Perimeter Solutions (PRM) 10-Q 12 Nov 24 2024 Q3 Quarterly report Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2024	Nov. 05, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-41027
Entity Registrant Name	PERIMETER SOLUTIONS, SA
Entity Incorporation, State or Country Code	N4
Entity Tax Identification Number	98-1632942
Entity Address, Address Line One	28, Boulevard Raiffeisen
Entity Address, Postal Zip Code	L-2411
Entity Address, Country	LU
Entity Address, City or Town	Grand Duchy of Luxembourg
City Area Code	314
Local Phone Number	396-7343
Title of 12(b) Security	Ordinary Shares, nominal value $1.00 per share
Trading Symbol	PRM
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		146,227,972
Entity Central Index Key	0001880319
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 223,053	$ 47,276
Accounts receivable, net	97,566	39,593
Inventories	108,366	145,652
Prepaid expenses and other current assets	9,732	18,493
Total current assets	438,717	251,014
Property, plant and equipment, net	61,552	59,402
Operating lease right-of-use assets	14,966	16,339
Finance lease right-of-use assets	6,322	6,064
Goodwill	1,036,481	1,036,279
Intangible assets, net	903,289	945,007
Other assets, net	978	1,317
Total assets	2,462,305	2,315,422
Current liabilities:
Accrued expenses and other current liabilities	65,040	30,710
Deferred revenue	8,792	0
Total current liabilities	112,062	55,051
Long-term debt, net	667,447	666,494
Operating lease liabilities, net of current portion	13,582	14,908
Finance lease liabilities, net of current portion	6,094	5,547
Deferred income taxes	253,956	253,454
Founders advisory fees payable - related party	294,865	56,917
Other liabilities	2,377	2,193
Total liabilities	1,462,122	1,163,127
Commitments and contingencies (Note 8)
Shareholders’ equity:
Ordinary shares, $1 nominal value per share, 4,000,000,000 shares authorized; 166,843,819 and 165,066,195 shares issued; 145,240,338 and 146,451,005 shares outstanding at September 30, 2024 and December 31, 2023, respectively	166,844	165,067
Treasury shares, at cost; 21,603,481 and 18,615,190 shares at September 30, 2024 and December 31, 2023, respectively	(127,827)	(113,407)
Additional paid-in capital	1,707,664	1,701,163
Accumulated other comprehensive loss	(15,605)	(19,710)
Accumulated deficit	(730,893)	(580,818)
Total shareholders’ equity	1,000,183	1,152,295
Total liabilities and shareholders’ equity	2,462,305	2,315,422
Nonrelated Party
Current liabilities:
Accounts payable	23,082	21,639
Redeemable preferred shares	108,934	105,799
Related Party
Current liabilities:
Accounts payable	15,148	2,702
Redeemable preferred shares	2,805	2,764
Customer lists, net
Current assets:
Intangible assets, net	646,136	674,786
Technology and patents, net
Current assets:
Intangible assets, net	171,393	180,653
Tradenames, net
Current assets:
Intangible assets, net	$ 85,760	$ 89,568

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Common stock, par value (in usd per share)	$ 1	$ 1
Common stock, authorized (in shares)	4,000,000,000	4,000,000,000
Common stock, issued (in shares)	166,843,819	165,066,195
Common stock, outstanding (in shares)	145,240,338	146,451,005
Treasury stock (in shares)	21,603,481	18,615,190

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Net sales	$ 288,417	$ 142,658	$ 474,737	$ 262,653
Cost of goods sold	107,195	72,825	199,546	153,096
Gross profit	181,222	69,833	275,191	109,557
Operating expenses:
Selling, general and administrative expense	18,520	12,693	45,888	32,936
Amortization expense	13,765	13,778	41,291	41,312
Founders advisory fees - related party	184,176	(24,544)	253,097	(108,806)
Intangible impairment	0	40,738	0	40,738
Other operating expense	0	0	0	10
Total operating expenses	216,461	42,665	340,276	6,190
Operating (loss) income	(35,239)	27,168	(65,085)	103,367
Other expense (income):
Interest expense, net	10,054	10,448	31,292	30,938
Gain on contingent earn-out	0	(7,665)	0	(7,273)
Foreign currency (gain) loss	(1,354)	1,384	163	756
Other expense (income), net	151	(60)	252	29
Total other expense, net	8,851	4,107	31,707	24,450
(Loss) income before income taxes	(44,090)	23,061	(96,792)	78,917
Income tax (expense) benefit	(45,077)	(3,779)	(53,283)	1,810
Net (loss) income	(89,167)	19,282	(150,075)	80,727
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	10,637	(8,673)	4,105	(4,865)
Total comprehensive (loss) income	$ (78,530)	$ 10,609	$ (145,970)	$ 75,862
(Loss) earnings per share:
Basic (in usd per share)	$ (0.61)	$ 0.13	$ (1.03)	$ 0.52
Diluted (in usd per share)	$ (0.61)	$ 0.12	$ (1.03)	$ 0.48
Weighted average number of ordinary shares outstanding:
Basic (in shares)	145,222,189	153,694,160	145,247,477	155,958,492
Diluted (in shares)	145,222,189	165,479,465	145,247,477	167,743,797

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Ordinary Shares	Treasury Shares	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2022		163,234,542
Beginning balance at Dec. 31, 2022	$ 1,138,900	$ 163,235	$ (49,341)	$ 1,698,781	$ (25,471)	$ (648,304)
Beginning balance (in shares) at Dec. 31, 2022			6,436,736
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	(3,074)			(3,074)
Ordinary shares issued related to founders advisory fees - related party (in shares)		1,831,653
Ordinary shares issued related to founders advisory fees - related party	0	$ 1,832		(1,832)
Ordinary shares repurchased (in shares)			115,570
Ordinary shares repurchased	(864)		$ (864)
Net income (loss)	9,431					9,431
Other comprehensive income (loss)	1,593				1,593
Ending balance (in shares) at Mar. 31, 2023		165,066,195
Ending balance at Mar. 31, 2023	1,145,986	$ 165,067	$ (50,205)	1,693,875	(23,878)	(638,873)
Ending balance (in shares) at Mar. 31, 2023			6,552,306
Beginning balance (in shares) at Dec. 31, 2022		163,234,542
Beginning balance at Dec. 31, 2022	1,138,900	$ 163,235	$ (49,341)	1,698,781	(25,471)	(648,304)
Beginning balance (in shares) at Dec. 31, 2022			6,436,736
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Warrants exercised	0
Net income (loss)	80,727
Ending balance (in shares) at Sep. 30, 2023		165,066,195
Ending balance at Sep. 30, 2023	1,177,385	$ 165,067	$ (86,588)	1,696,819	(30,336)	(567,577)
Ending balance (in shares) at Sep. 30, 2023			12,281,897
Beginning balance (in shares) at Mar. 31, 2023		165,066,195
Beginning balance at Mar. 31, 2023	1,145,986	$ 165,067	$ (50,205)	1,693,875	(23,878)	(638,873)
Beginning balance (in shares) at Mar. 31, 2023			6,552,306
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	1,195			1,195
Ordinary shares repurchased (in shares)			3,993,056
Ordinary shares repurchased	(26,348)		$ (26,348)
Net income (loss)	52,014					52,014
Other comprehensive income (loss)	2,215				2,215
Ending balance (in shares) at Jun. 30, 2023		165,066,195
Ending balance at Jun. 30, 2023	1,175,062	$ 165,067	$ (76,553)	1,695,070	(21,663)	(586,859)
Ending balance (in shares) at Jun. 30, 2023			10,545,362
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	1,749			1,749
Ordinary shares repurchased (in shares)			1,736,535
Ordinary shares repurchased	(10,035)		$ (10,035)
Net income (loss)	19,282					19,282
Other comprehensive income (loss)	(8,673)				(8,673)
Ending balance (in shares) at Sep. 30, 2023		165,066,195
Ending balance at Sep. 30, 2023	$ 1,177,385	$ 165,067	$ (86,588)	1,696,819	(30,336)	(567,577)
Ending balance (in shares) at Sep. 30, 2023			12,281,897
Beginning balance (in shares) at Dec. 31, 2023	165,066,195	165,066,195
Beginning balance at Dec. 31, 2023	$ 1,152,295	$ 165,067	$ (113,407)	1,701,163	(19,710)	(580,818)
Beginning balance (in shares) at Dec. 31, 2023	18,615,190		18,615,190
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	$ 1,742			1,742
Ordinary shares issued related to founders advisory fees - related party (in shares)		1,758,464
Ordinary shares issued related to founders advisory fees - related party	0	$ 1,758		(1,758)
Ordinary shares repurchased (in shares)			2,969,357
Ordinary shares repurchased	(14,278)		$ (14,278)
Net income (loss)	(82,558)					(82,558)
Other comprehensive income (loss)	(5,543)				(5,543)
Ending balance (in shares) at Mar. 31, 2024		166,824,659
Ending balance at Mar. 31, 2024	$ 1,051,658	$ 166,825	$ (127,685)	1,701,147	(25,253)	(663,376)
Ending balance (in shares) at Mar. 31, 2024			21,584,547
Beginning balance (in shares) at Dec. 31, 2023	165,066,195	165,066,195
Beginning balance at Dec. 31, 2023	$ 1,152,295	$ 165,067	$ (113,407)	1,701,163	(19,710)	(580,818)
Beginning balance (in shares) at Dec. 31, 2023	18,615,190		18,615,190
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Warrants exercised	$ 230
Net income (loss)	$ (150,075)
Ending balance (in shares) at Sep. 30, 2024	166,843,819	166,843,819
Ending balance at Sep. 30, 2024	$ 1,000,183	$ 166,844	$ (127,827)	1,707,664	(15,605)	(730,893)
Ending balance (in shares) at Sep. 30, 2024	21,603,481		21,603,481
Beginning balance (in shares) at Mar. 31, 2024		166,824,659
Beginning balance at Mar. 31, 2024	$ 1,051,658	$ 166,825	$ (127,685)	1,701,147	(25,253)	(663,376)
Beginning balance (in shares) at Mar. 31, 2024			21,584,547
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	2,994			2,994
Ordinary shares repurchased (in shares)			18,535
Ordinary shares repurchased	(139)		$ (139)
Net income (loss)	21,650					21,650
Other comprehensive income (loss)	(989)				(989)
Ending balance (in shares) at Jun. 30, 2024		166,824,659
Ending balance at Jun. 30, 2024	1,075,174	$ 166,825	$ (127,824)	1,704,141	(26,242)	(641,726)
Ending balance (in shares) at Jun. 30, 2024			21,603,082
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	3,312			3,312
Ordinary shares repurchased (in shares)			399
Ordinary shares repurchased	(3)		$ (3)
Warrants exercised (in shares)		19,160
Warrants exercised	230	$ 19		211
Net income (loss)	(89,167)					(89,167)
Other comprehensive income (loss)	$ 10,637				10,637
Ending balance (in shares) at Sep. 30, 2024	166,843,819	166,843,819
Ending balance at Sep. 30, 2024	$ 1,000,183	$ 166,844	$ (127,827)	$ 1,707,664	$ (15,605)	$ (730,893)
Ending balance (in shares) at Sep. 30, 2024	21,603,481		21,603,481

