as of June 30,this update are effective for fiscal years beginning after December 15, 2023, and utilizedinterim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the impact of our latest estimatespending adoption of Ritter’s projected cash flows, including revenues, gross margin, SG&A expenses, capital expendituresthis standard on our financial statement disclosures.
Income Taxes
In December 2023, the FASB issued Accounting Standards Update 2023-09, Improvements to maintainIncome Tax Disclosures, which amends the acquired assets,existing income taxes guidance (ASC Topic 740) to require additional disclosures surrounding annual rate reconciliation, income taxes paid and investmentsother income tax related disclosures.
The amendments in debt free net working capital, as well as current market assumptionsthis update are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the impact of our pending adoption of this standard on our financial statement disclosures.
Other
There were no new accounting standards that we expect to have a material impact on our financial position or results of operations upon adoption.
Adoption of rules to enhance and standardize climate-related disclosures for Investors
On March 6, 2024, the SEC adopted final rules to require registrants to disclose certain climate-related information in registration statements and annual reports.
On April 4, 2024, the SEC issued an order staying the final rules pending completion of judicial review of the petitions challenging the final rules. The order does not amend the compliance dates contemplated by the final rules, which are applicable to the Company for fiscal years beginning with the Company’s annual report on Form 10-K for the discount rate.fiscal year ended December 31, 2025. We are currently evaluating the impact of our pending adoption of these requirements on our financial statement disclosures.
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3.    Earnings per share
The following table presents the reconciliation of basic and diluted earnings (loss) per share for the three and six months ended June 30, 2023:
(in millions, except per share data)Three months ended June 30, 2023Six months ended June 30, 2023
Loss (numerator)Weighted average shares outstanding (denominator)Loss per shareEarnings (numerator)Weighted average shares outstanding (denominator)Earnings per share
Basic$(7.3)675.3 $(0.01)$114.2 675.0 $0.17 
Dilutive effect of stock-based awards— — — 2.9 
Diluted$(7.3)675.3 $(0.01)$114.2 677.9 $0.17 
For the three months ended June 30, 2023, basic and diluted loss per share calculations were the same because there was a net loss available to common stockholders. As a result, 1.6 million of stock options and 0.8 million of restricted stock units were excluded from the calculation of diluted loss per share as their effect would be anti-dilutive.
The following table presents the reconciliation of basic and diluted earnings per share for the three and six months ended June 30, 2022:March 31, 2024:
(in millions, except per share data)(in millions, except per share data)Three months ended June 30, 2022Six months ended June 30, 2022
Earnings (numerator)Weighted average shares outstanding (denominator)Earnings per shareEarnings (numerator)Weighted average shares outstanding (denominator)Earnings per share
(in millions, except per share data)
Earnings (numerator)
Earnings (numerator)
Basic
Basic
BasicBasic$179.3 644.2 $0.28 $353.6 627.2 $0.56 
Dilutive effect of stock-based awardsDilutive effect of stock-based awards— 6.6 — 7.5 
Dilutive impact of MCPS8.1 29.4 $24.2 46.1 
Dilutive effect of stock-based awards
Dilutive effect of stock-based awards
DilutedDiluted$187.4 $680.2 $0.28 $377.8 680.8 $0.55 
Diluted
Diluted
The following table presents the reconciliation of basic and diluted earnings per share for the three months ended March 31, 2023:
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(in millions, except per share data)Three months ended March 31, 2023
Earnings (numerator)Weighted average shares outstanding (denominator)Earnings per share
Basic$121.5 674.7 $0.18 
Dilutive effect of stock-based awards— 3.4 
Diluted$121.5 $678.1 $0.18 

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3.4.    Segment financial information
We report three geographic segments based on customer location: Americas, EuropeAs described in note 1, effective January 1, 2024, we changed our operating model and AMEA. Eachreporting segment manufacturesstructure into two reportable business segments: Laboratory Solutions and distributes solutions for the biopharmaceutical, healthcare, education & government and advanced technologies & applied materials industries.Bioscience Production. Corporate costs are managed on a standalone basis, and notcertain of which are allocated to our reportable segments.
In connection with this change, our chief operating decision maker changed the measure used to evaluate segment profitability from Adjusted EBITDA to Adjusted Operating Income. All disclosures relating to segment profitability, including those for comparative periods, have been revised as a result of this change.
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The following table presents information by reportable segment:
(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
Net sales:
Americas$1,025.6 $1,156.6 $2,057.6 $2,300.0 
Europe606.9 623.8 1,237.1 1,304.2 
AMEA111.4 130.1 229.5 256.7 
Total$1,743.9 $1,910.5 $3,524.2 $3,860.9 
Adjusted EBITDA:
Americas$247.2 $289.8 $487.6 $584.0 
Europe111.2 119.3 232.9 262.7 
AMEA26.4 36.1 59.9 65.4 
Corporate(41.8)(41.1)(91.2)(84.9)
Total$343.0 $404.1 $689.2 $827.2 
(in millions)Three months ended March 31,
20242023
Net sales:
Laboratory Solutions$1,157.1 $1,203.0 
Bioscience Production522.7 577.3 
Total$1,679.8 $1,780.3 
Adjusted Operating Income:
Laboratory Solutions$148.2 $172.2 
Bioscience Production126.9 167.5 
Corporate(16.7)(16.6)
Total$258.4 $323.1 
The amounts above exclude inter-segment activity because it is not material. All of the net sales for each segment are from external customers.
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The following table presents the reconciliation of Adjusted EBITDA from net (loss) income, the nearest measurement under GAAP:GAAP, to Adjusted Operating Income :
(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
Net (loss) income$(7.3)$187.4 $114.2 $377.8 
Interest expense73.4 63.9 147.1 128.7 
Income tax expense6.0 38.9 40.3 90.3 
Depreciation and amortization102.6 89.7 203.7 204.2 
Loss on extinguishment of debt1.6 6.1 3.9 7.9 
Net foreign currency (gain) loss from financing activities(1.6)0.9 (1.8)1.0 
Other stock-based compensation benefit(0.1)(0.4)— (1.7)
Integration-related expenses1
(0.6)3.3 8.1 7.2 
Purchase accounting adjustments2
— 13.8 — 9.4 
Restructuring and severance charges3
7.2 0.5 11.9 2.4 
Reserve for certain legal matters1.0 — 1.0 — 
Impairment charges4
160.8 — 160.8 — 
Adjusted EBITDA$343.0 $404.1 $689.2 $827.2 
(in millions)Three months ended March 31,
20242023
Net income$60.4 $121.5 
Interest expense, net64.3 73.7 
Income tax expense20.2 34.3 
Loss on extinguishment of debt2.5 2.3 
Other income, net(1.1)(0.6)
Operating income146.3 231.2 
Amortization75.3 78.4 
Other stock-based compensation expense0.3 0.1 
Integration-related expenses1
— 8.7 
Restructuring and severance charges2
23.2 4.7 
Transformation expenses3
13.3 — 
Adjusted Operating Income$258.4 $323.1 
━━━━━━━━━
1.Represents non-recurring direct costs incurred with third parties and the accrual of a long-term retention incentive to integrate acquired companies. These expenses represent incremental costs and are unrelated to normal operations of our business. Integration expenses are incurred over a pre-defined integration period specific to each acquisition.
2.Represents the non-cash reduction of contingent consideration related to the Ritter acquisition and the amortization of the purchase accounting adjustment to record inventory acquired from Masterflex at fair value.
3.Reflects the incremental expenses incurred in the period related to restructuring initiatives to increase profitability and productivity. Typical costsCosts included in this caption are specific to employee severance, site-related
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exit costs, and contract termination costs. The expenses recognized in 2024 represent costs incurred to achieve the Company’s publicly-announced cost transformation initiative.
4.3.As described in note 1.Represents incremental expenses directly associated with the Company’s publicly-announced cost transformation initiative, primarily related to the cost of external advisors.
The following table presents net sales by product line:category:
(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
Proprietary materials & consumables$622.3 $741.3 $1,291.4 $1,489.3 
Third party materials & consumables648.2 688.0 1,296.2 1,412.7 
Services & specialty procurement242.0 232.2 473.8 467.2 
Equipment & instrumentation231.4 249.0 462.8 491.7 
Total$1,743.9 $1,910.5 $3,524.2 $3,860.9 
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(in millions)Three months ended March 31,
20242023
Proprietary$883.5 $952.2 
Third-party796.3 828.1 
Total$1,679.8 $1,780.3 

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4.5.    Supplemental disclosures of cash flow information
The following tables presenttable presents supplemental disclosures of cash flow information:
(in millions)(in millions)June 30, 2023December 31, 2022(in millions)March 31, 2024December 31, 2023
Cash and cash equivalentsCash and cash equivalents$236.4 $372.9 
Restricted cash classified as other assetsRestricted cash classified as other assets24.4 24.0 
TotalTotal$260.8 $396.9 
At June 30, 2023March 31, 2024 and December 31, 2022,2023, amounts included in restricted cash primarily represent funds held in escrow to satisfy a long-term retention incentive related to the acquisition of Ritter GmbH.Ritter.
(in millions)(in millions)Six months ended June 30,(in millions)Three months ended March 31,
2023202220242023
Cash flows from operating activities:Cash flows from operating activities:
Cash paid for income taxes, net
Cash paid for income taxes, net
Cash paid for income taxes, netCash paid for income taxes, net$126.7 $131.3 
Cash paid for interest, net, excluding financing leasesCash paid for interest, net, excluding financing leases138.2 116.6 
Cash paid for interest on finance leasesCash paid for interest on finance leases2.5 2.5 
Cash paid under operating leasesCash paid under operating leases21.1 22.2 
Cash flows from financing activities:Cash flows from financing activities:
Cash paid under finance leasesCash paid under finance leases2.5 2.3 
Cash paid under finance leases
Cash paid under finance leases

