Annual report pursuant to Section 13 and 15(d)

Schedule I - Condensed Financial Information of the Registrant

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Schedule I - Condensed Financial Information of the Registrant
 12 Months Ended
Dec. 31, 2021
Schedule I - Condensed Financial Information of the Registrant [Abstract]  
Schedule I - Condensed Financial Information of the Registrant
Schedule I - Condensed Financial Information of the Registrant
Successor Period
Mirion Technologies, Inc. has no material assets or standalone operations other than its ownership in its consolidated subsidiaries. There are restrictions under credit agreements governing the 2021 Credit Agreement, described in Note 8, Borrowings, on the Company’s ability to obtain funds from any of its subsidiaries through dividends. Accordingly, the following condensed financial information is presented on a “Parent-only” basis in which Mirion Technologies, Inc.’s investments in its consolidated subsidiaries are presented under the equity method of accounting.
MIRION TECHNOLOGIES, INC.
(PARENT COMPANY ONLY)
CONDENSED BALANCE SHEET
(in millions)
Successor
December 31,
2021
Assets:
Investments in Sub $ 1,851.1 
Total Assets $ 1,851.1 
Liabilities and Stockholders’ Equity:
Warrant liabilities 68.1 
Deferred income taxes and other liabilities (1.0)
Total Liabilities 67.1 
Additional paid-in capital 1,845.5 
Accumulated deficit (131.6)
Accumulated Other Comprehensive Loss (20.7)
Mirion Technologies, Inc. (Successor) stockholders’ equity 1,693.2 
Noncontrolling interests 90.8 
Total Stockholders’ Equity 1,784.0 
Total Liabilities and Stockholders’ Equity $ 1,851.1 
MIRION TECHNOLOGIES, INC.
(PARENT COMPANY ONLY)
CONDENSED STATEMENT OF OPERATIONS AND COMPREHENSIVE LOSS INCOME
(in millions)
Successor
From
October 20, 2021 through
December 31, 2021
Selling, general and administrative $ 5.3 
Total operating expenses 5.3 
Income from operations (5.3)
Change in fair value of warrant liabilities (1.2)
Equity in net loss of subsidiaries 19.9 
Loss before benefit from income taxes $ (24.0)
Benefit from income taxes (1.0)
Net loss $ (23.0)
Loss attributable to noncontrolling interests (0.8)
Net loss attributable to Mirion Technologies, Inc. stockholders (22.2)
Foreign currency translation, net of tax (20.5)
Unrecognized actuarial gain (loss) and prior service benefit, net of tax (0.2)
Other comprehensive loss (income), net of tax (20.7)
Comprehensive loss attributable to Mirion Technologies, Inc. stockholders
 (42.9)
Loss per share—basic and diluted (0.12)
Weighted average number of shares outstanding—basic and diluted 180.773 
A statement of cash flows has not been presented as Mirion Technologies, Inc. parent company did not have any cash as of, or at any point in time during the year ended December 31, 2021, other than cash and cash equivalents held in escrow on October 19, 2021 ($750.2 million) that was used to fund the Mirion Business Combination and to fund the redemption of redeemable Class A shares of Common Stock ($146.3 million) on October 20, 2021.
Note to Condensed Financial Statements of Registrant (Parent Company Only)
Basis of Presentation
These condensed parent company-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of Mirion. (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed the specified threshold amount of the consolidated net assets of the Company. Because we have a consolidated accumulated deficit, the 25% threshold described in Rule 4-08 does not apply and any restrictions of net assets at our subsidiaries trigger the requirement to present parent company-only financial information. The ability of Mirion’s operating subsidiaries to pay dividends may be restricted due to the terms of the subsidiaries’ outstanding term loan and revolving credit facility borrowings as described in Note 8 to the audited consolidated financial statements.
These condensed parent company-only financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the only exception being that the parent company accounts for its subsidiaries using the equity method. These condensed parent company-only financial statements should be read in conjunction with the consolidated financial statements and related notes.
Predecessor Period:
Mirion Technologies (TopCo), Ltd. has no material assets or standalone operations other than its ownership in its consolidated subsidiaries. There are restrictions under credit agreements governing the 2019 Credit Facility, described in Note 8, on the Company’s ability to obtain funds from any of its subsidiaries through dividends. Accordingly, the following condensed financial information is presented on a “Parent-only” basis in which Mirion Technologies (TopCo), Ltd.’s investments in its consolidated subsidiaries are presented under the equity method of accounting.
MIRION TECHNOLOGIES, INC.
(PARENT COMPANY ONLY)
CONDENSED BALANCE SHEET
(in millions)

June 30,
2021		 June 30,
2020
Assets:
Other assets $ 0.3  $ 0.1 
Total assets $ 0.3  $ 0.1 
Liabilities and stockholders’ equity:
Loan from subsidiary $ 839.8  $ 716.5 
Deferred income taxes and other liabilities 0.1  0.1 
Total Liabilities $ 839.9  $ 716.6 
Total stockholders’ equity (839.6) (716.5)
Total liabilities and stockholders’ equity $ 0.3  $ 0.1 
MIRION TECHNOLOGIES, INC.
(PARENT COMPANY ONLY)
CONDENSED STATEMENT OF OPERATIONS AND COMPREHENSIVE LOSS INCOME
(in millions)

From July 1, 2021 through
October 19, 2021		 June 30,
2021		 June 30,
2020		 June 30,
2019
Equity in net loss of subsidiaries $ (105.7) $ (158.3) $ (119.1) $ (122.0)
Net loss (105.7) (158.3) (119.1) (122.0)
Foreign currency translation, net of tax (7.5) 34.2  (9.3) (15.1)
Unrecognized actuarial gain (loss) and prior service benefit, net of tax 0.6  0.9  —  (1.5)
Other comprehensive loss (income), net of tax (6.9) 35.1  (9.3) (16.6)
Comprehensive loss $ (112.6) $ (123.2) $ (128.4) $ (138.6)
Loss per share—basic and diluted $ (15.81) $ (24.18) $ (18.45) $ (19.36)
Weighted average number of shares outstanding—basic and diluted 6.685  6.549  6.453  6.300 
A statement of cash flows has not been presented as Mirion Technologies (TopCo). Ltd. parent company did not have any cash as of, or at any point in time during the Predecessor Periods from July 1, 2021 through October 19, 2021 or the years ended June 30, 2021, 2020 or 2019.
Note to Condensed Financial Statements of Registrant (Parent Company Only)
Basis of Presentation
These condensed parent company-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of Mirion. (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed the specified threshold amount of the consolidated net assets of the Company. Because we have a consolidated
accumulated deficit, the 25% threshold described in Rule 4-08 does not apply and any restrictions of net assets at our subsidiaries trigger the requirement to present parent company-only financial information. The ability of Mirion’s operating subsidiaries to pay dividends may be restricted due to the terms of the subsidiaries’ outstanding term loan and revolving credit facility borrowings as described in Note 8, Borrowings, to the audited consolidated financial statements. These condensed parent company-only financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the only exception being that the parent company accounts for its subsidiaries using the equity method. These condensed parent company-only financial statements should be read in conjunction with the consolidated financial statements and related notes.