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Cash flows from operating activities:
Net (loss) income	$ (89,167)	$ (82,558)	$ 19,282	$ 9,431	$ (150,075)	$ 80,727
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:
Founders advisory fees - related party (change in fair value)					253,097	(108,806)
Depreciation and amortization expense	16,444		16,276		49,215	48,493
Interest and payment-in-kind on preferred shares					5,292	5,094
Share-based compensation					8,048	(130)
Non-cash lease expense					3,875	3,353
Deferred income taxes					663	(11,302)
Intangible impairment	0		40,738		0	40,738
Amortization of deferred financing costs					1,291	1,243
Gain on contingent earn-out	0		(7,665)		0	(7,273)
Foreign currency loss	(1,354)		1,384		163	756
Loss on disposal of assets					13	3
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable					(57,880)	(46,216)
Inventories					37,373	2,674
Prepaid expenses and other current assets					1,571	4,966
Accounts payable					1,375	(17,999)
Deferred revenue					8,792	1,169
Income taxes payable, net					21,510	(8,784)
Accrued expenses and other current liabilities					16,151	9,024
Founders advisory fees - related party (cash settled)					(2,702)	(4,655)
Operating lease liabilities					(2,426)	(3,206)
Financing lease liabilities					(374)	(172)
Other, net					(597)	69
Net cash provided by (used in) operating activities					194,375	(10,234)
Cash flows from investing activities:
Purchase of property and equipment					(9,071)	(6,630)
Proceeds from short-term investments					5,383	0
Net cash used in investing activities					(3,688)	(6,630)
Cash flows from financing activities:
Ordinary shares repurchased					(14,420)	(37,247)
Principal payments on finance lease obligations					(544)	(251)
Net cash used in financing activities					(14,964)	(37,498)
Effect of foreign currency on cash and cash equivalents					54	(627)
Net change in cash and cash equivalents					175,777	(54,989)
Cash and cash equivalents, beginning of period		$ 47,276		$ 126,750	47,276	126,750	$ 126,750
Cash and cash equivalents, end of period	223,053		$ 71,761		223,053	71,761	$ 47,276
Supplemental disclosures of cash flow information:
Cash paid for interest					20,286	19,971
Cash paid for income taxes					31,414	20,562
Non-cash activities:
Warrants exercised	$ 230				$ 230	$ 0

DESCRIPTION OF BUSINESS AND BAS

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Organization and General Perimeter Solutions, SA (“PSSA”), a public company limited by shares ( société anonyme ) was incorporated on June 21, 2021 under the laws of the Grand Duchy of Luxembourg. PSSA is headquartered in the Grand Duchy of Luxembourg with business operations across the globe. PSSA's ordinary shares, nominal value, $1.00 per share (the “Ordinary Shares”), are listed on the New York Stock Exchange ("NYSE") and trade under the symbol "PRM". The condensed consolidated financial statements herein include the assets, liabilities, and results of operations of PSSA and its subsidiaries, all of which are wholly owned by PSSA (collectively, the “Company”). Business Operations The Company is a global solutions provider for the fire safety and specialty products industries. Approximately 65% of the Company's 2023 annual revenues were derived in the United States, approximately 15% in Europe and approximately 14% in Canada with the remaining approximately 6% spread across various other countries. The Company’s business is organized and managed in two reporting segments: Fire Safety and Specialty Products. The Fire Safety business is a formulator and manufacturer of fire management products that help the Company’s customers combat various types of fires, including wildland, structural, flammable liquids and other types of fires. The Company’s Fire Safety business also offers specialized equipment and services, typically in conjunction with its fire management products to support firefighting operations. The Company’s specialized equipment includes air base retardant storage, mixing, and delivery equipment; mobile retardant bases; retardant ground application units; mobile foam equipment; and equipment that it custom designs and manufactures to meet specific customer needs. Significant end markets include primarily government-related entities and are dependent on approvals, qualifications, and permits granted by the respective governments and commercial customers around the world. The Specialty Products segment produces and sells Phosphorus Pentasulfide ("P 2 S 5 ") in several end markets and applications, including high quality specialty chemicals, various agricultural applications, various mining applications, and emerging electric battery technologies. Within the high quality specialty chemicals end market, currently the Company’s largest end market application, P 2 S 5, is primarily used in the production of a family of compounds called Zinc Dialkyldithiophosphates (“ ZDDP ”) , which is considered an essential component in the formulation of engine oils with its main function to provide anti-wear protection to engine components. P 2 S 5 is also used in pesticide and mining chemicals applications. Global Economic Environment In recent years, the global economy and labor markets have experienced significant inflationary pressures attributable to ongoing economic recovery and supply chain issues, in part due to the impacts of the conflicts in Ukraine and the Middle East. While the Company has limited exposure in regions with active conflicts, it continues to monitor and take actions with its customers and suppliers to mitigate the impact of these inflationary pressures in the future. Actions to mitigate inflationary pressures with suppliers include aggregation of purchase requirements to achieve optimal volume benefits, negotiation of cost-reductions and identification of more cost competitive suppliers. While these actions are designed to offset the impact of inflationary pressures, the Company cannot provide assurance that they will be successful in fully offsetting increased costs resulting from inflationary pressure. In addition, interest payments for borrowings under the Company’s revolving credit facility are based on variable rates, and any continued increase in interest rates may reduce the Company’s cash flow available for other corporate purposes.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal and recurring nature considered necessary for a fair presentation have been included in the accompanying condensed consolidated financial statements. The results of operations for the interim period are not necessarily indicative of the results that will be realized for the entire fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes thereto included in the Company’s 2023 Annual Report filed with the SEC on February 22, 2024 . Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly owned, after elimination of intercompany transactions and balances. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates made by management in connection with the preparation of the accompanying condensed consolidated financial statements include the useful lives of long-lived and intangible assets, the fair value of financial assets and liabilities, the valuation of goodwill, stock options, and founder advisory fees, and the realizability of deferred tax assets. Actual results could differ from those estimates. Accounting Policies As of September 30, 2024, the Company’s significant accounting policies are consistent with those discussed in Note 2, “Summary of Significant Accounting Policies and Recent Accounting Pronouncements” to its consolidated financial statements included in the Company’s 2023 Annual Report. Reclassification In 2024, the Company changed the presentation of freight expense from selling, general and administrative expense to cost of goods sold, to better match freight expense with freight income. The change has been applied retrospectively to the condensed consolidated financial statements for the prior periods presented in this Quarterly Report. The impact to the accompanying condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2023 is presented in the following table (in thousands). There was no impact on previously reported balances in the accompanying condensed consolidated balance sheet or statement of cash flows. Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 As Previously Reported As Adjusted Effect of Change As Previously Reported As Adjusted Effect of Change Cost of goods sold $ 69,357 $ 72,825 $ 3,468 $ 144,509 $ 153,096 $ 8,587 Gross profit 73,301 69,833 (3,468) 118,144 109,557 (8,587) Selling, general and administrative expense 16,161 12,693 (3,468) 41,523 32,936 (8,587) Total operating expenses 46,133 42,665 (3,468) 14,777 6,190 (8,587) Operating income 27,168 27,168 — 103,367 103,367 — Net income 19,282 19,282 — 80,727 80,727 — Recently Issued and Adopted Accounting Standards In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2024-02 “Codification Improvements,” which amends the Codification to remove references to various concepts statements and impacts a variety of topics in the Codification. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances, the references removed are extraneous and not required in order to understand or apply the guidance. Generally, the amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities. ASU 2024-02 is effective January 1, 2025, and the Company does not expect that the application of this standard will have a material impact on its consolidated financial statements and disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to disclose disaggregated information about a reporting entity’s effective tax rate reconciliation, using both percentages and reporting currency amounts for specific standardized categories, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not plan to early adopt and is currently assessing the potential effects of this standard. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU requires disclosure of incremental segment information, primarily through enhanced disclosures about significant segment expense categories and amounts for each reportable segment on an annual and interim basis. This guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The most significant provision of this standard requires the Company to disclose information about significant segment expenses and other segment items that are regularly provided to the chief operating decision-maker (“CODM”). The Company will adopt this ASU retrospectively for the annual period beginning on January 1, 2024 and for interim periods beginning on January 1, 2025. In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” to amend certain disclosure and presentation requirements for a variety of topics within the ASC. These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements and disclosures.

BALANCE SHEET COMPONENTS

BALANCE SHEET COMPONENTS	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BALANCE SHEET COMPONENTS	BALANCE SHEET COMPONENTS Details of certain balance sheet items are presented below (in thousands): September 30, 2024 December 31, 2023 Inventories: Raw materials and manufacturing supplies $ 55,163 $ 77,657 Work in process 264 224 Finished goods 52,939 67,771 Total inventories $ 108,366 $ 145,652 Prepaid Expenses and Other Current Assets: Advance to vendors $ 2,897 $ 3,197 Prepaid insurance 917 5,567 Prepaid value-added taxes 1,868 897 Short-term investments — 5,519 Income tax receivable — 1,714 Other 4,050 1,599 Total prepaid expenses and other current assets $ 9,732 $ 18,493 Property, Plant and Equipment: Buildings $ 4,004 $ 3,986 Leasehold improvements 2,820 2,743 Furniture and fixtures 521 516 Machinery and equipment 70,179 63,202 Vehicles 4,095 4,114 Construction in progress 6,836 4,695 Total property, plant and equipment, gross 88,455 79,256 Less: Accumulated depreciation (26,903) (19,854) Total property, plant and equipment, net $ 61,552 $ 59,402 Accrued Expenses and Other Current Liabilities: Accrued bonus $ 5,508 $ 3,483 Accrued salaries 2,344 2,336 Accrued employee benefits 1,426 1,185 Accrued interest 16,179 8,342 Accrued purchases 4,414 2,072 Accrued income taxes 27,915 7,100 Operating lease liabilities 2,259 2,146 Finance lease liabilities 752 600 Other 4,243 3,446 Total accrued expenses and other current liabilities $ 65,040 $ 30,710 Depreciation expense related to property, plant and equipment was $2.7 million and $7.9 million for the three and nine months ended September 30, 2024, respectively, and $2.5 million and $7.2 million for the three and nine months ended September 30, 2023 , respectively, substantially all of which was presented in cost of goods sold in the accompanying condensed consolidated statements of operations and comprehensive (loss) income. The Company had an allowance for doubtful accounts, included in accounts receivable, net of $1.1 million and $1.0 million as of September 30, 2024 and December 31, 2023, respectively.

GOODWILL AND OTHER INTANGIBLE A

GOODWILL AND OTHER INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND OTHER INTANGIBLE ASSETS	GOODWILL AND OTHER INTANGIBLE ASSETS The changes in the carrying amount of goodwill by reportable segment are as follows (in thousands): Fire Safety Specialty Products Total Balance, December 31, 2023 $ 863,889 $ 172,390 $ 1,036,279 Foreign currency translation (393) 595 202 Balance, September 30, 2024 $ 863,496 $ 172,985 $ 1,036,481 Intangible assets and related accumulated amortization as of September 30, 2024 and December 31, 2023 are as follows (in thousands): September 30, 2024 Estimated Gross Value Impairment Foreign Accumulated Net Book Definite Lived Intangible Assets: Customer lists 20 $ 761,000 $ — $ (5,675) $ (109,189) $ 646,136 Technology and patents 20 250,000 (40,738) (2,086) (35,783) 171,393 Tradenames 20 101,000 — (747) (14,493) 85,760 Balance, September 30, 2024 $ 1,112,000 $ (40,738) $ (8,508) $ (159,465) $ 903,289 December 31, 2023 Estimated Gross Value Impairment Foreign Accumulated Net Book Definite Lived Intangible Assets: Customer lists 20 $ 761,000 $ — $ (5,294) $ (80,920) $ 674,786 Technology and patents 20 250,000 (40,738) (2,096) (26,513) 180,653 Tradenames 20 101,000 — (691) (10,741) 89,568 Balance, December 31, 2023 $ 1,112,000 $ (40,738) $ (8,081) $ (118,174) $ 945,007 During the year ended December 31, 2023, due to a downward revision in the revenue forecast related to a contingent earn-out eligible fire retardant product acquired by the Company in May 2020 during the purchase of LaderaTech, Inc. (“LaderaTech”), the Company determined that the $40.7 million in carrying value of the technology underlying the contingent earn-out eligible fire retardant product was no longer recoverable. As a result, during the year ended December 31, 2023, the Company recorded an impairment of $40.7 million. Amortization expense for definite-lived intangible assets was $13.8 million for the three months ended September 30, 2024, and 2023, and $41.3 million for the nine months ended September 30, 2024 and 2023. Estimated annual amortization expense of intangible assets for the next five years ended December 31 and thereafter is as follows (in thousands): Amount 2024 remaining $ 13,338 2025 53,350 2026 53,350 2027 53,350 2028 53,350 Thereafter 676,551 Total $ 903,289