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6.    Inventory
The following table presents the components of inventory:
(in millions)(in millions)June 30, 2023December 31, 2022(in millions)March 31, 2024December 31, 2023
Merchandise inventoryMerchandise inventory$549.2 $556.1 
Finished goodsFinished goods95.4 117.1 
Raw materialsRaw materials178.5 181.2 
Work in processWork in process67.3 59.1 
TotalTotal$890.4 $913.5 

7.    Goodwill and other intangible assets
Goodwill
As described in note 1, we reorganized our segment reporting structure effective January 1, 2024. The segment reporting reorganization also resulted in a change to our reporting units for the purpose of goodwill impairment testing. Our new reporting units are Manufactured Products, Buy Sell Production, NuSil, Buy Sell Lab, Proprietary Lab and Services. As a result of the reorganization, our goodwill was reassigned to the new reporting units making up our Laboratory Solutions and Bioscience Production reporting segments.
We have reassigned goodwill as of January 1, 2024 to align to our new segment structure by using a relative fair value approach. We tested goodwill for impairment immediately before and after the realignment; no impairment was identified.
The following table presents goodwill by our reportable segments, on the effective date of the change:
Laboratory SolutionsBioscience ProductionTotal
Goodwill, gross$3,842.0 $1,913.5 $5,755.5 
Accumulated impairment losses(18.4)(20.4)(38.8)
Goodwill, net$3,823.6 $1,893.1 $5,716.7 
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6.    Other intangible assets
The following table presents the components of other intangible assets:
(in millions)(in millions)June 30, 2023December 31, 2022(in millions)March 31, 2024December 31, 2023
Gross value
Accumulated amortization and impairment1
Carrying valueGross value
Accumulated amortization and impairment1
Carrying valueGross value
Accumulated amortization and impairment1
Carrying valueGross value
Accumulated amortization and impairment1
Carrying value
Customer relationshipsCustomer relationships$4,850.0 $1,535.6 $3,314.4 $4,806.4 $1,333.5 $3,472.9 
Trade namesTrade names357.4 216.9 140.5 354.4 205.1 149.3 
OtherOther634.0 285.8 348.2 630.9 212.1 418.8 
Total finite-livedTotal finite-lived$5,841.4 $2,038.3 3,803.1 $5,791.7 $1,750.7 4,041.0 
Indefinite-livedIndefinite-lived92.3 92.3 
TotalTotal$3,895.4 $4,133.3 
━━━━━━━━━
1.As of June 30,March 31, 2024 and December 31, 2023, accumulated impairment losses on Customer relationships were $65.9 million and on Other were $40.5 million totaling $106.4 million. As of December 31, 2022, there were no accumulated impairment losses.
7.8.    Commitments and contingencies
Our business involves commitments and contingencies related to compliance with environmental laws and regulations, the manufacture and sale of products and litigation. The ultimate resolution of contingencies is subject to significant uncertainty, and it is reasonably possible that contingencies could be decided unfavorably against us.
Environmental laws and regulations
Our environmental liabilities are subject to changing governmental policy and regulations, discovery of unknown conditions, judicial proceedings, method and extent of remediation, existence of other potentially responsible parties and future changes in technology. We believe that known and unknown environmental matters, if not resolved favorably, could have a material effect on our financial position, liquidity and profitability. Matters to be disclosed are as follows:
The New Jersey Department of Environmental Protection has ordered us to remediate groundwater conditions near our plant in Phillipsburg, New Jersey. At June 30, 2023,March 31, 2024, our accrued obligation under this order is $2.5$2.4 million, which is calculated based on expected cash payments discounted at rates ranging from 3.8%4.2% to 5.4%5.1% between 20232024 and 2045.2046. The undiscounted amount of that obligation is $3.9$3.8 million. We are indemnified against any losses incurred in this matter as stipulated through the agreement and guaranty referenced in our Annual Report.
In 2016, we assessed the environmental condition of our chemical manufacturing site in Gliwice, Poland. Our assessment revealed specific types of soil and groundwater contamination throughout the site. We are also monitoring the condition of a closed landfill on that site. These matters are not covered by our indemnification arrangement because they relate to an operation we subsequently acquired. At June 30, 2023,March 31, 2024, our balance sheet includes a liability of $1.1 million for remediation and monitoring costs. That
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liability is estimated primarily on discounted expected remediation payments and is not materially different from its undiscounted amount.
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Manufacture and sale of products
Our business involves risk of product liability, patent infringement and other claims in the ordinary course of business arising from the products that we produce ourselves or obtain from our suppliers, as well as from the services we provide. Our exposure to such claims may increase to the extent that we expand our manufacturing operations or service offerings.
We maintain insurance policies to protect us against these risks, including product liability insurance. In many cases the suppliers of products we distribute have indemnified us against such claims. Our insurance coverage or indemnification agreements with suppliers may not be adequate in all pending or any future cases brought against us. Furthermore, our ability to recover under any insurance or indemnification arrangements is subject to the financial viability of our insurers, our suppliers and our suppliers’ insurers, as well as legal enforcement under the local laws governing the arrangements.
We have entered into indemnification agreements with customers of our self-manufactured products to protect them from liabilities and losses arising from our negligence, willful misconduct or sale of defective products. To date, we have not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions.
Litigation
At June 30, 2023,March 31, 2024, there was no outstanding litigation that we believe would result in material losses if decided against us, and we do not believe that there are any unasserted matters that are reasonably possible to result in a material loss.
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8.9.    Debt
The following table presents information about our debt:
(dollars in millions)(dollars in millions)June 30, 2023December 31, 2022(dollars in millions)March 31, 2024December 31, 2023
Interest termsRateAmount
Receivables facilityReceivables facility
SOFR1 plus 0.80%
6.04%$275.9 $327.2 
Receivables facility
Receivables facility
Senior secured credit facilities:Senior secured credit facilities:
Euro term loans B-4
Euro term loans B-4
Euro term loans B-4Euro term loans B-4EURIBOR plus 2.50%5.70%647.2 636.7 
Euro term loans B-5Euro term loans B-5EURIBOR plus 2.00%5.20%347.7 342.0 
U.S. dollar term loans B-5
U.S. dollar term loans B-5
U.S. dollar term loans B-5U.S. dollar term loans B-5
SOFR1 plus 2.25%
7.50%1,087.9 1,488.3 
2.625% secured notes2.625% secured notesfixed rate2.625%709.5 694.5 
3.875% unsecured notes3.875% unsecured notesfixed rate3.875%800.0 800.0 
3.875% unsecured notes3.875% unsecured notesfixed rate3.875%436.6 427.3 
4.625% unsecured notes4.625% unsecured notesfixed rate4.625%1,550.0 1,550.0 
Finance lease liabilitiesFinance lease liabilities68.4 68.9 
OtherOther13.0 14.2 
Total debt, grossTotal debt, gross5,936.2 6,349.1 
Less: unamortized deferred financing costsLess: unamortized deferred financing costs(51.9)(61.6)
Total debtTotal debt$5,884.3 $6,287.5 
Classification on balance sheets:Classification on balance sheets:
Current portion of debtCurrent portion of debt$314.0 $364.2 
Current portion of debt
Current portion of debt
Debt, net of current portionDebt, net of current portion5,570.3 5,923.3 
━━━━━━━━━
1.SOFR includes credit spread adjustment.
Interest expense, net includes interest income of $17.9 million and $14.5 million for the three months ended March 31, 2024 and March 31, 2023, respectively. The interest income primarily relates to income on our interest rate swaps and cross currency swaps. Refer to note 14 to the unaudited consolidated financial statements for more information.
Credit facilities
The following table presents availability under our credit facilities:
(in millions)(in millions)June 30, 2023(in millions)March 31, 2024
Receivables facilityRevolving credit facilityTotalReceivables facilityRevolving credit facilityTotal
CapacityCapacity$320.2 $975.0 $1,295.2 
Undrawn letters of credit outstandingUndrawn letters of credit outstanding(15.4)— (15.4)
Outstanding borrowingsOutstanding borrowings(275.9)— (275.9)
Unused availabilityUnused availability$28.9 $975.0 $1,003.9 

