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BCS

Current Report · Items 7.01, 8.01, 9.01 · 8-K

Perimeter Group Inc.

PRMNYSEEQUITYCurrent

Regulation FD Disclosure · Other Events

Item Regulation 7.01 FD Disclosure. On January 22, 2026, Perimeter Solutions, Inc. (the “Company”) issued a press release announcing the completion of the transaction described in Item 8.01 below, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.…

Filed Jan 22, 2026Accepted Jan 22, 2026, 5:16 PM ESTCIK 1880319Accession 0001493152-26-003264
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Company context

Current securities

Historical securities (1)

Recent company filings

  1. 10-Q filingNov 5, 2026
  2. Results of Operations and Financial Condition · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearNov 5, 2026
  3. SCHEDULE 13G/A - filed by WINDACRE PARTNERSHIP LLC regarding Perimeter Solutions, Inc.Aug 14, 2026
  4. 10-Q filingJul 31, 2026
  5. Results of Operations and Financial ConditionJul 31, 2026

Registered securities in this filing

PERIMETER SOLUTIONS, INC. · 8-K · Filed 2026-01-22

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Common Stock, par value $0.0001 per share

Symbol
PRM
Exchange
NYSE
Classification
COMMON
Status
Current
Filing context

Context: AsOf2026-01-22

Dimensions: Not supplied

Accession 000149315226003264 · 1 registered-security cover member

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Disclosure sections

Items 7.01, 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 7.01Item 7.01 - Regulation FD Disclosure
Item Regulation 7.01 FD Disclosure. On January 22, 2026, Perimeter Solutions, Inc. (the “Company”) issued a press release announcing the completion of the transaction described in Item 8.01 below, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished under this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01Item 8.01 - Other Events
Item Other 8.01 Events. Stock Purchase Agreement As previously disclosed, on December 9, 2025, Perimeter Solutions North America, Inc., a Delaware corporation (the “Buyer”) and a wholly-owned subsidiary of the Company, entered into a Securities Purchase Agreement (the “Purchase Agreement”), by and among the Buyer, the Company, Thunderbird Midco, LLC, a Delaware limited liability company, and its subsidiaries (“MMT”), the equity holders of MMT (the “Sellers”), and certain other parties thereto pursuant to which the Buyer agreed to acquire all of the outstanding capital stock of MMT from the Sellers for $685 million in cash, subject to certain customary adjustments as set forth in the Purchase Agreement (the “Acquisition”). On January 22, 2026, the Company completed the Acquisition pursuant to the Purchase Agreement (the “Closing”), and the Buyer acquired all of the outstanding capital stock of MMT in exchange for the cash consideration described above. The Purchase Agreement contains customary representations, warranties and covenants of the Buyer, the Company, MMT and the Sellers. The Company financed the Acquisition with cash on hand and the proceeds of the senior secured notes offering which closed on January 2, 2026. The foregoing summary of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy which is filed as Exhibit 2.1 to this Current Report on Form 8-K The Purchase Agreement is included to provide investors and security holders with information regarding its terms. It is not intended to provide any financial or other information about the Sellers, MMT, the Company or their respective subsidiaries and affiliates. In particular, the assertions embodied in the representations and warranties contained in the Purchase Agreement are qualified by information in confidential disclosure schedules provided by each party in connection with the signing of the Purchase Agreement. These confidential disclosure schedules contain information that modifies, qualifies and creates exceptions to the representations and warranties set forth in the Purchase Agreement. Moreover, certain representations and warranties in the Purchase Agreement were used for the purpose of allocating risk between the parties rather than establishing certain matters as facts. The Company’s investors and security holders should not rely on the representations, warranties and covenants or any description thereof as characterizations of the actual state of facts or condition of Sellers, MMT, the Company or any of their respective subsidiaries or affiliates. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the Purchase Agreement, which subsequent information may or may not be fully reflected in the Company’s public disclosures.
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm

Exhibit 99.1 Perimeter Solutions Completes Acquisition of MMT January 22, 2026 Clayton, Missouri, January 22, 2026 - Perimeter Solutions, Inc. (NYSE: PRM) (“Perimeter,” “Perimeter Solutions,” or the “Company”), today announced that it has completed the acquisition of Medical Manufacturing Technologies LLC (“MMT”) from Arcline Investment Management (“Arcline”) for approximately $685 million in cash, including certain tax benefits. The signing of the definitive agreement was previously announced on December 10, 2025. The Company financed the transaction with cash on hand and the proceeds of the senior secured notes offering that closed on January 2, 2026. MMT is a leading provider of highly engineered machinery and associated aftermarket consumables, parts, and services for the manufacturing of minimally invasive medical devices. Nearly all MMT’s revenue is generated from proprietary products and approximately half of its revenue is derived from the aftermarket. Advisors Baird and Morgan Stanley served as financial advisors to Perimeter, and Nixon Peabody and Greenberg Traurig provided legal counsel to Perimeter. William Blair and Houlihan Lokey served as financial advisors to …

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