LEASES

LEASES	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
LEASES	LEASES Lease cost for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Operating lease cost (1) $ 888 $ 1,082 $ 2,640 $ 3,353 Finance lease cost: Amortization of right-of-use assets 236 217 836 335 Interest on lease liabilities 129 106 399 181 Total lease cost $ 1,253 $ 1,405 $ 3,875 $ 3,869 Reported in: Cost of goods sold $ 1,112 $ 1,268 $ 3,435 $ 3,532 Selling, general and administrative expense 141 137 440 337 Total lease cost $ 1,253 $ 1,405 $ 3,875 $ 3,869 (1) Operating lease cost does not include short-term leases or variable costs, all of which are immaterial. As of September 30, 2024, the weighted-average remaining lease terms of the Company’s operating leases and finance leases were approximately 7.9 years and 6.5 years , respectively, and the weighted-average discount rates applied were 6.8% and 7.6%, respectively. Supplemental cash flow information related to leases for the nine months ended September 30, 2024 and 2023 are as follows (in thousands): Nine Months Ended September 30, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities: Operating cash flows for operating leases $ 2,426 $ 3,206 Operating cash flows for finance leases 374 172 Financing cash flows for finance leases 544 251 Right-of-use assets obtained in exchange for new lease obligations: Operating leases $ 273 $ 4,492 Financing leases 790 5,677 Net change in operating lease right-of-use assets due to lease modifications resulting in reclassification of leases from operating to finance $ (34) $ (1,514) As of September 30, 2024 , the estimated future minimum payment obligations for non-cancelable operating and finance leases are as follows (in thousands): Operating Leases Finance Leases Remainder of 2024 $ 830 $ 319 2025 3,223 1,189 2026 2,886 1,078 2027 2,704 932 2028 2,006 1,632 Thereafter 9,078 4,243 Total lease payments 20,727 9,393 Less: imputed interest (4,886) (2,547) Present value of lease liabilities $ 15,841 $ 6,846

LONG-TERM DEBT AND REDEEMABLE P

LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES	LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES Long-term debt consists of the following (in thousands): September 30, 2024 December 31, 2023 Senior Notes $ 675,000 $ 675,000 Less: unamortized debt issuance costs (7,553) (8,506) Long-term debt, net $ 667,447 $ 666,494 Revolving Credit Facility SK Invictus Intermediate II S.à r.l.’s, a private limited liability company governed by the laws of the Grand Duchy of Luxembourg (“SK Intermediate II”), five-year Revolving Credit Facility (the “Revolving Credit Facility”) provides for a senior secured Revolving Credit Facility in an aggregate principal amount of up to $100.0 million. The Revolving Credit Facility matures on November 9, 2026. The Revolving Credit Facility includes a $20.0 million swingline sub-facility and a $25.0 million letter of credit sub-facility. The Revolving Credit Facility allows SK Intermediate II to increase commitments under the Revolving Credit Facility up to an aggregate amount not to exceed the greater of (i) $143.0 million and (ii) 100.00% of consolidated earnings before interest, taxes, depreciation and amortization ("EBITDA") for the most recent four-quarter period (minus the aggregate outstanding principal amount of certain ratio debt permitted to be incurred thereunder). All borrowings under the Revolving Credit Facility are subject to the satisfaction of customary conditions, including the absence of a default and the accuracy of representations and warranties, subject to customary exceptions. Borrowings under the Revolving Credit Facility bear interest at a rate equal to (i) an applicable margin, plus (ii) at SK Intermediate II’s option, either (x) Secured Overnight Financing Rate for the applicable corresponding tenor (“Term SOFR”) as published by CME Group Benchmark Administration, adjusted for certain additional costs or (y) a base rate determined by reference to the highest of (a) the prime commercial lending rate published by the Wall Street Journal, (b) the federal funds rate plus 0.50%, (c) the one-month Term SOFR rate plus 1.00% and (d) a minimum floor of 1.00%. The applicable margin is 3.25% in the case of Term SOFR-based loans and 2.25% in the case of base rate-based loans, with two step downs of 0.25% each based upon the achievement of certain leverage ratios. Solely to the extent that on the last day of the applicable fiscal quarter, the utilization of the Revolving Credit Facility (excluding cash collateralized letters of credit and up to $10.0 million of undrawn letters of credit) exceeds 40.00% of the aggregate commitments, the Revolving Credit Facility requires compliance on a quarterly basis with a maximum secured net leverage ratio of 7.50:1.00. The Revolving Credit Facility is fully and unconditionally guaranteed by the Company and each of SK Intermediate II’s existing and future wholly-owned material restricted subsidiaries, subject to customary exceptions, and is secured by a first priority lien, subject to certain permitted liens, on substantially all of SK Intermediate II’s and each of the guarantors’ existing and future property and assets, subject to customary exceptions. Deferred financing costs incurred in connection with securing the Revolving Credit Facility were $2.3 million, which are carried as a long-term asset in the accompanying condensed consolidated balance sheets and is amortized on a straight-line over the term of the Revolving Credit Facility and included in interest expense in the accompanying condensed consolidated statements of operations and comprehensive income (loss). As of September 30, 2024, the Company did not have any outstanding borrowings under the Revolving Credit Facility and was in compliance with all covenants. Senior Notes SK Intermediate II has $675.0 million principal amount of 5.00% senior secured notes due October 30, 2029 (“Senior Notes”). The Senior Notes bear interest at an annual rate of 5.00%. Interest on the Senior Notes is payable in cash semi-annually in arrears on April 30 and October 30 of each year. The Senior Notes are general, secured, senior obligations of SK Intermediate II; rank equally in right of payment with all existing and future senior indebtedness of SK Intermediate II (including, without limitation, the Revolving Credit Facility); and together with the Revolving Credit Facility, are effectively senior to all existing and future indebtedness of SK Intermediate II that is not secured by the collateral. The Senior Notes are fully and unconditionally guaranteed on a senior secured basis, jointly and severally, by all of SK Intermediate II’s existing or future restricted subsidiaries (other than certain excluded subsidiaries) that guarantee the Revolving Credit Facility. The Senior Notes contain certain covenants limiting SK Intermediate II’s ability and the ability of the restricted subsidiaries (as defined in the indenture governing the Senior Notes) to, under certain circumstances, prepay subordinated indebtedness, pay distributions, redeem stock or make certain restricted investments; incur indebtedness; create liens on the SK Intermediate II’s assets to secure debt; restrict dividends, distributions or other payments; enter into transactions with affiliates; designate subsidiaries as unrestricted subsidiaries; sell or otherwise transfer or dispose of assets, including equity interests of restricted subsidiaries; effect a consolidation or merger; and change the Company’s line of business. As of September 30, 2024 the Company was in compliance with all covenants. Deferred financing costs incurred in connection with securing the Senior Notes were $11.0 million, which were capitalized and amortized using the effective interest method over the term of the Senior Notes and included in interest expense in the accompanying condensed consolidated statements of operations and comprehensive income (loss). The unamortized portion of the deferred financing costs is included as a reduction to the carrying value of the Senior Notes which have been recorded as long-term debt, net in the accompanying condensed consolidated balance sheets. Redeemable Preferred Shares The Company issued 10 million redeemable preferred shares of PSSA (“Redeemable Preferred Shares”), nominal value $10 per share, valued at $100.0 million. The Redeemable Preferred Shares are entitled to a preferred annual cumulative right to a dividend equal to 6.50% of its nominal value. The preferred dividend will generally be paid 40.00% in cash and 60.00% in kind each year within three Holders of the Redeemable Preferred Shares have no voting rights (only protective rights). The Company, under its articles of association (the "Articles") is mandatorily required to redeem the Redeemable Preferred Shares at any time prior to the earliest of (i) six months following the latest maturity date of the above-mentioned Senior Notes, (ii) nine years after the date of issuance of the Redeemable Preferred Shares or (iii) upon the occurrence of a change of control, as defined in the Company’s Articles. Due to the fact that the Redeemable Preferred Shares are mandatorily redeemable, the Redeemable Preferred Shares are classified as a liability in the accompanying condensed consolidated balance sheets, and $1.8 million, $5.3 million, $1.7 million, and $5.1 million of dividends on these Redeemable Preferred Shares for the three and nine ended September 30, 2024 and 2023 , respectively, were recorded as interest expense in the accompanying condensed consolidated statements of operations and comprehensive (loss) income. Preferred dividends in arrears were $11.7 million and $8.6 million at September 30, 2024 and December 31, 2023, respectively. The Redeemable Preferred Shares have an aggregate liquidation preference of $100.0 million, plus any accrued and unpaid dividends thereon and are senior to the Ordinary Shares with respect to dividends and with respect to dissolution, liquidation or winding up of the Company. At September 30, 2024 and December 31, 2023, the redemption price was $111.7 million and $108.6 million, respectively.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company is subject to U.S. federal income tax, U.S. state and local tax and tax in foreign jurisdictions. The Company estimates its annual effective tax rate in recording its quarterly provision for income taxes in the various jurisdictions in which it operates. The Company’s effective tax rate w as (102.24)% and (55.05)% f or the three and nine months ended September 30, 2024, respectively, and 16.39% and (2.29)% for the three and nine months ended September 30, 2023, respectively . The primary differences between the effective tax rate and the amount computed by applying the Luxembourg statutory rate of 24.94% are related to losses not expected to be benefited in certain jurisdictions that have a valuation allowance, permanently non-deductible compensation, withholding taxes accrued on unremitted earnings and the impact of foreign tax rate differences. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income, and tax-planning strategies in making this assessment. While the Company expects to realize the remaining net deferred tax assets, changes in future taxable income or in tax laws may alter this expectation and result in future increases to the valuation allowance. The valuation allowance for deferred tax assets as of September 30, 2024 and 2023 primarily relates to net operating loss and interest deduction limitation carryforwards that, in the judgment of the Company, are not more likely than not to be realized. The Company evaluates its tax positions and recognizes only tax benefits that, more likely than not, will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax position is measured at the largest amount of benefit that has a greater than 50.0% likelihood of being realized upon settlement. As of September 30, 2024, it is not expected that the Company's unrecognized tax benefits will decrease within twelve months.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company is involved in various claims, actions, and legal proceedings arising in the ordinary course of business, including a number of matters related to the aqueous film forming foam litigation consolidated in the District of South Carolina multi-district litigation and other similar matters pending in other jurisdictions in the United States. The Company’s exposure to losses, if any, is not considered probable or reasonably estimable at this time. Commitments The Company has an agreement to purchase various types of capital equipment up to $5.0 million through October 2027. As of September 30, 2024, the Company has paid $3.2 million to the supplier and the remaining $1.8 million will be paid through April 2027.

EQUITY

EQUITY	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
EQUITY	EQUITY The Company’s authorized share capital is $4,100.0 million, consisting of 4,000.0 million Ordinary Shares with a nominal value of $1.00 per share and 10.0 million Redeemable Preferred Shares with a nominal value of $10.00 per share. Each Ordinary Share entitles the holder thereof to one vote. On May 23, 2024, subject to certain limits, the shareholders of the Company approved a proposal authorizing the Board to repurchase up to 25% of the Company’s Ordinary Shares outstanding as of the date of the shareholders’ approval, being 36,310,028 Ordinary Shares, at any time during the next five years. The Board had re-established the limit for Ordinary Share repurchases at $100.0 million on February 21, 2024, which is within the repurchase limit approved by the Company’s shareholders’ on May 23, 2024. During the three and nine months ended September 30, 2024 , the Company repurchased 399 and 2,988,291 Ordinary Shares, respectively, under its Share Repurchase Plan. The repurchased Ordinary Shares were recorded at cost and are being held in treasury. During both the three and nine months ended September 30, 2024 , the Company issued 19,160 Ordinary Shares related to 76,640 warrants that were exercised in September 2024. As of September 30, 2024, there were 145,240,338 Ordinary Shares, 33,766,800 warrants and 10,000,000 Redeemable Preferred Shares outstanding.