Capacity under the receivables facility is calculated as the lower of eligible borrowing base or facility limit of $400.0 million. Eligible borrowing base is determined as total available accounts receivable less
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ineligible accounts receivable and other adjustments. At June 30, 2023,March 31, 2024, total available accounts receivable under the receivables facility were $591.0$538.3 million.
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In June 2023, we amended the revolving credit facility to increase its funding limit up to $975.0 million and extended the term to June 29, 2028. We capitalized $2.3 million of fees in connection with this transaction.
In June 2023, the Company entered into an Amendment to the Receivables Purchase Agreement to increase the Delinquency Ratio cap from 13.0% to 16.0%.
Senior secured credit facilities
On April 2, 2024, we amended the credit agreement to reprice the U.S. Dollar term loan under our senior secured credit facilities. Pursuant to the agreement, the interest rate applicable to the U.S. Dollar term loan reduced from SOFR plus a spread of 2.25% per annum to SOFR plus a spread of 2.00% per annum. The principal amount of U.S. Dollar term loan outstanding immediately prior to the amendment and the outstanding principal amount of U.S. Dollar term loan immediately following the amendment each totaled $772.4 million. The final stated maturity of the U.S. Dollar term loan remains November 6, 2027. The costs to complete the amendment were not material.
During the quarter ended June 30, 2023,March 31, 2024, we made prepayments of $170.0$10.0 million on our U.S. dollar term loan B-5 that matures on November 8, 2027.6, 2027 and prepayments of $190.6 million on our Euro term loan B-4 that matures on June 10, 2028. In connection with this prepayment,these prepayments, we expensed $1.6$2.5 million of previously unamortized deferred financing costs as a loss on extinguishment of debt. We also amended our U.S. dollar term loan B-5 from LIBOR based floating rate interest to SOFR based floating rate interest. This amendment was done in accordance with Accounting Standards Codification (ASC) 848 and had no impact on the financial statements. The Company is applying optional expedients and exceptions to certain contract modifications and hedging relationships as permitted under ASU 2020-04 and 2022-06.
Debt covenants
Our debt agreements include representations and covenants that we consider usual and customary, and our receivables facility and senior secured credit facilities include a financial covenant that becomes applicable for periods in which we have drawn more than 35% of our revolving credit facility under the senior secured credit facilities. In this circumstance, we are not permitted to have combined borrowings on our senior secured credit facilities and secured notes in excess of a pro forma net leverage ratio, as defined in our credit agreements. As we had not drawn more than 35% of our revolving credit facility in this period, this covenant was not applicable at June 30, 2023.March 31, 2024.
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9.10.    Accumulated other comprehensive income or loss
The following table presents changes in the components of AOCI:
(in millions)(in millions)Foreign currency translationDerivative instrumentsDefined benefit plansTotal(in millions)Foreign currency translationDerivative instrumentsDefined benefit plansTotal
Balance at March 31, 2023$(111.7)$14.9 $7.1 $(89.7)
Unrealized gain (loss)8.7 16.8 (0.8)24.7 
Reclassification of gain into earnings— (7.6)— (7.6)
Change due to income taxes2.6 (2.2)0.3 0.7 
Balance at June 30, 2023$(100.4)$21.9 $6.6 $(71.9)
Balance at March 31, 2022$(48.8)$— $(20.5)$(69.3)
Balance at December 31, 2023
Unrealized (loss) gainUnrealized (loss) gain(71.0)7.3 — (63.7)
Reclassification of gain into earningsReclassification of gain into earnings— (1.1)— (1.1)
Change due to income taxesChange due to income taxes(12.7)(1.5)— (14.2)
Balance at June 30, 2022$(132.5)$4.7 $(20.5)$(148.3)
Balance at March 31, 2024
Balance at December 31, 2022
Balance at December 31, 2022
Balance at December 31, 2022Balance at December 31, 2022$(131.3)$19.9 $11.1 $(100.3)
Unrealized gain (loss)Unrealized gain (loss)25.6 16.7 (5.7)36.6 
Reclassification of gain into earningsReclassification of gain into earnings— (14.1)— (14.1)
Change due to income taxesChange due to income taxes5.3 (0.6)1.2 5.9 
Balance at June 30, 2023$(100.4)$21.9 $6.6 $(71.9)
Balance at March 31, 2023
Balance at December 31, 2021$(19.2)$0.4 $(24.4)$(43.2)
Unrealized (loss) gain(98.0)7.0 4.6 (86.4)
Reclassification of gain into earnings— (1.3)(0.1)(1.4)
Change due to income taxes(15.3)(1.4)(0.6)(17.3)
Balance at June 30, 2022$(132.5)$4.7 $(20.5)$(148.3)
The reclassifications and income tax effects shown above were immaterial to the financial statements and were made to either cost of sales, or SG&A expensesexpense or interest expense depending upon the nature of the underlying transaction. The income tax effects in the three and six months ended June 30, 2023March 31, 2024 on foreign currency translation were due to our net investment hedge and cross-currency swap discussed in note 13.
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10.11.    Stock-based compensation
The following table presents the components of stock-based compensation expense:
(in millions)(in millions)ClassificationThree months ended June 30,Six months ended June 30,
2023202220232022
(in millions)
2024
2024
Stock options
Stock options
Stock optionsStock optionsEquity$3.6 $4.0 $7.2 $8.0 
RSUsRSUsEquity5.5 9.1 14.2 16.7 
RSUs
RSUs
Other
Other
OtherOtherBoth0.1 (0.1)0.5 (1.0)
TotalTotal$9.2 $13.0 $21.9 $23.7 
Total
Total
Award classification:
Award classification:
Award classification:Award classification:
EquityEquity$9.3 $13.4 $21.9 $25.4 
Equity
Equity
LiabilityLiability(0.1)(0.4)— (1.7)
Liability
Liability
At June 30, 2023,March 31, 2024, unvested awards under our plans have remaining stock-based compensation expense of $103.5$116.4 million to be recognized over a weighted average period of 1.9 years.
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Stock options
The following table presents information about outstanding stock options:
(options and intrinsic value in millions)(options and intrinsic value in millions)Number of optionsWeighted average exercise price per optionAggregate intrinsic valueWeighted average remaining term(options and intrinsic value in millions)Number of optionsWeighted average exercise price per optionAggregate intrinsic valueWeighted average remaining term
Balance at December 31, 202216.1 $20.90 
Balance at December 31, 2023
Granted
Granted
GrantedGranted1.8 24.05 
ExercisedExercised(0.2)14.67 
Exercised
Exercised
ForfeitedForfeited(0.3)22.67 
Balance at June 30, 202317.4 21.28 $30.4 6.0 years
Forfeited
Forfeited
Balance at March 31, 2024
Balance at March 31, 2024
Balance at March 31, 202414.7 $21.34 $70.8 5.5 years
Expected to vestExpected to vest4.1 25.27 1.4 8.6 yearsExpected to vest3.1 25.11 25.11 5.2 5.2 8.9 years8.9 years
VestedVested13.3 20.06 29.0 5.2 yearsVested11.6 20.34 20.34 65.6 65.6 4.7 years4.7 years
During the sixthree months ended June 30, 2023,March 31, 2024, we granted stock options that have a contractual life of ten years and will vest annually over fourthree years, subject to the recipient continuously providing service to us through such date.
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RSUs
The following table presents information about unvested RSUs:
(awards in millions)(awards in millions)Number of awardsWeighted average grant date fair value per award(awards in millions)Number of awardsWeighted average grant date fair value per award
Balance at December 31, 20224.2 $24.29 
Balance at December 31, 2023
GrantedGranted1.9 26.34 
VestedVested(1.6)18.67 
ForfeitedForfeited(0.1)27.11 
Balance at June 30, 20234.4 27.07 
Balance at March 31, 2024
During the sixthree months ended June 30, 2023,March 31, 2024, we granted RSUs that will vest annually over three to four years, subject to the recipient continuously providing service to us through each such date.throughout the vesting period. Certain of those awards contain performance and market conditions that impact the number of shares that will ultimately vest. We recorded expense on such awards of $(0.5)$2.1 million and $2.7$2.3 million for the three months ended June 30,March 31, 2024 and March 31, 2023, and June 30, 2022, respectively, and $1.8 million and $5.0 million for the six months ended June 30, 2023 and June 30, 2022, respectively.
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12.    Other income or expense, net
The following table presents the components of other income or expense, net:
(in millions)(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
Net foreign currency gain (loss) from financing activities$1.6 $(0.9)$1.8 

$(1.0)
(in millions)
2024
2024
Net foreign currency gain from financing activities
Net foreign currency gain from financing activities
Net foreign currency gain from financing activities
Income related to defined benefit plansIncome related to defined benefit plans0.3 1.6 0.7 

3.0 
Other0.1 — 0.1 0.1 
Income related to defined benefit plans
Income related to defined benefit plans
Other income, netOther income, net$2.0 $0.7 $2.6 $2.1 
Other income, net
Other income, net
12.13.    Income taxes
The following table presents the relationship between income tax expense and (loss) income before income taxes:
(in millions)(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
(Loss) income before income taxes$(1.3)$226.3$154.5$468.1
(in millions)
2024
2024
Income before income taxes
Income before income taxes
Income before income taxes
Income tax expense
Income tax expense
Income tax expenseIncome tax expense(6.0)(38.9)(40.3)(90.3)
Effective income tax rateEffective income tax rate(461.5)%17.2 %26.1 %19.3 %
Effective income tax rate
Effective income tax rate
Income tax expense in the quarter is based upon the estimated income for the full year. The composition of the income in different countries and adjustments, if any, in the applicable quarterly periods influences our expense.
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The relationship between pre-tax income and income tax expense is affected by the impact of losses for which we cannot claim a tax benefit, non-deductible expenses, and other items that increase tax expense without a relationship to income, such as withholding taxes and changes with respect to uncertain tax positions.

The change in the effective tax rate for the three and six months ended June 30, 2023March 31, 2024 when compared to the three and six months ended June 30, 2022,March 31, 2023, is primarily due to an impairment loss that was recorded in the second quarter of 2023 against the Company’s investment in its Ritter business, and the establishment of new valuation allowances against deferred tax assets not expected to be realized as a result of the impairment.realized.
13.14.    Derivative and hedging activities
Hedging instruments:
We engage in hedging activities to reduce our exposure to foreign currency exchange rates and interest rates. Our hedging activities are designed to manage specific risks according to our strategies, as summarized below, which may change from time to time. Our hedging activities consist of the following:
Economic hedges — We are exposed to changes in foreign currency exchange rates on certain of our euro-denominated term loans and notes that move inversely from our portfolio of euro-denominated intercompany loans. The currency effects for these non-derivative instruments are recorded through earnings in the period of change and substantially offset one another;
Other hedging activities — Certain of our subsidiaries hedge short-term foreign currency denominated business transactions, external debt and intercompany financing transactions using
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foreign currency forward contracts. These activities were not material to our consolidated financial statements.
Cash flow hedges of interest rate risk

In April of 2023, the Company executed a $100.0 million interest rate swap to convert SOFR based floating rate interest to fixed rate interest. The transaction is intended to mitigate our exposure to fluctuations in interest rates and will terminate on October 27, 2025. In addition, in April of 2023, we amended our $750.0 million interest rate swap from LIBOR based floating rate interest to SOFR based floating rate interest. This amendment was done in accordance with ASC 848 and had no impact on the financial statements. The Company is applying optional expedients and exceptions to certain contract modifications and hedging relationships as permitted under ASU 2020-04 and 2022-06.
Our objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. 
For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in AOCI and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $19.7$17.0 million will be reclassified as a reduction to interest expense.
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As of June 30, 2023,March 31, 2024, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk:

(dollars in millions)
Interest rate derivativeNumber of instrumentsNotional
Interest rate swaps2$850.0 
Effect of cash flow hedge accounting on AOCI
The table below presents the effect of cash flow hedge accounting on AOCI for the three and six months ended June 30, 2023March 31, 2024 and June 30, 2022.March 31, 2023.

(in millions)(in millions)
(in millions)
(in millions)
Hedging relationshipsHedging relationshipsAmount of gain or (loss) recognized in OCI on DerivativeLocation of gain or (loss) reclassified from AOCI into incomeAmount of gain or (loss) reclassified from AOCI into income
Hedging relationships
Hedging relationshipsAmount of gain or (loss) recognized in OCI on DerivativeLocation of gain or (loss) reclassified from AOCI into incomeAmount of gain or (loss) reclassified from AOCI into income
Three months ended March 31,
2024
2024
2024
Three months ended June 30,Six months ended June 30,Three months ended June 30,Six months ended June 30,
Interest rate products
20232022202320222023202220232022
Interest rate products
Interest rate productsInterest rate products13.6 2.6 10.1 2.6 Interest income (expense)4.4 (2.5)7.5 (2.5)
TotalTotal$13.6 $2.6 $10.1 $2.6 $4.4 $(2.5)$7.5 $(2.5)
Total
Total

Effect of cash flow hedge accounting on the income statement
The table below presents the effect of our derivative financial instruments on the statement of operations for the three and six months ended June 30, 2023March 31, 2024 and June 30, 2022.March 31, 2023.
Three months ended June 30,Six months ended June 30,
2023202220232022
(in millions)Interest income (expense)Interest income (expense)Interest income (expense)Interest income (expense)
Total amounts of line items presented in the statements of operations where the effects of cash flow hedges are recorded$(73.4)$(63.9)$(147.1)$(128.7)
Amount of gain (loss) reclassified from AOCI into income$4.4 $(2.5)$7.5 $(2.5)
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Three months ended March 31,
20242023
(in millions)Interest expense, netInterest expense, net
Total amounts of line items presented in the statements of operations where the effects of cash flow hedges are recorded$(64.3)$(73.7)
Amount of gain reclassified from AOCI into income$5.3 $3.1 
Net investment hedges
We are exposed to fluctuations in foreign exchange rates on investments we hold in foreign entities, specifically our net investment in Avantor Holdings B.V., a EUR-functional-currency consolidated subsidiary, against the risk of changes in the EUR-USD exchange rate.
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For derivatives designated as net investment hedges, the gain or loss on the derivative is reported in AOCI as part of the cumulative translation adjustment. Amounts are reclassified out of AOCI into earnings when the hedged net investment is either sold or substantially liquidated.
As of June 30, 2023,March 31, 2024, we had the following outstanding foreign currency derivatives that were used to hedge its net investments in foreign operations:
(value in millions)
Foreign currency derivativeNumber of instrumentsNotional soldNotional purchased
Cross-currency swaps732.1 $750.0 
Effect of net investment hedges on AOCI and the income statement
The table below presents the effect of our net investment hedges on AOCI and the statement of operations for the three and six months ended June 30, 2023March 31, 2024 and June 30, 2022.March 31, 2023.
(in millions)
Hedging relationshipsAmount of gain or (loss) recognized in OCI on DerivativeLocation of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)
Three months ended March 31,Three months ended March 31,
2024202320242023
Cross currency swaps$20.9 $(7.2)Interest expense, net$3.2 $3.2 
Total$20.9 $(7.2)$3.2 $3.2 
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(in millions)
Hedging relationshipsAmount of gain or (loss) recognized in OCI on DerivativeLocation of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)
June 30,June 30,
2023202220232022
Three months ended:
Cross currency swaps$(6.0)$30.8 Interest income$3.2 $3.1 
Total$(6.0)$30.8 $3.2 $3.1 
Six months ended:
Cross currency swaps$(13.2)$30.8 Interest income$6.4 $3.1 
Total$(13.2)$30.8 $6.4 $3.1 
The Company did not reclassify any other deferred gains or losses related to cash flow hedges from accumulated other comprehensive income (loss) to earnings for the three and six months ended June 30, 2023March 31, 2024 and June 30, 2022.March 31, 2023.
The table below presents the fair value of our derivative financial instruments as well as their classification on the Balance Sheet as of June 30, 2023March 31, 2024 and December 31, 2022:2023:

Derivative assetsDerivative liabilities
June 30, 2023December 31, 2022June 30, 2023December 31, 2022
Derivative assets
Derivative assets
Derivative assetsDerivative liabilities
March 31, 2024March 31, 2024December 31, 2023March 31, 2024December 31, 2023
(in millions)(in millions)Balance sheet locationFair valueBalance sheet locationFair valueBalance sheet locationFair valueBalance sheet locationFair value(in millions)Balance sheet locationFair valueBalance sheet locationFair valueBalance sheet locationFair valueBalance sheet locationFair value
Derivatives designated as hedging instruments:Derivatives designated as hedging instruments:
Interest rate productsInterest rate products
Other current assets
$28.8 
Other current assets
$26.2 
Other current liabilities
$— 
Other current liabilities
$— 
Interest rate products
Interest rate products
Foreign exchange productsForeign exchange products
Other current assets
— 
Other current assets
— 
Other current liabilities
(41.0)
Other current liabilities
(21.4)
TotalTotal$28.8 $26.2 $(41.0)$(21.4)
Non-derivative financial instruments which are designated as hedging instruments:
We designated all of our outstanding €400.0 million 3.875% senior unsecured notes, issued on July 17, 2020, and maturing on July 15, 2028, as a hedge of our net investment in certain of our European operations. For instruments that are designated and qualify as net investment hedges, the foreign currency
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transactional gains or losses are reported as a component of AOCI. The gains or losses would be reclassified into earnings upon a liquidation event or deconsolidation of a hedged foreign subsidiary.
Net investment hedge effectiveness is assessed based upon the change in the spot rate of the foreign currency denominated debt. The critical terms of the foreign currency notes match the portion of the net investments designated as being hedged. At June 30, 2023,March 31, 2024, the net investment hedge was equal to the designated portion of the European operations and was considered to be perfectly effective.
The accumulated (gain)gain related to the foreign currency denominated debt designated as net investment hedges classified in the foreign currency translation adjustment component of AOCI was $(15.0)$20.0 million and $(24.3)$9.3 million as of June 30, 2023March 31, 2024 and December 31, 2022,2023, respectively.
The amount of (gain) loss (gain) related to the foreign currency denominated debt designated as net investment hedges classified in the foreign currency translation adjustment component of other comprehensive
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income or loss for the three and six months ended June 30,March 31, 2024 and March 31, 2023 and June 30, 2022 are presented below:
(in millions)(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
(in millions)
2024
2024
Net investment hedgesNet investment hedges$1.8 $(25.2)$9.3 $(36.2)
Net investment hedges
Net investment hedges