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION	9 Months Ended
	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
SHARE-BASED COMPENSATION	SHARE-BASED COMPENSATION 2021 Equity Plan The Company’s Board adopted, and its shareholders approved, the 2021 Equity Incentive Plan (the “2021 Equity Plan”). A total of 31,900,000 O rdinary Shares are authorized and reserved for issuance under the 2021 Equity Plan which provides for the grant of stock options (either incentive or non-qualified), stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”), performance shares, performance share units and other share-based awards with respect to the Ordinary Shares. Shares associated with underlying awards that are expired, forfeited, or otherwise terminated without the delivery of shares, or are settled in cash, and any shares tendered to or withheld by the Company for the payment of an exercise price or for tax withholding will again be available for issuance under the 2021 Equity Plan. During the nine months ended September 30, 2024, the Company granted 4,655,000 performance-based non-qualified stock options ("PBNQSO") that vest based on the achievement of certain performance goals to its employees and independent directors. T he Company recognizes compensation costs for PBNQSO granted in 2024 based on the estimated fair value of the awards on the date of grant. The Company estimated the grant date fair value, and the resulting share-based compensation expense, using the Hull-White model. The Company records forfeitures as they are incurred. The grant date fair value of the PBNQSO is expensed proportionately for each tranche over the applicable service period. The fair value of PBNQSO is recognized as compensation expense beginning at the time in which the performance conditions are deemed probable of achievement, over the remaining requisite service period. In March 2024, based on the Company’s performance for 2023, its compensation committee verified and determined the Annual Operational Performance per Diluted Share (“AOP”) for 2023 to be $5.31. As the AOP for 2023 was below the minimum vesting AOP target of $12.10, employees separated from the Company through the date of determination of the 2023 AOP relinquished 240,000 options retained by them and such options were cancelled by the Company. As of September 30, 2024, there were 15,134,171 PBNQSO outstanding. The exercise prices of these PBNQSO ranged from $2.94 to $14.00 per Ordinary Share and expire ten years from the grant date. The table below summarizes the PBNQSO activity for the nine months ended September 30, 2024: Number of Options Weighted-Average Exercise/ Conversion Price Weighted-Average Aggregate Outstanding at December 31, 2023 11,244,171 $ 9.30 Granted 4,655,000 $ 6.43 Exercised — $ — Forfeited (525,000) $ 7.40 Cancelled (240,000) $ 8.63 Outstanding at September 30, 2024 15,134,171 $ 8.49 8.10 $ 76,230 Options vested and exercisable 245,004 $ 10.00 5.36 $ 845 The assumptions used to fair value the PBNQSO granted during the nine months ended September 30, 2024 using the Hull-White model was as follows: September 30, 2024 Dividend yield — % Expected volatility 39.00% to 44.00% Expected term (years) 10.00 Suboptimal exercise multiple 2.50 Drift rate 3.72% to 4.42% Weighted average exercise price of options granted $ 6.43 Weighted average fair value of options granted $ 3.45 Non-cash share-based compensation expense recognized by the Company for the three and nine months ended September 30, 2024 was $3.3 million and $8.0 million, respectively. Non-cash share-based compensation expense (benefit) recognized by the Company for the three and nine months ended September 30, 2023 was $1.7 million and $(0.1) million, respectively. Compensation expense is recognized based upon probability assessments of PBNQSO that are expected to vest in future periods. Such probability assessments are subject to revision and, therefore, unrecognized compensation expense is subject to future changes in estimates. As of September 30, 2024, there was approximately $21.6 million of total unrecognized compensation expense related to non-vested PBNQSO expected to vest, which is expected to be recognized over a weighted-average period of 1.59 years. Founder Advisory Amounts On November 9, 2021, the Company assumed the advisory agreement entered into on December 12, 2019 by EverArc ("Founder Advisory Agreement") with EverArc Founders, LLC, a Delaware limited liability company ("EverArc Founder Entity"), pursuant to which the EverArc Founder Entity, for the services provided to the Company, including strategic and capital allocation advice, is entitled to receive both a fixed amount (the “Fixed Annual Advisory Amount”) and a variable amount (the “Variable Annual Advisory Amount,” each an “Advisory Amount” and collectively, the “Advisory Amounts”) until the years ending December 31, 2027 and 2031, respectively. Under the Founder Advisory Agreement, at the election of the EverArc Founder Entity, at least 50% of the Advisory Amounts will be paid in Ordinary Shares and the remainder in cash. The Fixed Annual Advisory Amount will be equal to 2,357,061 Ordinary Shares ( 1.5% of 157,137,410 Ordinary Shares outstanding on November 9, 2021) for each year through December 3 1, 2027 and is valued using the period end volume weighted average closing share price of Ordinary Shares for ten consecutive trading days. The Variable Annual Advisory Amount for each year through December 31, 2031 is based on the appreciation of the market price of Ordinary Shares if such market price exceeds certain trading price minimums at the end of each reporting period and is valued using a Monte Carlo simulation model. Because up to 50% of the Advisory Amounts could be settled through a cash payment, 50% are classified as a liability and the remaining 50% are classified within equity. For Advisory Amounts classified within equity, the Company does not subsequently remeasure the fair value. For the Advisory Amounts classified as a liability, the Company remeasures the fair value at each reporting date, accordingly, the compensation expense recorded by the Company in the future will depend upon changes in the fair value of the liability-classified Advisory Amounts. As of September 30, 2024 and December 31, 2023, the fair value of the Fixed Annual Advisory Amount was calculated to be $121.2 million and $42.5 million, respectively, based on the period end volume weighted average closing share price for ten consecutive trading days of Ordinary Shares of $12.85 and $4.51, respectively. As of September 30, 2024 and December 31, 2023, the fair value of the Variable Annual Advisory Amount, determined using a Monte Carlo simulation model, was $498.8 million and $71.3 million, respectively. For the three and nine months ended September 30, 2024, the Company recognized an increase in the compensation expense related to the founders advisory fees-related party due to an increase in fair value for liability-classified Advisory Amounts of $184.2 million and $253.1 million, respectively. For the three and nine months ended September 30, 2023 , the Company recognized a decrease in the compensation expense related to the founders advisory fees-related party due to a decrease in fair value for liability-classified Advisory Amounts of $24.5 million and $108.8 million, respectively.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2024
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	FAIR VALUE MEASUREMENTS Fair Value Measurement The carrying value of cash and cash equivalents, short-term investments, accounts receivable, accounts payable, accrued expenses and other current liabilities approximates fair value due to the short-term nature of their maturities. Borrowings under the Company’s Revolving Credit Facility accrues interest at a floating rate tied to a standard short-term borrowing index, selected at the Company’s option, plus an applicable margin. The carrying amount of this floating rate debt approximates fair value based upon the respective interest rates adjusting with market rate adjustments. The carrying amount of the Company's Redeemable Preferred Shares equals the redemption price, which approximates fair value. At September 30, 2024 and December 31, 2023, the estimated fair value of the Company's Senior Notes, calculated using Level 2 inputs, based on bid prices obtained from a broker was approximately $649.1 million and $587.9 million, respectively. The Company uses valuation approaches that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or a liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: • Level 1 inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. • Level 2 inputs: Other than quoted prices in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3 inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Liabilities by Hierarchy Level The following tables set forth the Company’s liabilities that were measured at fair value on a recurring basis, by level, within the fair value hierarchy as of September 30, 2024 and December 31, 2023 (in thousands): Fair Value Measurements Using: September 30, 2024 Level 1 Level 2 Level 3 Total Liabilities: Founders advisory fees payable - related party $ 60,596 $ — $ 249,417 $ 310,013 December 31, 2023 Liabilities: Founders advisory fees payable - related party $ 23,972 $ — $ 35,647 $ 59,619 The fair value of the founders advisory fees payable is based on the appreciation of the market price of Ordinary Shares if such market price exceeds certain trading price minimums at the end of each reporting period and is valued using a Monte Carlo simulation model, which requires the input of subjective assumptions, including the fair value of the underlying Ordinary Shares, the risk-free interest rate, the expected equity volatility, and the expected term of the Founder Advisory Agreement. See Note 10, “Share-Based Compensation” for discussion of the fair value estimation on the founders advisory fees payable. Changes in Level 3 Liabilities The reconciliations for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) are as follows (in thousands): Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Founders Advisory Fees Payable - Related Party Founders Advisory Fees Payable - Related Party Fair value, beginning of period $ 89,317 $ 35,647 Founders advisory fees - related party, change in fair value 160,100 213,770 Fair value, end of period $ 249,417 $ 249,417 Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Founders Advisory Fees Payable - Related Party LaderaTech Founders Advisory Fees Payable - Related Party LaderaTech Fair value, beginning of period $ 51,729 $ 7,665 $ 118,490 $ 7,273 Founders advisory fees - related party, change in fair value (19,414) — (86,175) — Gain on contingent earn-out — (7,665) — (7,273) Fair value, end of period $ 32,315 $ — $ 32,315 $ — During the year ended December 31, 2023, due to a downward revision in the revenue forecast of the contingent earn-out eligible fire retardant product, the Company determined that $7.7 million in contingent earn-out payable to LaderaTech was no longer probable. Accordingly, the Company recorded a gain of $7.7 million during the year ended December 31, 2023. For this reason, the Company no longer recognizes a contingent earn-out payable as of September 30, 2024.

RELATED PARTIES

RELATED PARTIES	9 Months Ended
	Sep. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTIES	RELATED PARTIES On November 9, 2021, the Company, EverArc and the EverArc Founder Entity entered into an Assignment and Assumption Agreement (the “Founder Assignment Agreement”) pursuant to which the Company assumed, and agreed to pay, perform, satisfy and discharge in full, all of EverArc’s liabilities and obligations under the Founder Advisory Agreement. In exchange for the services provided to the Company, including strategic and capital allocation advice, the EverArc Founder Entity is entitled to receive both the Fixed Annual Advisory Amount and the Variable Annual Advisory Amount from the Company. The Fixed Annual Advisory Amount will be equal to 2,357,061 Ordinary Shares (1.5% of 157,137,410 Ordinary Shares outstanding ) for each year through December 3 1, 2027 and valued using the period end volume weighted average closing share price for ten consecutive trading days of Ordinary Shares. The Variable Annual Advisory Amount for each year through December 31, 2031 is based on the appreciation of the market price of Ordinary Shares if such market price exceeds certain trading price minimums at the end of each reporting period and is valued using a Monte Carlo simulation model. For 2023, the EverArc Founder Entity was entitled to receive the Fixed Annual Advisory Amount of 2,357,061 Ordinary Shares or a value of $10.6 million, based on an average price of $4.51 per Ordinary Share (the “2023 Fixed Amount”). The EverArc Founder Entity did not qualify to receive the Variable Annual Advisory Amount for 2023 as the average price of $4.51 per Ordinary Share for 2023 was lower than the average price of $13.63 per Ordinary Share established in 2021 (the “2023 Variable Amount” and together with the 2023 Fixed Amount, the “2023 Advisory Amount”). The EverArc Founder Entity elected to receive approximately 74.6% of the 2023 Advisory Amount in Ordinary Shares (1,758,464 Ordinary Shares) and approximately 25.4% of the 2023 Fixed Amount in cash ($2.7 million). On February 15, 2024, the Company issued 1,758,464 Ordinary Shares and paid $2.7 million in cash in satisfaction of the 2023 Advisory Amount. As of September 30, 2024, the Company calculated the fair value of the Fixed Annual Advisory Amounts using the period end volume weighted average closing share price of Ordinary Shares for ten consecutive trading days of $12.85 and used a Monte Carlo simulation model to calculate the fair value of the Variable Annual Advisory Amount. These approaches resulted in fair values of $121.2 million fo r the Fixed Annual Advisory Amount and $498.8 million for the Variable Annual Advisory Amount , of which 50% may be paid in cash and recorded as a liability and the remaining 50% would be settled in Ordinary Shares . While the entire instrument is subject to the fair value calculation described above, the amount classified and recorded as equity remains consistent while the amount classified and recorded as a liability is updated each period. For the three and nine months ended September 30, 2024, the Company recognized an increase in share-based compensation expense related to an increase in fair value for liability-classified Advisory Amounts of $184.2 million and $253.1 million primarily due to the increase in price of its Ordinary Shares