14.15.    Financial instruments and fair value measurements
Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable and debt.
Certain financial and nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. As discussed in note 1, during the second quarter of 2023, property, plant and equipment, customer relationships and developed technology related to the Ritter asset group were deemed to be impaired and their carrying values were reduced to estimated fair values of $25.9 million, $31.4 million and $19.3 million, respectively. This was the result of an impairment charge of $160.8 million. The Company estimates the fair value of the Ritter asset group using Level 3 inputs, which included a discounted cash flow analysis.
Assets and liabilities for which fair value is only disclosed
The carrying amount of cash and cash equivalents was the same as its fair value and is a Level 1 measurement. The carrying amounts for trade accounts receivable and accounts payable approximated fair value due to their short-term nature and are Level 2 measurements.
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The following table presents the gross amounts, which exclude unamortized deferred financing costs, and the fair values of debt instruments:
(in millions)(in millions)June 30, 2023December 31, 2022(in millions)March 31, 2024December 31, 2023
Gross amountFair valueGross amountFair valueGross amountFair valueGross amountFair value
Receivables facilityReceivables facility$275.9 $275.9 $327.2 $327.2 
Senior secured credit facilities:Senior secured credit facilities:
Euro term loans B-4Euro term loans B-4647.2 646.8 636.7 627.5 
Euro term loans B-4
Euro term loans B-4
Euro term loans B-5Euro term loans B-5347.7 346.4 342.0 340.7 
U.S. dollar term loans B-5
U.S. dollar term loans B-5
U.S. dollar term loans B-5U.S. dollar term loans B-51,087.9 1,088.6 1,488.3 1,485.5 
2.625% secured notes2.625% secured notes709.5 682.5 694.5 658.5 
3.875% unsecured notes3.875% unsecured notes800.0 704.5 800.0 672.0 
3.875% unsecured notes3.875% unsecured notes436.6 401.2 427.3 396.5 
4.625 % unsecured notes4.625 % unsecured notes1,550.0 1,437.9 1,550.0 1,407.6 
Finance lease liabilitiesFinance lease liabilities68.4 68.4 68.9 68.9 
OtherOther13.0 13.0 14.2 14.2 
TotalTotal$5,936.2 $5,665.2 $6,349.1 $5,998.6 
The fair values of debt instruments are based on standard pricing models that take into account the present value of future cash flows, and in some cases private trading data, which are level 2 measurements.
Item 2.    Management’s discussion and analysis of financial condition and results of operations
This discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results may differ materially from those contained in or implied by any forward-looking statements. See “Cautionary factors regarding forward-looking statements.”
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Basis of presentation
This discussion should be read in conjunction with the accompanying condensed consolidated financial statements and notes. Pursuant to SEC rules for reports covering interim periods, we have prepared this discussion and analysis to enable you to assess material changes in our financial condition and results of operations since December 31, 2022,2023, the date of our Annual Report. Therefore, we encourage you to read this discussion and analysis in conjunction with the Annual Report.
Overview
During the three months ended June 30, 2023,March 31, 2024, we recorded net sales of $1,743.9$1,679.8 million, net lossincome of $7.3$60.4 million, Adjusted EBITDA of $283.0 million and Adjusted EBITDAOperating Income of $343.0$258.4 million. Net sales decreased by 8.7%5.6%, which included a 9.1%6.3% decline in organic sales compared to the same period in 2022.2023. See “Reconciliations of non-GAAP measures” for a reconciliationreconciliations of net (loss) income to Adjusted EBITDA and Adjusted Operating Income, and net income margin to Adjusted EBITDA margin and Adjusted Operating Income margin. See “Results of operations” for a reconciliation of net sales growth (decline) to organic net sales growth.growth (decline).
Segment Change
Effective January 1, 2024, we changed our operating model and reporting segment structure from three
reportable segments to two reportable segments, Laboratory Solutions and Bioscience Production. This structure aligns with how our Chief Executive Officer, who is our chief operating decision maker, intends to measure segment operating performance and allocate resources across our operating segments. This reportable segment change has no impact on our consolidated operating results.
In connection with the operating model and reporting structure change, our chief operating decision
maker changed the measure used to evaluate segment profitability from Adjusted EBITDA to Adjusted Operating Income. All disclosures relating to segment profitability, including those for comparative periods, have been revised as a result of this change.
Factors and current trends affecting our business and results of operations
The following updates the factors and current trends disclosed in the Annual Report. These updates couldmay affect our performance and financial condition in future periods.
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Our results werebusiness continues to be impacted by the continuing effects oftransition from the global coronavirus pandemic
Customer demand and required inventory levels continue to normalize in the transition from the COVID-19 pandemic, which has impacted our results for the three months ended June 30, 2023.pandemic. For a discussion of the impact of the COVID-19 pandemicthis trend and associated economic disruptions, and the actual operational and financial impacts that we experienced through December 31, 2022,2023, see “Part II—Item 7—Management's discussion and analysis of financial condition and results of operations” in the Annual Report. For additional discussion of the potential impact of the COVID-19 pandemic and associated economic disruptions on our results, see “The COVID-19 pandemic has adversely impacted, and continues to pose risks to, our business, operating results, cash flows and/or financial condition, the nature and extent of which could be material.” included in “Part I—Item 1A—Risk factors” in the Annual Report.
We have been impacted by supply chain constraints and inflationary pressures
We have experienced inventory fluctuations and build up at customers as a result of global supply chain disruptions and have experienced inflationary pressures across all of our cost categories. While we have implemented pricing and productivity measures to combat these pressures, they may continue to adversely impact our results.
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Fluctuations in foreign currency rates impact our results
Our consolidated results of operations are comprised of many different functional currencies that translate into our U.S. Dollar reporting currency. The movement of the U.S. Dollar against those functional currencies, particularly the Euro, has caused significant variability in our results and may continue to do so in the future.
Key indicators of performance and financial condition
To evaluate our performance, we monitor a number of key indicators includingindicators. As appropriate, we supplement our results of operations determined in accordance with U.S. generally accepted accounting principles (“GAAP”) with certain non-GAAP financial measurements that we believe are useful to investors, creditors and others in assessing our performance. These measurementsmeasures should not be considered in isolation or as a substitute for reported GAAP results because they may include or exclude certain items as compared to similar GAAP-based measurements,measures, and such measurementsmeasures may not be comparable to similarly-titled measurementssimilarly titled measures reported by other companies. Rather, these measurementsmeasures should be considered as an additional way of viewing aspects of our operations that provide a more complete understanding of our business.
The key indicators that we monitor are as follows:
Net sales, gross margin, operating income, and operating income margin, net income or loss and net income or loss margin. These measures are discussed in the section entitled “Results of operations”;
Organic net sales growth, which is a non-GAAP measure discussed in the section entitled “Results of operations.” Organic net sales growth (decline) eliminates from our reported net sales change the impactimpacts of revenues from any acquired businesses that have been owned for less than one year and changes in foreign currency exchange rates. We believe that this measurement is useful to investors as a way to measure and evaluate our underlying commercial operating performance consistently across our segments and the periods presented. This measurement is used by our management for the same reason. Reconciliations to the change in reported net sales, the most directly comparable GAAP financial measure, are included in the section entitled “Results of operations”;
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Adjusted EBITDA and Adjusted EBITDA margin,, which are non-GAAP measures discussed in the section entitled “Results of operations.” Adjusted EBITDA is used by investors to measure and evaluate our operating performance exclusive ofnet income or loss adjusted for the following items: (i) interest expense, (ii) income tax expense, (iii) amortization of acquired intangible assets, (iv) depreciation amortizationexpense, (v) losses on extinguishment of debt, (vi) charges associated with the impairment of certain assets, (vii) and certain other adjustments. Adjusted EBITDA margin is Adjusted EBITDA divided by net sales as determined under GAAP. We believe that these measurements are useful as a way to analyze the underlying trends in our business consistently across the periods presented. These measurements are used by our management for the same reason. A reconciliation of net income or loss and net income or loss margin, the most directly comparable GAAP financial measures, to Adjusted EBITDA and Adjusted EBITDA margin, respectively, are included in the section entitled “Reconciliations of non-GAAP measures”;
Adjusted Operating Income and Adjusted Operating Income margin, which are non-GAAP measures discussed in the section entitled “Results of operations.” Adjusted operating income is our net income or loss adjusted for the following items: (i) interest expense, (ii) income tax expense, (iii) amortization of acquired intangible assets, (iv) losses on extinguishment of debt, (v) charges associated with the impairment of certain assets, (vi) and certain other adjustments. This
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measurement is our segment reporting profitability measure under generally accepted accounting principles. Adjusted Operating Income margin is Adjusted Operating Income divided by net sales as determined under GAAP. We believe that these measurements are useful to investors as a way to analyze the underlying trends in our business consistently across the periods presented. This measurement isThese measurements are used by our management for the same reason. A reconciliation of net income or loss and net income or loss margin, the most directly comparable GAAP financial measure,measures, to Adjusted EBITDA isOperating Income and Adjusted Operating Income margin, respectively, are included in the section entitled “Reconciliations of non-GAAP measures”;
Cash flows from operating activities, which we discuss in the section entitled “Liquidity and capital resources—Historical cash flows”;
Free cash flow, which is a non-GAAP measure, is equal to our cash flows from operating activities, plus acquisition-related costs paid in the period, less capital expenditures. We believe that this measurement is useful to investors as it provides a view on the Company’s ability to generate cash for use in financing or investing activities. This measurement is used by management for the same reason. A reconciliation of cash flows from operating activities, the most directly comparable GAAP financial measure, to free cash flow, is included in the section entitled “Liquidity and capital resources���resources—Historical cash flows.”
Results of operations
We present results of operations in the same way that we manage our business, evaluate our performance and allocate our resources. We also provide discussion of net sales and Adjusted EBITDAOperating Income by geographic segment based on customer location: Americas, Europesegment: Laboratory Solutions and AMEA.Bioscience Production. Corporate costs are managed on a standalone basis, and notcertain of which are allocated to our reportable segments.
Executive summary
(dollars in millions)(dollars in millions)Three months ended June 30,Change(dollars in millions)Three months ended March 31,Change
20232022
Net salesNet sales$1,743.9 $1,910.5 $(166.6)
Net sales
Net sales
Gross marginGross margin33.8 %33.9 %(10) bpsGross margin34.0 %35.1 %(110) bps
Operating incomeOperating income$71.7 $295.6 $(223.9)
Net (loss) income(7.3)187.4 (194.7)
Operating income marginOperating income margin8.7 %13.0 %(430) bps
Net income
Net income marginNet income margin3.6 %6.8 %(320) bps
Adjusted EBITDAAdjusted EBITDA343.0 404.1 (61.1)
Adjusted EBITDA marginAdjusted EBITDA margin19.7 %21.2 %(150) bpsAdjusted EBITDA margin16.8 %19.4 %(260) bps
Adjusted Operating Income
Adjusted Operating Income marginAdjusted Operating Income margin15.4 %18.1 %(270) bps

The secondfirst quarter net sales decline was driven by decreases in all three regionsboth segments primarily due to COVID-19 related headwinds, declines inreduced customer demand, and the impact of customer destocking on inventory.demand. Unfavorable product mix and inflationary factors contributed to contraction in gross margin, while softnessmargin. Softness in sales volumesvolume and unfavorable product mix drove Adjusted EBITDA and Adjusted Operating Income margin contraction.
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Net Sales
Three months ended
(in millions)Three months ended June 30,Reconciliation of net sales growth to organic net sales growth
Net sales growthForeign currency impactOrganic net sales growth
20232022
Americas$1,025.6 $1,156.6 $(131.0)$(1.2)$(129.8)
Europe606.9 623.8 (16.9)11.1 (28.0)
AMEA111.4 130.1 (18.7)(2.4)(16.3)
Total$1,743.9 $1,910.5 $(166.6)$7.5 $(174.1)
(in millions)Three months ended March 31,Reconciliation of net sales growth (decline) to organic net sales growth (decline)
Net sales growth (decline)Foreign currency impactOrganic net sales growth (decline)
20242023
Laboratory Solutions$1,157.1 $1,203.0 $(45.9)$9.0 $(54.9)
Bioscience Production522.7 577.3 (54.6)3.0 (57.6)
Total$1,679.8 $1,780.3 $(100.5)$12.0 $(112.5)
Net sales decreased $166.6$100.5 million or 8.7%5.6%, which included $7.5$12.0 million or 0.4%0.7% of favorable foreign currency impact. Organic net sales decreased by $174.1$112.5 million or 9.1% (declining 6.5% when excluding the impact of sales of COVID-19-related products in both periods, referred to herein as COVID-19 related headwinds or tailwinds)6.3%.
In the Americas,Laboratory Solutions segment, net sales decreased $131.0$45.9 million or 11.3%3.8%, which included $1.2$9.0 million or 0.1% of unfavorable foreign currency impact. Organic net sales decreased by $129.8 million or 11.2% (8.8% excluding COVID-19 headwinds). Additional information on organic net sales by end market (with approximate percentage of total organic net sales for the region) is as follows:
Biopharma (55%) — Sales declined double-digits, primarily due to the roll-off of COVID-19 revenues for vaccines and testing, in addition to reduced customer demand, as well as destocking of lab products and single-use solutions.
Healthcare(10%) — Sales increased high single-digits primarily due to growth in our formulated silicones offering for medical implants.
Education and government (15%) — Sales increased high single-digits primarily due to expanding research activity and improved sales of equipment and instrumentation to academic labs, along with increased sales to governmental research institutions.
Advanced technologies & applied materials (20%) — Sales decreased double-digits driven by softness in the demand for our semiconductor and electronic device offerings.
In Europe, net sales decreased $16.9 million or 2.7%, which included $11.1 million or 1.8%0.7% of favorable foreign currency impact. Organic net sales decreased $28.0$54.9 million or 4.5% (1.8% excluding COVID-19 headwinds). Additional information on organic net sales by end market (with approximate percentage of total organic net sales for the region) is as follows:
Biopharma (50%)Sales declined high single-digits,decline was primarily due to the roll-off of COVID-19 revenues for vaccines, testing and PPE as well as reduced customer demand, destocking of lab consumables and single-use solutions.
Healthcare (10%) — Sales declined high single-digits primarily due to the roll-off of COVID-19 revenues for testing and PPE as well as destocking of lab consumables.
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Education & government (10%) — Sales declined high single-digits driven by decreased activitydemand in academiabiopharma and government labs and the roll-off of COVID-19 revenues for testing and PPE as well as destocking of lab consumables.
Advanced technologies & applied materials (30%) — Sales increased low single-digits driven by resilienthealthcare end market demand, partially offset by the roll-off of COVID-19 revenues for testing and PPE.markets.
In AMEA,the Bioscience Production segment, net sales decreased $18.7$54.6 million or 14.4%9.5%, which included $2.4$3.0 million or 1.8%0.5% of unfavorablefavorable foreign currency impact. Organic net sales decreased $16.3by $57.6 million or 12.6% (8.7% excluding COVID-19 headwinds)10.0%. Additional information on organic net sales by end market (with approximate percentage of total organic net sales for the region) is as follows:
Biopharma (45%)Sales increased mid single-digits due to growth in sales of proprietary materials in biopharma production, partially offset by the roll-off of COVID-19 revenues associated with vaccine production.
Advanced technologies & applied materials (45%) — Sales declined double-digitsdecline was primarily driven by softnessdecreased demand in our proprietary offerings into the semiconductor industry.biopharma and healthcare end markets.
Six months ended
(in millions)Six months ended June 30,Reconciliation of net sales growth to organic net sales growth
Net sales growthForeign currency impactOrganic net sales growth
20232022
Americas$2,057.6 $2,300.0 $(242.4)$(4.7)$(237.7)
Europe1,237.1 1,304.2 (67.1)(21.7)(45.4)
AMEA229.5 256.7 (27.2)(8.0)(19.2)
Total$3,524.2 $3,860.9 $(336.7)$(34.4)$(302.3)
Net sales decreased $336.7 million or 8.7%, which included $34.4 million or 0.9% of unfavorable foreign currency impact. Organic decline in net sales was $302.3 million or 7.8% (4.1% excluding COVID-19 headwinds).
In the Americas, net sales decreased $242.4 million or 10.5%, which included $4.7 million or 0.2% of unfavorable foreign currency impact. Organic decline in net sales was $237.7 million or 10.3% (6.2% excluding COVID-19 headwinds) for reasons similar to the three month period.
In Europe, net sales decreased $67.1 million or 5.1%, which included $21.7 million or 1.7% of unfavorable foreign currency impact. Organic decline in net sales was $45.4 million or 3.4% (0.3% excluding COVID-19 headwinds) for reasons similar to the three month period.
In AMEA, net sales decreased $27.2 million or 10.6%, which included $8.0 million or 3.1% of unfavorable foreign currency impact. Organic decline in net sales was $19.2 million or 7.5% (3.9% excluding COVID-19 headwinds) for reasons similar to the three month period.
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Gross margin
Three months ended June 30,ChangeSix months ended June 30,Change
2023202220232022
Three months ended March 31,
Three months ended March 31,
2024
2024
Gross marginGross margin33.8 %33.9 %(10) bps34.5 %34.6 %(10) bps
Gross margin
Gross margin
Three and six months ended
Gross margin for the three and six months ended June 30, 2023March 31, 2024 contracted by 10110 basis points resulting primarily from unfavorable product mix and the impact of manufacturing variances, partially offset by lower distribution costs.mix.
Operating income
(in millions)(in millions)Three months ended June 30,ChangeSix months ended June 30,Change
2023202220232022
(in millions)
2024
2024
Gross profitGross profit$590.0 $647.7 $(57.7)$1,214.8 $1,337.6 $(122.8)
Operating expenses (excluding impairment charges)357.5 352.1 5.4 751.1 735.0 16.1 
Impairment charges160.8 — 160.8 160.8 — 160.8 
Gross profit
Gross profit
Operating expenses
Operating expenses
Operating expenses
Operating incomeOperating income$71.7 $295.6 $(223.9)$302.9 $602.6 $(299.7)
Operating income
Operating income
Three and six months ended
Operating income decreased primarily from lower gross profit, as previously discussed as well asand higher operating expenses driven by asset impairmentrestructuring and severance charges, recorded in the second quarter, the accrualtransformation expenses and inflationary pressures on salary expenses.
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Table of a long-term retention incentive, inflation and investments made to grow the business, partially offset by lower accruals related to incentive compensation.contents
Net (loss) income
(in millions)(in millions)Three months ended June 30,ChangeSix months ended June 30,Change
2023202220232022
(in millions)
2024
2024
Operating incomeOperating income$71.7 $295.6 $(223.9)$302.9 $602.6 $(299.7)
Interest expense(73.4)(63.9)(9.5)(147.1)(128.7)(18.4)
Operating income
Operating income
Interest expense, net
Interest expense, net
Interest expense, net
Loss on extinguishment of debt
Loss on extinguishment of debt
Loss on extinguishment of debtLoss on extinguishment of debt(1.6)(6.1)4.5 (3.9)(7.9)4.0 
Other income, netOther income, net2.0 0.7 1.3 2.6 2.1 0.5 
Other income, net
Other income, net
Income tax expenseIncome tax expense(6.0)(38.9)32.9 (40.3)(90.3)50.0 
Net (loss) income$(7.3)$187.4 $(194.7)$114.2 $377.8 $(263.6)
Income tax expense
Income tax expense
Net income
Net income
Net income
Three and six months ended
Net income decreased primarily due to lower operating income, as previously discussed, as well as higher interest expense from rising interest rates on our variable-rate term loans, partially offset by a smaller loss
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ondebt repayments made over the extinguishment of our debt resulting from lower optional prepayments of our term loanslast twelve months and by lower income tax expense due to lower income before income taxes.
Adjusted EBITDA and Adjusted EBITDA margin
For a reconciliation of Adjusted EBITDA and Adjusted EBITDA margin to Net (loss)net income and net income margin, respectively, the most directly comparable measuremeasures under GAAP, see “Reconciliations of non-GAAP financial measures.”
(dollars in millions)Three months ended June 30,ChangeSix months ended June 30,Change
2023202220232022
Adjusted EBITDA:
Americas$247.2$289.8$(42.6)$487.6$584.0$(96.4)
Europe111.2119.3(8.1)232.9262.7(29.8)
AMEA26.436.1(9.7)59.965.4(5.5)
Corporate(41.8)(41.1)(0.7)(91.2)(84.9)(6.3)
Total$343.0$404.1$(61.1)$689.2$827.2$(138.0)
Adjusted EBITDA margin19.7 %21.2 %(150) bps19.6 %21.4 %(180) bps
(dollars in millions)Three months ended March 31,Change
20242023
Adjusted EBITDA283.0346.2(63.2)
Adjusted EBITDA margin16.8 %19.4 %(260) bps
Three months ended
Adjusted EBITDA decreased $61.1by $63.2 million or 15.1%18.3%, which included a favorable foreign currency translation impact of $1.2 million.$1.0 million or 0.3%.The remaining decline was $64.2 million or 18.6% primarily driven by lower sales volume and unfavorable product mix.
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Adjusted Operating Income and Adjusted Operating Income margin
For a reconciliation of Adjusted Operating Income and Adjusted Operating Income margin to net income and net income margin, respectively, the most directly comparable measures under GAAP, see “Reconciliations of non-GAAP financial measures.”
(dollars in millions)Three months ended March 31,Change
20242023
Adjusted Operating Income:
Laboratory Solutions$148.2$172.2$(24.0)
Bioscience Production126.9167.5(40.6)
Corporate(16.7)(16.6)(0.1)
Total$258.4$323.1$(64.7)
Adjusted Operating Income margin15.4 %18.1 %(270) bps
Adjusted Operating Income decreased $64.7 million or 20.0%, which included a favorable foreign currency translation impact of $0.9 million or 0.3%. The remaining decline was $62.3$65.6 million or 15.4%.20.3% which is further discussed below.
In the Americas,Laboratory Solutions segment, Adjusted EBITDAOperating Income declined $42.6$24.0 million or 14.7%13.9%, or 14.6%13.7% when adjusted for unfavorable foreign currency translation impact. The decrease was driven bydue to lower sales volumes and unfavorable product mix, partially offset by reduced operating expenses and lower distribution costs.volume.
In Europe,the Bioscience Production segment, Adjusted EBITDAOperating Income declined $8.1$40.6 million or 6.8%24.2%, or 8.6%24.3% when adjusted for favorable foreign currency translation impact. The decrease was driven by sales volume contraction, partially offset by reduced operating expenses and lower distribution costs.
In AMEA, Adjusted EBITDA declined $9.7 million or 26.9%, or 25.5% when adjusted for unfavorable foreign currency translation impact. The decrease was drivenprimarily by lower sales volume and unfavorable product mix partially offset by lower distribution costs.volume.
In Corporate, Adjusted EBITDA declined $0.7Operating Income decreased $0.1 million or 1.7% reflecting investments in our workforce made over the course of 2022 and into 2023.
Six months ended
Adjusted EBITDA decreased $138.0 million or 16.7%0.6%, which included an unfavorable foreign currency translation impact of $8.8 million or 1.1%. The remaining decline was $129.2 million or 15.6%.
In the Americas, Adjusted EBITDA declined $96.4 million or 16.5%, or 16.3% when adjusted for unfavorable foreign currency translation impact. Lower gross profit from sales volume decline and unfavorable product mix was partially offset by commercial excellence and decreased distribution costs.due to immaterial offsetting factors.