REVENUE RECOGNITION

REVENUE RECOGNITION	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
REVENUE RECOGNITION	REVENUE RECOGNITION Disaggregation of revenues Amounts for products sold are recognized at a point in time, whereas amounts for contract services associated with full-service and portable retardant are recognized over time. Revenues for the three and nine months ended September 30, 2024 and 2023 are presented below (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Revenues from products $ 235,150 $ 122,347 $ 387,767 $ 238,207 Revenues from services 53,227 19,845 86,744 23,483 Other revenues 40 466 226 963 Total net sales $ 288,417 $ 142,658 $ 474,737 $ 262,653

(LOSS) EARNINGS PER SHARE

(LOSS) EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
(LOSS) EARNINGS PER SHARE	(LOSS) EARNINGS PER SHARE Basic earnings per share represents income available to ordinary shareholders divided by the weighted average number of Ordinary Shares outstanding during the reported period. Diluted earnings per share is based upon the weighted-average number of Ordinary Shares outstanding during the period plus additional weighted-average potentially dilutive Ordinary Share equivalents during the period when the effect is dilutive. Basic and diluted weighted average shares outstanding and (loss) earnings per share were as follows (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net (loss) income $ (89,167) $ 19,282 $ (150,075) $ 80,727 Weighted-average shares outstanding: Weighted average shares used in computing (loss) earnings per share, basic 145,222,189 153,694,160 145,247,477 155,958,492 Founders advisory fees — 11,785,305 — 11,785,305 Weighted average shares used in computing (loss) earnings per share, diluted 145,222,189 165,479,465 145,247,477 167,743,797 Basic (loss) earnings per share $ (0.61) $ 0.13 $ (1.03) $ 0.52 Diluted (loss) earnings per share $ (0.61) $ 0.12 $ (1.03) $ 0.48 As of September 30, 2024, 38.8 million Ordinary Shares issuable under the Founder Advisory Agreement towards Variable Annual Advisory Amount were excluded from the diluted earnings per share calculation as the contingency related to the instrument had not been met. In addition, 15.1 million PBNQSO, 8.4 million Ordinary Shares equivalent warrants and 9.4 million Ordinary Shares issuable under the Founder Advisory Agreement towards Fixed Annual Advisory Amount were excluded, as applicable, from the diluted earnings per share calculation as their effect would have been anti-dilutive. As of September 30, 2023, 11.5 million PBNQSOs and 12.9 million Ordinary Shares issuable under the Founder Advisory Agreement were excluded from the diluted earnings per share calculation as the contingencies related to such instruments had not been met. In addition, 8.5 million Ordinary Shares equivalent warrants were excluded from the diluted earnings per share calculation as their effect would have been anti-dilutive.

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 2024
Segment Reporting [Abstract]
SEGMENT INFORMATION	SEGMENT INFORMATION The Company’s products and operations are managed and reported in two operating segments: Fire Safety and Specialty Products. The Fire Safety segment manufactures and sells fire retardant and firefighting foam products, as well as specialized equipment and services typically offered in conjunction with these retardant and foam products. The Specialty Products segment produces and sells P 2 S 5 used in several end markets and applications, including high quality specialty chemicals, various agricultural applications, various mining applications, and emerging electric battery technologies. Within the high quality specialty chemicals end market, currently the Company’s largest end market application, P 2 S 5 is primarily used in the production of a family of compounds called ZDDP, which is considered an essential component in the formulation of engine oils with its main function to provide anti-wear protection to engine components. P 2 S 5 is also used in pesticide and mining chemicals applications. Interest income, interest expense, other income (expense) and certain corporate operating expenses are neither allocated to the segments nor included in the measures of segment performance by the CODM. The corporate category is not considered to be a segment. The CODM is the Company's Chief Executive Officer. The Company’s CODM uses the segment net sales and segment Adjusted EBITDA to assess the ongoing performance of the Company’s business segments and to allocate resources. The Company defines segment Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, as adjusted on a consistent basis for certain non-recurring or unusual items in a balanced manner and on a segment basis (“Segment Adjusted EBITDA”). These non-recurring or unusual items may include acquisition, integration and restructuring related costs along with other non-recurring items. Summarized financial information for the Company’s reportable segments are presented and reconciled to consolidated financial information in the following tables (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net sales: Fire safety Products $ 198,578 $ 97,969 $ 288,568 $ 165,718 Service and others 53,267 20,311 86,970 24,446 Total fire safety 251,845 118,280 375,538 190,164 Specialty products 36,572 24,378 99,199 72,489 Total net sales $ 288,417 $ 142,658 $ 474,737 $ 262,653 Segment Adjusted EBITDA: Fire safety $ 157,479 $ 56,038 $ 212,877 $ 69,209 Specialty products 12,897 5,431 34,543 16,366 Total Segment Adjusted EBITDA 170,376 61,469 247,420 85,575 Less: Depreciation and amortization 16,444 16,276 49,215 48,493 Interest and financing expense 10,054 10,448 31,292 30,938 Founders advisory fees - related party 184,176 (24,544) 253,097 (108,806) Intangible impairment — 40,738 — 40,738 Non-recurring expenses 1,834 22 2,397 1,942 Share-based compensation expense (benefit) 3,312 1,749 8,048 (130) Gain on contingent earn-out — (7,665) — (7,273) Foreign currency (gain) loss (1,354) 1,384 163 756 (Loss) income before income taxes $ (44,090) $ 23,061 $ (96,792) $ 78,917

SUBSEQUENT EVENT

SUBSEQUENT EVENT	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENT	SUBSEQUENT EVENT On July 31, 2024, the Company filed a registration statement on Form S-4 with a preliminary proxy statement seeking shareholder approval to convert PSSA into a corporation incorporated under the laws of the State of Delaware (the “Redomiciliation Transaction”), after which, PSSA will continue as an entity under the name “Perimeter Solutions, Inc.” and the existing PSSA shareholders would hold shares of common stock in Perimeter Solutions, Inc. rather than in PSSA. On October 25, 2024, the Company filed Amendment No. 1 to the registration statement on Form S-4 to amend certain information on the registration statement on Form S-4 filed on July 31, 2024. The Company expects to complete the Redomiciliation Transaction by December 31, 2024, subject to shareholder approval at a special meeting of shareholders on November 20, 2024. The Company is currently evaluating the potential impact on deferred taxes, resulting from and subject to the completion of the Redomiciliation Transaction.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net (loss) income	$ (89,167)	$ 21,650	$ (82,558)	$ 19,282	$ 52,014	$ 9,431	$ (150,075)	$ 80,727

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Policies)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal and recurring nature considered necessary for a fair presentation have been included in the accompanying condensed consolidated financial statements. The results of operations for the interim period are not necessarily indicative of the results that will be realized for the entire fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes thereto included in the Company’s 2023 Annual Report filed with the SEC on February 22, 2024 .
Principles of Consolidation	Principles of Consolidation
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates made by management in connection with the preparation of the accompanying condensed consolidated financial statements include the useful lives of long-lived and intangible assets, the fair value of financial assets and liabilities, the valuation of goodwill, stock options, and founder advisory fees, and the realizability of deferred tax assets. Actual results could differ from those estimates.
Reclassification	Reclassification In 2024, the Company changed the presentation of freight expense from selling, general and administrative expense to cost of goods sold, to better match freight expense with freight income. The change has been applied retrospectively to the condensed consolidated financial statements for the prior periods presented in this Quarterly Report. The impact to the accompanying condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2023 is presented in the following table (in thousands). There was no impact on previously reported balances in the accompanying condensed consolidated balance sheet or statement of cash flows.
Recently Issued and Adopted Accounting Standards	Recently Issued and Adopted Accounting Standards In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2024-02 “Codification Improvements,” which amends the Codification to remove references to various concepts statements and impacts a variety of topics in the Codification. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances, the references removed are extraneous and not required in order to understand or apply the guidance. Generally, the amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities. ASU 2024-02 is effective January 1, 2025, and the Company does not expect that the application of this standard will have a material impact on its consolidated financial statements and disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to disclose disaggregated information about a reporting entity’s effective tax rate reconciliation, using both percentages and reporting currency amounts for specific standardized categories, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not plan to early adopt and is currently assessing the potential effects of this standard. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU requires disclosure of incremental segment information, primarily through enhanced disclosures about significant segment expense categories and amounts for each reportable segment on an annual and interim basis. This guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The most significant provision of this standard requires the Company to disclose information about significant segment expenses and other segment items that are regularly provided to the chief operating decision-maker (“CODM”). The Company will adopt this ASU retrospectively for the annual period beginning on January 1, 2024 and for interim periods beginning on January 1, 2025. In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” to amend certain disclosure and presentation requirements for a variety of topics within the ASC. These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements and disclosures.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Tables)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Schedule of Error Corrections and Prior Period Adjustments	Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 As Previously Reported As Adjusted Effect of Change As Previously Reported As Adjusted Effect of Change Cost of goods sold $ 69,357 $ 72,825 $ 3,468 $ 144,509 $ 153,096 $ 8,587 Gross profit 73,301 69,833 (3,468) 118,144 109,557 (8,587) Selling, general and administrative expense 16,161 12,693 (3,468) 41,523 32,936 (8,587) Total operating expenses 46,133 42,665 (3,468) 14,777 6,190 (8,587) Operating income 27,168 27,168 — 103,367 103,367 — Net income 19,282 19,282 — 80,727 80,727 —

BALANCE SHEET COMPONENTS (Table

BALANCE SHEET COMPONENTS (Tables)	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Balance Sheet Components	Details of certain balance sheet items are presented below (in thousands): September 30, 2024 December 31, 2023 Inventories: Raw materials and manufacturing supplies $ 55,163 $ 77,657 Work in process 264 224 Finished goods 52,939 67,771 Total inventories $ 108,366 $ 145,652 Prepaid Expenses and Other Current Assets: Advance to vendors $ 2,897 $ 3,197 Prepaid insurance 917 5,567 Prepaid value-added taxes 1,868 897 Short-term investments — 5,519 Income tax receivable — 1,714 Other 4,050 1,599 Total prepaid expenses and other current assets $ 9,732 $ 18,493 Property, Plant and Equipment: Buildings $ 4,004 $ 3,986 Leasehold improvements 2,820 2,743 Furniture and fixtures 521 516 Machinery and equipment 70,179 63,202 Vehicles 4,095 4,114 Construction in progress 6,836 4,695 Total property, plant and equipment, gross 88,455 79,256 Less: Accumulated depreciation (26,903) (19,854) Total property, plant and equipment, net $ 61,552 $ 59,402 Accrued Expenses and Other Current Liabilities: Accrued bonus $ 5,508 $ 3,483 Accrued salaries 2,344 2,336 Accrued employee benefits 1,426 1,185 Accrued interest 16,179 8,342 Accrued purchases 4,414 2,072 Accrued income taxes 27,915 7,100 Operating lease liabilities 2,259 2,146 Finance lease liabilities 752 600 Other 4,243 3,446 Total accrued expenses and other current liabilities $ 65,040 $ 30,710