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In Europe, Adjusted EBITDA declined $29.8 million or 11.3%, or 9.2% when adjusted for unfavorable foreign currency translation impact due to lower gross profit from sales volume declines, partially offset by commercial excellence.
In AMEA, Adjusted EBITDA declined $5.5 million or 8.4%, or 5.3% when adjusted for unfavorable foreign currency translation impact due to lower gross profit from sales volume declines in addition to increased investments in our workforce made over the course of 2022 and into 2023, partially offset by decreased distribution costs.
In Corporate, Adjusted EBITDA declined $6.3 million or 7.4% reflecting investments in our workforce made over the course of 2022 and into 2023.
Reconciliations of non-GAAP financial measures
The following table presents the reconciliation of net (loss) income and net income margin to Adjusted EBITDA:EBITDA and Adjusted EBITDA margin, respectively:
(in millions)Three months ended June 30,Six months ended June 30,
2023202220232022
Net (loss) income$(7.3)$187.4 $114.2 $377.8 
Interest expense73.4 63.9 147.1 128.7 
Income tax expense6.0 38.9 40.3 90.3 
Depreciation and amortization102.6 89.7 203.7 204.2 
Loss on extinguishment of debt1.6 6.1 3.9 7.9 
Net foreign currency (gain) loss from financing activities(1.6)0.9 (1.8)1.0 
Other stock-based compensation benefit(0.1)(0.4)— (1.7)
Integration-related expenses1
(0.6)3.3 8.1 7.2 
Purchase accounting adjustments2
— 13.8 — 9.4 
Restructuring and severance charges3
7.2 0.5 11.9 2.4 
Reserve for certain legal matters1.0 — 1.0 — 
Impairment charges4
160.8 — 160.8 — 
Adjusted EBITDA$343.0 $404.1 $689.2 $827.2 
(dollars in millions)Three months ended March 31,
20242023
$%$%
Net income$60.4 3.6 %$121.5 6.8 %
Interest expense, net64.3 3.8 %73.7 4.1 %
Income tax expense20.2 1.2 %34.3 2.0 %
Depreciation and amortization99.6 5.9 %101.1 5.6 %
Loss on extinguishment of debt2.5 0.1 %2.3 0.1 %
Net foreign currency gain from financing activities(0.8)— %(0.2)— %
Other stock-based compensation expense0.3 — %0.1 — %
Integration-related expenses1
— — %8.7 0.5 %
Restructuring and severance charges2
23.2 1.4 %4.7 0.3 %
Transformation expenses3
13.3 0.8 %— — %
Adjusted EBITDA$283.0 16.8 %$346.2 19.4 %
━━━━━━━━━
1.Represents non-recurring direct costs incurred with third parties and the accrual of a long-term retention incentive to integrate acquired companies. These expenses represent incremental costs and are unrelated to normal operations of our business. Integration expenses are incurred over a pre-defined integration period specific to each acquisition.
2.Reflects the incremental expenses incurred in the period related to restructuring initiatives to increase profitability and productivity. Costs included in this caption are specific to employee severance, site-related exit costs, and contract termination costs. The expenses recognized in 2024 represent costs incurred to achieve the Company’s publicly-announced cost transformation initiative.
3.Represents incremental expenses directly associated with the non-cash reduction of contingent considerationCompany’s publicly-announced cost transformation initiative, primarily related to the Ritter acquisitioncost of external advisors.
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The following table presents the reconciliation of net income and net income margin to Adjusted Operating Income and Adjusted Operating Income margin, respectively:
(dollars in millions)Three months ended March 31,
20242023
$%$%
Net income$60.4 3.6 %$121.5 6.8 %
Interest expense, net64.3 3.8 %73.7 4.1 %
Income tax expense20.2 1.2 %34.3 2.0 %
Loss on extinguishment of debt2.5 0.1 %2.3 0.1 %
Other income, net(1.1)— %(0.6)— %
Operating income146.3 8.7 %231.2 13.0 %
Amortization75.3 4.5 %78.4 4.3 %
Other stock-based compensation expense0.3 — %0.1 — %
Integration-related expenses1
— — %8.7 0.5 %
Restructuring and severance charges2
23.2 1.4 %4.7 0.3 %
Transformation expenses3
13.3 0.8 %— — %
Adjusted Operating Income$258.4 15.4 %$323.1 18.1 %
━━━━━━━━━
1.Represents direct costs incurred with third parties and the amortizationaccrual of the purchase accounting adjustmenta long-term retention incentive to record inventoryintegrate acquired from Masterflex at fair value.companies. These expenses represent incremental costs and are unrelated to normal operations of our business. Integration expenses are incurred over a pre-defined integration period specific to each acquisition.
3.2.Reflects the incremental expenses incurred in the period related to restructuring initiatives to increase profitability and productivity. Typical costsCosts included in this caption are specific to employee severance, site-related exit costs, and contract termination costs. The expenses recognized in 2024 represent costs incurred to achieve the Company’s publicly-announced cost transformation initiative.
4.3.As described in note 1Represents incremental expenses directly associated with the Company’s publicly-announced cost transformation initiative, primarily related to our unaudited condensed consolidated financial statements.the cost of external advisors.
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Liquidity and capital resources
We fund short-term cash requirements primarily from operating cash flows and credit facilities. Most of our long-term financing is from indebtedness. For the three and six months ended June 30, 2023,March 31, 2024, we generated $168.2 million and $387.7$141.6 million of cash from operating activities, ended the quarter with $236.4$234.9 million of cash and cash equivalents and our availability under our credit facilities was $1,003.9$1,018.4 million. We have no debt repayments due in the next twelve months other than required term loan payments of $33.2$18.6 million considering the effect of repricing of the U.S. Dollar term loan as described in note 9 to our unaudited consolidated financial statements and receivables facility borrowing of $275.9$262.2 million.
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Liquidity
The following table presents our primary sources of liquidity:
(in millions)(in millions)June 30, 2023(in millions)March 31, 2024
Receivables facilityRevolving credit facilityTotalReceivables facilityRevolving credit facilityTotal
Unused availability under credit facilities:Unused availability under credit facilities:
Capacity
Capacity
CapacityCapacity$320.2 $975.0 $1,295.2 
Undrawn letters of credit outstandingUndrawn letters of credit outstanding(15.4)— (15.4)
Outstanding borrowingsOutstanding borrowings(275.9)— (275.9)
Unused availabilityUnused availability$28.9 $975.0 $1,003.9 
Cash and cash equivalentsCash and cash equivalents236.4 
Total liquidityTotal liquidity$1,240.3 
Some of our credit line availability depends upon maintaining a sufficient borrowing base of eligible accounts receivable. We believe that we have sufficient capital resources to meet our liquidity needs.
Our debt agreements include representations and covenants that we consider usual and customary, and our receivables facility and senior secured credit facilities include a financial covenant that becomes applicable for periods in which we have drawn more than 35% of our revolving credit facility under the senior secured credit facilities. In this circumstance, we are not permitted to have combined borrowings on our senior secured credit facilities and secured notes in excess of a pro forma net leverage ratio, as defined in our credit agreements. As we had not drawn more than 35% of our revolving credit facility in this period, this covenant was not applicable at June 30, 2023.March 31, 2024.
At June 30, 2023, $221.9March 31, 2024, $222.7 million or 93.9%94.8% of our $236.4$234.9 million in cash and cash equivalents was held by our non-U.S. subsidiaries and may be subject to certain taxes upon repatriation, primarily where foreign withholding taxes apply.
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Historical cash flows
The following table presents a summary of cash provided by (used in) various activities:
(in millions)(in millions)Six months ended June 30,Change(in millions)Three months ended March 31,Change
20232022
Operating activities:Operating activities:
Operating activities:
Operating activities:
Net income
Net income
Net incomeNet income$114.2 $377.8 (263.6)
Non-cash items1
Non-cash items1
375.3 232.4 142.9 
Working capital changes2
Working capital changes2
(46.8)(125.4)78.6 
All otherAll other(55.0)(105.1)50.1 
TotalTotal$387.7 $379.7 $8.0 
Investing activitiesInvesting activities$(56.7)$(80.6)$23.9 
Cash paid for acquisitions, net of cash acquired— (20.2)20.2 
Capital expenditures
Capital expenditures
Capital expendituresCapital expenditures(58.1)(60.8)2.7 
Financing activitiesFinancing activities(471.2)(347.7)(123.5)
Financing activities
Financing activities
━━━━━━━━━
1.Consists of typical non-cash charges including depreciation and amortization, impairments, stock based compensation expense, deferred income tax expense and others.
2.Includes changes to our accounts receivable, inventory, contract assets and accounts payable.
Cash flows from operating activities provided $8.0$77.9 million less cash in 2024 primarily due to lower income before income taxes.
Investing activities used $6.9 million more cash in 20232024. The change was primarily dueattributable to improved working capital and lower payments for incentive compensation payments for fiscal year 2022 company performance. These items were partially offset by lower operating income.
Investing activities used $23.9 million less cash in 2023 due to the additional cash paid for the acquisition of Masterflex in the previous year and a slight reductionan increase in capital spending across the Companyexpenditures compared to the prior year.
Financing activities used $123.5$144.8 million moreless cash in 20232024 primarily due to the net repaymentsborrowings made on the receivables facility in 20232024 compared to having net borrowingsrepayments in 2022. This was partially offset by lower repayments on our term loans2023 and higher proceeds received from stock options exercises in 20232024 compared to the prior year.
Free cash flow
(in millions)(in millions)Six months ended June 30,Change(in millions)Three months ended March 31,Change
20232022
Net cash provided by operating activitiesNet cash provided by operating activities$387.7 $379.7 $8.0 
Net cash provided by operating activities
Net cash provided by operating activities
Capital expendituresCapital expenditures(58.1)(60.8)2.7 
Capital expenditures
Capital expenditures
Free cash flowFree cash flow$329.6 $318.9 $10.7 
Free cash flow was $10.7$84.6 million higherlower in 20232024 primarily due to the changes in cash flows from operating activities noted abovelower income before income taxes and a slight reductionan increase in capital spending across the Company in 2023.2024 as noted above.
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Indebtedness
For information about our indebtedness, refer to the section entitled “Liquidity” and note 89 to our unaudited condensed consolidated financial statements included in Part I, Item 1 “Financial statements.”
New accounting standards
There were no new accounting standards that we expect to have a material impact on our financial position or results of operations upon adoption.
Item 3.    Quantitative and qualitative disclosures about market risk
There have been no significant changes to theQuantitative and qualitative disclosures about market risk includedappear in ourItem 7A in the Company’s 2023 Annual Report. There were no material changes during the quarter ended March 31, 2024 to this information as reported in the Company’s 2023 Annual Report.
Item 4.    Controls and procedures
Management’s evaluation of disclosure controls and procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), as of the end of the period covered by this report. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2023,March 31, 2024, the design and operation of our disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.
Changes in internal control over financial reporting
There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934) during the fiscal quarter ended June 30, 2023,March 31, 2024, that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II OTHER INFORMATION
Item 1.    Legal proceedings
For additional information regarding legal proceedings and matters, see note 78 to our unaudited condensed consolidated financial statements included in Part I, Item 1 “Financial Statements,” which information is incorporated into this item by reference.
Item 1A.    Risk factors
For information regarding factors that could affect the Company's results of operations, financial condition and liquidity, see the risk factors discussed in Part I, Item 1A “Risk Factors” in our Annual Report. There have been no material changes to the risk factors disclosed in Part I—Item 1A of the Annual Report.
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Item 2.    Unregistered sales of equity securities and use of proceeds
None.
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Item 3.    Defaults upon senior securities
None.
Item 4.    Mine safety disclosures
Not applicable.
Item 5.    Other information