GOODWILL AND OTHER INTANGIBLE_2

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Changes in Goodwill	The changes in the carrying amount of goodwill by reportable segment are as follows (in thousands): Fire Safety Specialty Products Total Balance, December 31, 2023 $ 863,889 $ 172,390 $ 1,036,279 Foreign currency translation (393) 595 202 Balance, September 30, 2024 $ 863,496 $ 172,985 $ 1,036,481
Summary of Definite Lived Intangible Assets	Intangible assets and related accumulated amortization as of September 30, 2024 and December 31, 2023 are as follows (in thousands): September 30, 2024 Estimated Gross Value Impairment Foreign Accumulated Net Book Definite Lived Intangible Assets: Customer lists 20 $ 761,000 $ — $ (5,675) $ (109,189) $ 646,136 Technology and patents 20 250,000 (40,738) (2,086) (35,783) 171,393 Tradenames 20 101,000 — (747) (14,493) 85,760 Balance, September 30, 2024 $ 1,112,000 $ (40,738) $ (8,508) $ (159,465) $ 903,289 December 31, 2023 Estimated Gross Value Impairment Foreign Accumulated Net Book Definite Lived Intangible Assets: Customer lists 20 $ 761,000 $ — $ (5,294) $ (80,920) $ 674,786 Technology and patents 20 250,000 (40,738) (2,096) (26,513) 180,653 Tradenames 20 101,000 — (691) (10,741) 89,568 Balance, December 31, 2023 $ 1,112,000 $ (40,738) $ (8,081) $ (118,174) $ 945,007
Summary of Intangible Asset Future Amortization Expense	Estimated annual amortization expense of intangible assets for the next five years ended December 31 and thereafter is as follows (in thousands): Amount 2024 remaining $ 13,338 2025 53,350 2026 53,350 2027 53,350 2028 53,350 Thereafter 676,551 Total $ 903,289

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
Summary of Lease Cost	Lease cost for the three and nine months ended September 30, 2024 and 2023 are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Operating lease cost (1) $ 888 $ 1,082 $ 2,640 $ 3,353 Finance lease cost: Amortization of right-of-use assets 236 217 836 335 Interest on lease liabilities 129 106 399 181 Total lease cost $ 1,253 $ 1,405 $ 3,875 $ 3,869 Reported in: Cost of goods sold $ 1,112 $ 1,268 $ 3,435 $ 3,532 Selling, general and administrative expense 141 137 440 337 Total lease cost $ 1,253 $ 1,405 $ 3,875 $ 3,869 (1) Operating lease cost does not include short-term leases or variable costs, all of which are immaterial. Supplemental cash flow information related to leases for the nine months ended September 30, 2024 and 2023 are as follows (in thousands): Nine Months Ended September 30, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities: Operating cash flows for operating leases $ 2,426 $ 3,206 Operating cash flows for finance leases 374 172 Financing cash flows for finance leases 544 251 Right-of-use assets obtained in exchange for new lease obligations: Operating leases $ 273 $ 4,492 Financing leases 790 5,677 Net change in operating lease right-of-use assets due to lease modifications resulting in reclassification of leases from operating to finance $ (34) $ (1,514)
Summary of Future Minimum Payment Obligations for Non-Cancelable Operating Leases	As of September 30, 2024 , the estimated future minimum payment obligations for non-cancelable operating and finance leases are as follows (in thousands): Operating Leases Finance Leases Remainder of 2024 $ 830 $ 319 2025 3,223 1,189 2026 2,886 1,078 2027 2,704 932 2028 2,006 1,632 Thereafter 9,078 4,243 Total lease payments 20,727 9,393 Less: imputed interest (4,886) (2,547) Present value of lease liabilities $ 15,841 $ 6,846

LONG-TERM DEBT AND REDEEMABLE_2

LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES (Tables)	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Summary of Long-term Debt	Long-term debt consists of the following (in thousands): September 30, 2024 December 31, 2023 Senior Notes $ 675,000 $ 675,000 Less: unamortized debt issuance costs (7,553) (8,506) Long-term debt, net $ 667,447 $ 666,494

SHARE-BASED COMPENSATION (Table

SHARE-BASED COMPENSATION (Tables)	9 Months Ended
	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Summary of Performance-based Non-qualified Stock Options Activity	The table below summarizes the PBNQSO activity for the nine months ended September 30, 2024: Number of Options Weighted-Average Exercise/ Conversion Price Weighted-Average Aggregate Outstanding at December 31, 2023 11,244,171 $ 9.30 Granted 4,655,000 $ 6.43 Exercised — $ — Forfeited (525,000) $ 7.40 Cancelled (240,000) $ 8.63 Outstanding at September 30, 2024 15,134,171 $ 8.49 8.10 $ 76,230 Options vested and exercisable 245,004 $ 10.00 5.36 $ 845
Summary of Stock Option Valuation Assumptions	The assumptions used to fair value the PBNQSO granted during the nine months ended September 30, 2024 using the Hull-White model was as follows: September 30, 2024 Dividend yield — % Expected volatility 39.00% to 44.00% Expected term (years) 10.00 Suboptimal exercise multiple 2.50 Drift rate 3.72% to 4.42% Weighted average exercise price of options granted $ 6.43 Weighted average fair value of options granted $ 3.45

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Sep. 30, 2024
Fair Value Disclosures [Abstract]
Summary of Liabilities Measured on a Recurring Basis	The following tables set forth the Company’s liabilities that were measured at fair value on a recurring basis, by level, within the fair value hierarchy as of September 30, 2024 and December 31, 2023 (in thousands): Fair Value Measurements Using: September 30, 2024 Level 1 Level 2 Level 3 Total Liabilities: Founders advisory fees payable - related party $ 60,596 $ — $ 249,417 $ 310,013 December 31, 2023 Liabilities: Founders advisory fees payable - related party $ 23,972 $ — $ 35,647 $ 59,619
Summary Reconciliation of Level 3 Liabilities Measured on a Recurring Basis	The reconciliations for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) are as follows (in thousands): Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Founders Advisory Fees Payable - Related Party Founders Advisory Fees Payable - Related Party Fair value, beginning of period $ 89,317 $ 35,647 Founders advisory fees - related party, change in fair value 160,100 213,770 Fair value, end of period $ 249,417 $ 249,417 Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Founders Advisory Fees Payable - Related Party LaderaTech Founders Advisory Fees Payable - Related Party LaderaTech Fair value, beginning of period $ 51,729 $ 7,665 $ 118,490 $ 7,273 Founders advisory fees - related party, change in fair value (19,414) — (86,175) — Gain on contingent earn-out — (7,665) — (7,273) Fair value, end of period $ 32,315 $ — $ 32,315 $ —

REVENUE RECOGNITION (Tables)

REVENUE RECOGNITION (Tables)	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Summary of Revenue	Revenues for the three and nine months ended September 30, 2024 and 2023 are presented below (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Revenues from products $ 235,150 $ 122,347 $ 387,767 $ 238,207 Revenues from services 53,227 19,845 86,744 23,483 Other revenues 40 466 226 963 Total net sales $ 288,417 $ 142,658 $ 474,737 $ 262,653

(LOSS) EARNINGS PER SHARE (Tabl

(LOSS) EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Summary of Earnings Per Share, Basic and Diluted	Basic and diluted weighted average shares outstanding and (loss) earnings per share were as follows (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net (loss) income $ (89,167) $ 19,282 $ (150,075) $ 80,727 Weighted-average shares outstanding: Weighted average shares used in computing (loss) earnings per share, basic 145,222,189 153,694,160 145,247,477 155,958,492 Founders advisory fees — 11,785,305 — 11,785,305 Weighted average shares used in computing (loss) earnings per share, diluted 145,222,189 165,479,465 145,247,477 167,743,797 Basic (loss) earnings per share $ (0.61) $ 0.13 $ (1.03) $ 0.52 Diluted (loss) earnings per share $ (0.61) $ 0.12 $ (1.03) $ 0.48

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2024
Segment Reporting [Abstract]
Summary of Segment Information	Summarized financial information for the Company’s reportable segments are presented and reconciled to consolidated financial information in the following tables (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net sales: Fire safety Products $ 198,578 $ 97,969 $ 288,568 $ 165,718 Service and others 53,267 20,311 86,970 24,446 Total fire safety 251,845 118,280 375,538 190,164 Specialty products 36,572 24,378 99,199 72,489 Total net sales $ 288,417 $ 142,658 $ 474,737 $ 262,653 Segment Adjusted EBITDA: Fire safety $ 157,479 $ 56,038 $ 212,877 $ 69,209 Specialty products 12,897 5,431 34,543 16,366 Total Segment Adjusted EBITDA 170,376 61,469 247,420 85,575 Less: Depreciation and amortization 16,444 16,276 49,215 48,493 Interest and financing expense 10,054 10,448 31,292 30,938 Founders advisory fees - related party 184,176 (24,544) 253,097 (108,806) Intangible impairment — 40,738 — 40,738 Non-recurring expenses 1,834 22 2,397 1,942 Share-based compensation expense (benefit) 3,312 1,749 8,048 (130) Gain on contingent earn-out — (7,665) — (7,273) Foreign currency (gain) loss (1,354) 1,384 163 756 (Loss) income before income taxes $ (44,090) $ 23,061 $ (96,792) $ 78,917

DESCRIPTION OF BUSINESS AND B_2

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Details)	9 Months Ended	12 Months Ended
	Sep. 30, 2024 segment $ / shares	Dec. 31, 2023 $ / shares
Subsidiary, Sale of Stock [Line Items]
Common stock, par value (in usd per share) | $ / shares	$ 1	$ 1
Number of reportable segments | segment	2
UNITED STATES | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk
Subsidiary, Sale of Stock [Line Items]
Concentration risk, percentage		65%
Europe | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk
Subsidiary, Sale of Stock [Line Items]
Concentration risk, percentage		15%
CANADA | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk
Subsidiary, Sale of Stock [Line Items]
Concentration risk, percentage		14%
Various Other Countries | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk
Subsidiary, Sale of Stock [Line Items]
Concentration risk, percentage		6%

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Variable Interest Entity [Line Items]
Cost of goods sold	$ 107,195			$ 72,825			$ 199,546	$ 153,096
Gross profit	181,222			69,833			275,191	109,557
Selling, general and administrative expense	18,520			12,693			45,888	32,936
Total operating expenses	216,461			42,665			340,276	6,190
Operating income	(35,239)			27,168			(65,085)	103,367
Net income	$ (89,167)	$ 21,650	$ (82,558)	19,282	$ 52,014	$ 9,431	$ (150,075)	80,727
As Previously Reported
Variable Interest Entity [Line Items]
Cost of goods sold				69,357				144,509
Gross profit				73,301				118,144
Selling, general and administrative expense				16,161				41,523
Total operating expenses				46,133				14,777
Operating income				27,168				103,367
Net income				19,282				80,727
Effect of Change
Variable Interest Entity [Line Items]
Cost of goods sold				3,468				8,587
Gross profit				(3,468)				(8,587)
Selling, general and administrative expense				(3,468)				(8,587)
Total operating expenses				(3,468)				(8,587)
Operating income				0				0
Net income				$ 0				$ 0