Securities Trading Plans of Directors and Executive Officers
Our directors and officers (as defined in Exchange Act Rule 16a-1(f)) may from time to time enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5–1(c) of the Exchange Act. During the quarter ended March 31, 2024, the following plans or arrangements were adopted:
On May 8, 2023,March 7, 2024, Christophe Couturier, our Executive Vice President, AMEA adopted a Rule 10b5-1 trading plan (a “Plan”) pursuant to which he may sell up to (i) 265,605 shares of the Company's common stock through the exercise of stock options and (ii) 20,000 shares of the Company’s common stock, in each case, in amounts and at prices as determined in accordance with the plan terms. The Plan will terminate on the earlier of April 30, 2025, or the execution of all trades contemplated by the Plan.
On March 8, 2024, James Bramwell, Executive Vice President, Sales and Customer Excellence, adopted a Plan pursuant to which he may sell up to (i) 207,415 shares of the Company's common stock through the exercise of stock options and (ii) 43,867 shares of the Company’s common stock, in each case, in amounts and at prices as determined in accordance with the plan terms. The Plan will terminate on the earlier of March 14, 2025, or the execution of all trades contemplated by the Plan.
No other directors or officers, as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, of the Company adopted or terminated his(i) a Rule 10b5-1 trading arrangement, originally adopted on December 6, 2022 (which was designed to comply withas defined in Item 408(a) under Regulation S-K of the then-applicable requirementsSecurities Act of Rule 10b5-1(c) at1933, or (ii) a non-Rule 10b5-1 trading arrangement, as defined in Item 408(c) under Regulation S-K of the timeSecurities Act of adoption) and provided for1933, during the sale until December 29, 2023 of up to 302,205 shares of common stock in connection with the exercise or vesting of equity awards granted by the Company.three months ended March 31, 2024.
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Item 6.    Exhibits
Location of exhibits
Exhibit no.Exhibit descriptionFormExhibit no.Filling date
*
8-K10.17/5/2023
8-K10.17/13/2023
*
*
**
**
101XBRL exhibits*
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)*
Location of exhibits
Exhibit no.Exhibit descriptionFormExhibit no.Filling date
Amendment No. 12 (the “Credit Agreement Amendment”) to Credit Agreement, dated as of November 21, 2017 (as amended by Amendment No. 1 to Credit Agreement, dated as of November 27, 2018, Amendment No. 2 to Credit Agreement, dated as of June 18, 2019, Amendment No. 3 to Credit Agreement, dated as of January 24, 2020, Amendment No. 4 to Credit Agreement, dated as of July 14, 2020, Amendment No. 5 to Credit Agreement, dated as of November 6, 2020, Amendment No. 6 to Credit Agreement, dated as of June 10, 2021, Amendment No. 7 to Credit Agreement, dated as of July 7, 2021, Amendment No. 8 to Credit Agreement, dated as of November 1, 2021, Amendment No. 9 to Credit Agreement, dated as of April 7, 2022, Amendment No. 10 to Credit Agreement, dated as of March 17, 2023, and Amendment No. 11 to Credit Agreement, dated as of June 29, 2023, and as further amended, restated, extended, supplemented or otherwise modified in writing from time to time prior to the date of the Credit Agreement Amendment), among Vail Holdco Sub LLC, Avantor Funding, Inc., each of the guarantors, Goldman Sachs Bank USA, as administrative agent and collateral agent, the swing line lender, a letter of credit issuer and the Additional Incremental B-6 Dollar Term Lender (as defined in the Credit Agreement Amendment) and the other lenders party thereto.
8-K10.14/5/2024
*
*
*
*
*
*
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Location of exhibits
**
**
101XBRL exhibits*
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)*
━━━━━━━━━
*        Filled herewith
**        Furnished herewith

^    Indicates management contract or compensatory plan, contract or arrangement.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Avantor, Inc.
Date: July 28, 2023April 26, 2024By:/s/ Steven Eck
Name:Steven Eck
Title:Senior Vice President, Chief Accounting Officer (Principal Accounting Officer)

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