BALANCE SHEET COMPONENTS - Summ

BALANCE SHEET COMPONENTS - Summary of Balance Sheet Components (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventories:
Raw materials and manufacturing supplies	$ 55,163	$ 77,657
Work in process	264	224
Finished goods	52,939	67,771
Total inventories	108,366	145,652
Prepaid Expenses and Other Current Assets:
Advance to vendors	2,897	3,197
Prepaid insurance	917	5,567
Prepaid value-added taxes	1,868	897
Short-term investments	0	5,519
Income tax receivable	0	1,714
Other	4,050	1,599
Total prepaid expenses and other current assets	9,732	18,493
Property, Plant and Equipment:
Total property, plant and equipment, gross	88,455	79,256
Less: Accumulated depreciation	(26,903)	(19,854)
Total property, plant and equipment, net	61,552	59,402
Accrued Expenses and Other Current Liabilities:
Accrued bonus	5,508	3,483
Accrued salaries	2,344	2,336
Accrued employee benefits	1,426	1,185
Accrued interest	16,179	8,342
Accrued purchases	4,414	2,072
Accrued income taxes	27,915	7,100
Operating lease liabilities	2,259	2,146
Finance lease liabilities	752	600
Other	4,243	3,446
Total accrued expenses and other current liabilities	65,040	30,710
Buildings
Property, Plant and Equipment:
Total property, plant and equipment, gross	4,004	3,986
Leasehold improvements
Property, Plant and Equipment:
Total property, plant and equipment, gross	2,820	2,743
Furniture and fixtures
Property, Plant and Equipment:
Total property, plant and equipment, gross	521	516
Machinery and equipment
Property, Plant and Equipment:
Total property, plant and equipment, gross	70,179	63,202
Vehicles
Property, Plant and Equipment:
Total property, plant and equipment, gross	4,095	4,114
Construction in progress
Property, Plant and Equipment:
Total property, plant and equipment, gross	$ 6,836	$ 4,695

BALANCE SHEET COMPONENTS - Narr

BALANCE SHEET COMPONENTS - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Depreciation	$ 2.7	$ 2.5	$ 7.9	$ 7.2
Allowance for doubtful accounts	$ 1.1		$ 1.1		$ 1

GOODWILL AND OTHER INTANGIBLE_3

GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Changes in Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Goodwill [Roll Forward]
Beginning goodwill	$ 1,036,279
Foreign currency translation	202
Ending goodwill	1,036,481
Fire Safety
Goodwill [Roll Forward]
Beginning goodwill	863,889
Foreign currency translation	(393)
Ending goodwill	863,496
Specialty Products
Goodwill [Roll Forward]
Beginning goodwill	172,390
Foreign currency translation	595
Ending goodwill	$ 172,985

GOODWILL AND OTHER INTANGIBLE_4

GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Definite and Indefinite Lived Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Definite Lived Intangible Assets:
Gross Value	$ 1,112,000	$ 1,112,000
Impairment	(40,738)	(40,738)
Foreign Currency Translation	(8,508)	(8,081)
Accumulated Amortization	(159,465)	(118,174)
Net Book Value	$ 903,289	$ 945,007
Customer lists
Definite Lived Intangible Assets:
Estimated Useful Life (in years)	20 years	20 years
Gross Value	$ 761,000	$ 761,000
Impairment	0	0
Foreign Currency Translation	(5,675)	(5,294)
Accumulated Amortization	(109,189)	(80,920)
Net Book Value	$ 646,136	$ 674,786
Technology and patents
Definite Lived Intangible Assets:
Estimated Useful Life (in years)	20 years	20 years
Gross Value	$ 250,000	$ 250,000
Impairment	(40,738)	(40,738)
Foreign Currency Translation	(2,086)	(2,096)
Accumulated Amortization	(35,783)	(26,513)
Net Book Value	$ 171,393	$ 180,653
Tradenames
Definite Lived Intangible Assets:
Estimated Useful Life (in years)	20 years	20 years
Gross Value	$ 101,000	$ 101,000
Impairment	0	0
Foreign Currency Translation	(747)	(691)
Accumulated Amortization	(14,493)	(10,741)
Net Book Value	$ 85,760	$ 89,568

GOODWILL AND OTHER INTANGIBLE_5

GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Value	$ 1,112,000		$ 1,112,000		$ 1,112,000
Intangible impairment	0	$ 40,738	0	$ 40,738
Amortization expense for definite-lived intangible assets	13,800	$ 13,800	41,300	$ 41,300
Technology and patents
Finite-Lived Intangible Assets [Line Items]
Gross Value	$ 250,000		$ 250,000		250,000
LaderaTech, Inc | Technology and patents
Finite-Lived Intangible Assets [Line Items]
Gross Value					40,700
Intangible impairment					$ 40,700

GOODWILL AND OTHER INTANGIBLE_6

GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Intangible Asset Future Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2024 remaining	$ 13,338
2025	53,350
2026	53,350
2027	53,350
2028	53,350
Thereafter	676,551
Net Book Value	$ 903,289	$ 945,007

LEASES - Summary of Lease Cost

LEASES - Summary of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Lessee, Lease, Description [Line Items]
Operating lease cost	$ 888	$ 1,082	$ 2,640	$ 3,353
Finance lease cost:
Amortization of right-of-use assets	236	217	836	335
Interest on lease liabilities	129	106	399	181
Total lease cost	1,253	1,405	3,875	3,869
Cost of goods sold
Finance lease cost:
Total lease cost	1,112	1,268	3,435	3,532
Selling, general and administrative expense
Finance lease cost:
Total lease cost	$ 141	$ 137	$ 440	$ 337

LEASES - Narrative (Details)

LEASES - Narrative (Details)	Sep. 30, 2024
Leases [Abstract]
Weighted average remaining lease term of operating leases	7 years 10 months 24 days
Weighted average remaining lease term of finance leases	6 years 6 months
Weighted average discount rate of operating leases (as a percent)	6.80%
Weighted average discount rate of finance leases	7.60%

LEASES - Summary of Supplementa

LEASES - Summary of Supplemental Cash Flow Lease (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash paid for amounts included in the measurement of operating lease liabilities:
Operating cash flows for operating leases	$ 2,426	$ 3,206
Operating cash flows for finance leases	374	172
Financing cash flows for finance leases	544	251
Right-of-use assets obtained in exchange for new lease obligations:
Operating leases	273	4,492
Financing leases	790	5,677
Net change in operating lease right-of-use assets due to lease modifications resulting in reclassification of leases from operating to finance	$ (34)	$ (1,514)

LEASES - Summary of Future Mini

LEASES - Summary of Future Minimum Payment Obligations for Non-Cancelable Operating Leases (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Operating Leases
Remainder of 2024	$ 830
2025	3,223
2026	2,886
2027	2,704
2028	2,006
Thereafter	9,078
Total lease payments	20,727
Less: imputed interest	(4,886)
Present value of lease liabilities	15,841
Finance Leases
Remainder of 2024	319
2025	1,189
2026	1,078
2027	932
2028	1,632
Thereafter	4,243
Total lease payments	9,393
Less: imputed interest	(2,547)
Present value of lease liabilities	$ 6,846

LONG-TERM DEBT AND REDEEMABLE_3

LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES - Summary of Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Less: unamortized debt issuance costs	$ (7,553)	$ (8,506)
Long-term debt, net	667,447	666,494
Senior Notes
Debt Instrument [Line Items]
Senior Notes	$ 675,000	$ 675,000

LONG-TERM DEBT AND REDEEMABLE_4

LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES - Revolving Credit Facility (Details)	9 Months Ended
	Sep. 30, 2024 USD ($) step_down	Nov. 09, 2021 USD ($)
Revolving Credit Facility | The Revolving Credit Facility
Debt Instrument [Line Items]
Debt term	5 years
Line of credit, maximum borrowing capacity	$ 100,000,000
Line of credit accordion feature	$ 143,000,000
Line of credit, increase percentage factor	100%
Number of step downs | step_down	2
Step down rate	0.25%
Utilization threshold	40%
Leverage ratio	7.50
Debt issuance costs, gross		$ 2,300,000
Long-term line of credit	$ 0
Revolving Credit Facility | The Revolving Credit Facility | London Interbank Offered Rate
Debt Instrument [Line Items]
Debt interest rate	3.25%
Revolving Credit Facility | The Revolving Credit Facility | Base Rate
Debt Instrument [Line Items]
Debt interest rate	2.25%
Revolving Credit Facility | The Revolving Credit Facility Due 2026 - Interest Rate Option Two | Fed Funds Effective Rate Overnight Index Swap Rate
Debt Instrument [Line Items]
Basis spread on variable rate	0.50%
Revolving Credit Facility | The Revolving Credit Facility Due 2026 - Interest Rate Option Two | One Month London Interbank Offered Rate
Debt Instrument [Line Items]
Basis spread on variable rate	1%
Revolving Credit Facility | The Revolving Credit Facility Due 2026 - Interest Rate Option Two | London Interbank Offered Rate | Minimum
Debt Instrument [Line Items]
Basis spread on variable rate	1%
Bridge Loan | The Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	$ 20,000,000
Letter of Credit | The Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	25,000,000
Amount of undrawn letters of credit	$ 10,000,000

LONG-TERM DEBT AND REDEEMABLE_5

LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES - Senior Notes (Details) - Senior Notes Due 2029 - Senior Notes - USD ($) $ in Millions	Sep. 30, 2024	Nov. 09, 2021
Debt Instrument [Line Items]
Debt face amount	$ 675
Debt interest rate	5%
Debt issuance costs, gross		$ 11

LONG-TERM DEBT AND REDEEMABLE_6

LONG-TERM DEBT AND REDEEMABLE PREFERRED SHARES - Redeemable Preferred Shares (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Debt Instrument [Line Items]
Dividend percentage			6.50%
Preferred dividend, paid in cash percentage			40%
Preferred dividend, paid in kind percentage			60%
Period of dividend payment after annual meeting			3 days
Preferred dividends paid in arrears			$ 11.7		$ 8.6
6.50% Redeemable Preferred Shares
Debt Instrument [Line Items]
Period following latest maturity date			6 months
Period following issuance of 6.50% redeemable preferred shares			9 years
Liquidation preference	$ 100		$ 100
Redemption price	111.7		111.7		$ 108.6
6.50% Redeemable Preferred Shares | Interest Expense
Debt Instrument [Line Items]
Preferred stock dividends	1.8	$ 1.7	5.3	$ 5.1
Mandatorily Redeemable Preferred Stock
Debt Instrument [Line Items]
Mandatory redeemable shares amount	$ 100		$ 100
SK Holdings Ordinary Shares Exchange
Debt Instrument [Line Items]
Number of shares issued in conversion (in shares)			10,000,000
Preferred stock conversion price (in usd per share)	$ 10		$ 10

INCOME TAXES (Details)

INCOME TAXES (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Effective tax rate	(102.24%)	16.39%	(55.05%)	(2.29%)
Luxembourg statutory rate			24.94%

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Purchase agreement	$ 5
Obligation paid to date	3.2
Obligation outstanding	$ 1.8

EQUITY (Details)

EQUITY (Details)		3 Months Ended	9 Months Ended
	May 23, 2024 shares	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2024 USD ($) vote $ / shares shares	Feb. 21, 2024 USD ($)	Dec. 31, 2023 $ / shares shares
Class of Stock [Line Items]
Authorized share capital | $		$ 4,100,000,000	$ 4,100,000,000
Common stock, authorized (in shares)		4,000,000,000	4,000,000,000		4,000,000,000
Common stock, par value (in usd per share) | $ / shares		$ 1	$ 1		$ 1
Preferred stock, authorized (in shares)		10,000,000	10,000,000
Preferred stock, par value (in usd per share) | $ / shares		$ 10	$ 10
Number of votes per share | vote			1
Class of warrant or right, number of securities called by warrants or rights (in shares)		19,160	19,160
Number of warrants exercised (in shares)		76,640	76,640
Common stock, outstanding (in shares)		145,240,338	145,240,338		146,451,005
Warrants outstanding (in shares)		33,766,800	33,766,800
Preferred stock, shares outstanding (in shares)		10,000,000	10,000,000
Share Repurchase Plan
Class of Stock [Line Items]
Percentage of outstanding shares authorized to be repurchased	25%
Stock repurchase program, number of shares authorized to be repurchased (in shares)	36,310,028
Stock repurchase plan period	5 years
Authorized repurchase amount | $				$ 100,000,000
Treasury stock (in shares)		399	2,988,291

SHARE-BASED COMPENSATION - 2021

SHARE-BASED COMPENSATION - 2021 Equity Plan (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Mar. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized and reserved for future issuance (in shares)		31,900,000		31,900,000
Granted (in shares)				4,655,000
Cancelled (in shares)				240,000
Outstanding (in shares)		15,134,171		15,134,171		11,244,171
Lower exercise price (in usd per share)				$ 2.94
Upper exercise price (in usd per share)				$ 14
Non-cash share-based compensation expense (benefit)				$ 8,048	$ (130)
Unrecognized compensation expense		$ 21,600		$ 21,600
5-Year Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				4,655,000
Annual operation performance per diluted share (in usd per share)	$ 5.31
Target annual operation performance per diluted share (in usd per share)	$ 12.10
Cancelled (in shares)	240,000
Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period				10 years
Non-cash share-based compensation expense (benefit)		$ 3,300	$ 1,700	$ 8,000	$ (100)
Period for recognition				1 year 7 months 2 days

SHARE-BASED COMPENSATION - Summ

SHARE-BASED COMPENSATION - Summary of Performance-based Non-qualified Stock Options Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) $ / shares shares
Number of Options
Beginning balance (in shares) | shares	11,244,171
Granted (in shares) | shares	4,655,000
Exercised (in shares) | shares	0
Forfeited (in shares) | shares	(525,000)
Cancelled (in shares) | shares	(240,000)
Ending balance (in shares) | shares	15,134,171
Options vested and exercisable (in shares) | shares	245,004
Weighted-Average Exercise/ Conversion Price
Beginning balance (in usd per share) | $ / shares	$ 9.30
Granted (in usd per share) | $ / shares	6.43
Exercised (in usd per share) | $ / shares	0
Forfeited (in usd per share) | $ / shares	7.40
Cancelled (in usd per share) | $ / shares	8.63
Ending balance (in usd per share) | $ / shares	8.49
Options vested and exercisable (in usd per share) | $ / shares	$ 10
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Options outstanding, weighted average remaining contractual life	8 years 1 month 6 days
Options vested and exercisable, weighted average remaining contractual life	5 years 4 months 9 days
Options outstanding, aggregate intrinsic value | $	$ 76,230
Options vested and exercisable, aggregate intrinsic value | $	$ 845

SHARE-BASED COMPENSATION - Su_2

SHARE-BASED COMPENSATION - Summary of Stock Option Valuation Assumptions (Details) - PBNQSO	9 Months Ended
	Sep. 30, 2024 USD ($) $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield | $	$ 0
Expected volatility, minimum	39%
Expected volatility, maximum	44%
Expected term (years)	10 years
Suboptimal exercise multiple	2.50
Weighted average exercise price of options granted (in usd per share)	$ 6.43
Weighted average fair value of options granted (in usd per share)	$ 3.45
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Drift rate	3.72%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Drift rate	4.42%

SHARE-BASED COMPENSATION - Foun

SHARE-BASED COMPENSATION - Founder Advisory Amounts (Details) $ / shares in Units, $ in Millions		3 Months Ended		9 Months Ended		12 Months Ended
	Nov. 09, 2021 trading_day shares	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) trading_day $ / shares shares	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, outstanding (in shares) | shares		145,240,338		145,240,338		146,451,005
Founder Advisory Agreement | Affiliated Entity
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Minimum amount to be paid in shares				50%
Founder Advisory Agreement | Affiliated Entity | EverArc Founder Entity
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fixed annual advisory shares (in shares) | shares	2,357,061			2,357,061		2,357,061
Yearly issue percentage	1.50%	1.50%		1.50%
Common stock, outstanding (in shares) | shares	157,137,410	157,137,410		157,137,410
Percentage settled in cash				50%
After cash settlement, percentage as liability				50%
After cash settlement, percentage as equity				50%
Fixed annual advisory amount fair value | $		$ 121.2		$ 121.2		$ 42.5
Share price (in usd per share) | $ / shares		$ 12.85		$ 12.85		$ 4.51
Variable annual advisory amount fair value | $		$ 498.8		$ 498.8		$ 71.3
Adjustment in fair value of advisory amounts | $		$ 184.2	$ 24.5	$ 253.1	$ 108.8
Founder Advisory Agreement | Related Party | EverArc Founder Entity
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Consecutive trading days | trading_day	10			10

FAIR VALUE MEASUREMENTS - Narra

FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Gain on contingent earn-out	$ 0	$ 7,665	$ 0	$ 7,273
LaderaTech, Inc
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent future payments					$ 7,700
Gain on contingent earn-out					7,700
Level 2 | Senior Notes
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Long-term debt, fair value	$ 649,100		$ 649,100		$ 587,900

FAIR VALUE MEASUREMENTS - Summa

FAIR VALUE MEASUREMENTS - Summary of Liabilities Measured on a Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Liabilities:
Founders advisory fees payable - related party	$ 310,013	$ 59,619
Level 1
Liabilities:
Founders advisory fees payable - related party	60,596	23,972
Level 2
Liabilities:
Founders advisory fees payable - related party	0	0
Level 3
Liabilities:
Founders advisory fees payable - related party	$ 249,417	$ 35,647

FAIR VALUE MEASUREMENTS - Sum_2

FAIR VALUE MEASUREMENTS - Summary of Reconciliation of Level 3 Liabilities Measured on a Recurring Basis (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Founders Advisory Fees Payable - Related Party
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning of period	$ 89,317	$ 51,729	$ 35,647	$ 118,490
Founders advisory fees - related party, change in fair value	160,100	(19,414)	213,770	(86,175)
Gain on contingent earn-out		0		0
Fair value, end of period	$ 249,417	32,315	$ 249,417	32,315
LaderaTech Contingent Earn-out
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning of period		7,665		7,273
Founders advisory fees - related party, change in fair value		0		0
Gain on contingent earn-out		(7,665)		(7,273)
Fair value, end of period		$ 0		$ 0

RELATED PARTIES (Details)

RELATED PARTIES (Details) $ / shares in Units, $ in Millions			3 Months Ended		9 Months Ended		12 Months Ended
	Feb. 15, 2024 USD ($) shares	Nov. 09, 2021 trading_day shares	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) trading_day $ / shares shares	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2021 $ / shares
Related Party Transaction [Line Items]
Common stock, outstanding (in shares) | shares			145,240,338		145,240,338		146,451,005
EverArc Founder Entity | Founder Advisory Agreement | Affiliated Entity
Related Party Transaction [Line Items]
Fixed annual advisory shares (in shares) | shares		2,357,061			2,357,061		2,357,061
Yearly issue percentage		1.50%	1.50%		1.50%
Common stock, outstanding (in shares) | shares		157,137,410	157,137,410		157,137,410
Fixed annual advisory fee shares value | $							$ 10.6
Fixed annual advisory, average share price (in usd per share) | $ / shares							$ 4.51
Variable annual advisory, average share price (in usd per share) | $ / shares							$ 4.51	$ 13.63
Percentage received in shares							74.60%
Advisory share amount (in shares) | shares							1,758,464
Percentage received in cash							25.40%
Payment of advisory amount | $	$ 2.7						$ 2.7
Ordinary shares issued (in shares) | shares	1,758,464
Share price (in usd per share) | $ / shares			$ 12.85		$ 12.85		$ 4.51
Fixed annual advisory amount fair value | $			$ 121.2		$ 121.2		$ 42.5
Variable annual advisory amount fair value | $			498.8		$ 498.8		$ 71.3
Variable annual advisory paid in cash					50%
Variable annual advisory paid in shares					50%
Adjustment in fair value of advisory amounts | $			$ 184.2	$ 24.5	$ 253.1	$ 108.8
EverArc Founder Entity | Founder Advisory Agreement | Related Party
Related Party Transaction [Line Items]
Consecutive trading days | trading_day		10			10

REVENUE RECOGNITION (Details)

REVENUE RECOGNITION (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Net sales	$ 288,417	$ 142,658	$ 474,737	$ 262,653
Revenues from products
Disaggregation of Revenue [Line Items]
Net sales	235,150	122,347	387,767	238,207
Revenues from services
Disaggregation of Revenue [Line Items]
Net sales	53,227	19,845	86,744	23,483
Other revenues
Disaggregation of Revenue [Line Items]
Net sales	$ 40	$ 466	$ 226	$ 963

(LOSS) EARNINGS PER SHARE (Deta

(LOSS) EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net (loss) income	$ (89,167)	$ 21,650	$ (82,558)	$ 19,282	$ 52,014	$ 9,431	$ (150,075)	$ 80,727
Weighted-average shares outstanding:
Weighted average shares used in computing (loss) earnings per share, basic (in shares)	145,222,189			153,694,160			145,247,477	155,958,492
Founders advisory fees (in shares)	0			11,785,305			0	11,785,305
Weighted average shares used in computing (loss) earnings per share, diluted (in shares)	145,222,189			165,479,465			145,247,477	167,743,797
Basic (loss) earnings per share (in usd per share)	$ (0.61)			$ 0.13			$ (1.03)	$ 0.52
Diluted (loss) earnings per share (in usd per share)	$ (0.61)			$ 0.12			$ (1.03)	$ 0.48
Founder Advisory Agreement
Weighted-average shares outstanding:
Potential shares excluded from computation (in shares)								12,900,000
Variable Annual Advisory Amount
Weighted-average shares outstanding:
Potential shares excluded from computation (in shares)							38,800,000
Fixed Annual Advisory Amount
Weighted-average shares outstanding:
Potential shares excluded from computation (in shares)							9,400,000
Stock Option
Weighted-average shares outstanding:
Potential shares excluded from computation (in shares)							15,100,000	11,500,000
Warrant
Weighted-average shares outstanding:
Potential shares excluded from computation (in shares)							8,400,000	8,500,000

SEGMENT INFORMATION - Narrative

SEGMENT INFORMATION - Narrative (Details)	9 Months Ended
	Sep. 30, 2024 segment
Segment Reporting [Abstract]
Number of operating segments	2

SEGMENT INFORMATION - Summary o

SEGMENT INFORMATION - Summary of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Segment Reporting Information [Line Items]
Net sales	$ 288,417	$ 142,658	$ 474,737	$ 262,653
Segment Adjusted EBITDA	170,376	61,469	247,420	85,575
Depreciation and amortization	16,444	16,276	49,215	48,493
Interest and financing expense	10,054	10,448	31,292	30,938
Founders advisory fees - related party	184,176	(24,544)	253,097	(108,806)
Intangible impairment	0	40,738	0	40,738
Non-recurring expenses	1,834	22	2,397	1,942
Share-based compensation expense (benefit)	3,312	1,749	8,048	(130)
Gain on contingent earn-out	0	(7,665)	0	(7,273)
Foreign currency (gain) loss	(1,354)	1,384	163	756
(Loss) income before income taxes	(44,090)	23,061	(96,792)	78,917
Products
Segment Reporting Information [Line Items]
Net sales	235,150	122,347	387,767	238,207
Fire Safety
Segment Reporting Information [Line Items]
Net sales	251,845	118,280	375,538	190,164
Segment Adjusted EBITDA	157,479	56,038	212,877	69,209
Fire Safety | Products
Segment Reporting Information [Line Items]
Net sales	198,578	97,969	288,568	165,718
Fire Safety | Service and others
Segment Reporting Information [Line Items]
Net sales	53,267	20,311	86,970	24,446
Specialty products
Segment Reporting Information [Line Items]
Net sales	36,572	24,378	99,199	72,489
Segment Adjusted EBITDA	$ 12,897	$ 5,431	$ 34,543	$ 16,366