Statistiche di base
| LEI | 549300BNTOWVWFNVTJ65 |
| CIK | 1809987 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Mirion Technologies, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| July 31, 2025 |
Mirion Announces Second Quarter 2025 Financial Results and Updates Full Year Guidance Exhibit 99.1 News Release Mirion Announces Second Quarter 2025 Financial Results and Updates Full Year Guidance •Revenue for the second quarter increased 7.6% to $222.9 million, compared to $207.1 million in the same period in 2024. •GAAP net income was $8.5 million in the second quarter, compared to a GAAP net loss of $12.0 million in the same period in 2024; a 171% improvement. Adjusted EBITDA w |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): July 31, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 5, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| June 5, 2025 |
Exhibit 10.1 Execution Version AMENDMENT NO. 5 TO CREDIT AGREEMENT This AMENDMENT No. 5 (this “Amendment”) dated as of June 5, 2025 to the Credit Agreement dated as of October 20, 2021 (as amended or supplemented by the Agreement and Amendment No. 1 to Credit Agreement dated as of November 22, 2021, the Amendment No. 2 to Credit Agreement dated as of June 23, 2023, the Holdings Assumption Agreemen |
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| May 30, 2025 |
Conflict Minerals Report of Mirion Technologies, Inc. Mirion Technologies, Inc. Conflict Mineral Report For the Reporting Period January 1, 2024 to December 31, 2024 1.Company Overview. Mirion Technologies, Inc. (“Mirion” or the “Company”) is filing this Conflict Minerals Report (this “CMR”) for the reporting period January 1, 2024 to December 31, 2024 (the “Reporting Period”) as an exhibit to its Form SD pursuant to Rule 13p-1 under the Securities E |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 1218 Menlo Drive Atlanta, Georgia 30318 (Address of Principal Executive Offices) Emmanuel |
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| May 29, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 29, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 23, 2025 |
Exhibit 4.1 Execution Version MIRION TECHNOLOGIES, INC. AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 23, 2025 0.25% Convertible Senior Notes due 2030 TABLE OF CONTENTS Page Section 1.01. Definitions 1 Section 1.02. References to Interest 14 Article 2 Issue, Description, Execution, Registration and Exchange of Notes Section 2.01. Designation and Amount 15 |
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| May 23, 2025 |
Form of Additional Capped Call Transaction Confirmation. Exhibit 10.2 [Dealer Name and Address] May 21, 2025 To: Mirion Technologies, Inc. 1218 Menlo Drive Atlanta, Georgia 30318 Attention: Brian Schopfer Email: [email protected] Re: Additional Call Option Transaction The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer Name] (“Dealer”) and Mirion |
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| May 23, 2025 |
Form of Base Capped Call Transaction Confirmation. Exhibit 10.1 [Dealer Name and Address] May 20, 2025 To: Mirion Technologies, Inc. 1218 Menlo Drive Atlanta, Georgia 30318 Attention: Brian Schopfer Email: [email protected] Re: Base Call Option Transaction The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer Name] (“Dealer”) and Mirion Techn |
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| May 23, 2025 |
Exhibit 99.1 Mirion Technologies Announces Pricing of Upsized $350.0 Million Offering of 0.25% Convertible Senior Notes Due 2030 May 20, 2025 Atlanta, GA – May 20, 2025 (GLOBE NEWSWIRE) – Mirion Technologies, Inc. (“Mirion”) (NYSE: MIR), ), today announced the pricing of $350.0 million aggregate principal amount of 0.25% Convertible Senior Notes due 2030 (the “Notes”) in a private placement (the “ |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 20, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 20, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 20, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 20, 2025 |
Mirion Technologies Announces Proposed $300.0 Million Offering of Convertible Senior Notes Due 2030 Exhibit 99.1 Mirion Technologies Announces Proposed $300.0 Million Offering of Convertible Senior Notes Due 2030 May 20, 2025 Atlanta, GA – May 20, 2025 (GLOBE NEWSWIRE) – Mirion Technologies, Inc. (“Mirion”) (NYSE: MIR), today announced its intent to offer $300.0 million aggregate principal amount of Convertible Senior Notes due 2030 (the “Notes”) in a private placement (the “Offering”) to person |
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| May 16, 2025 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 15, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| April 30, 2025 |
MIRION TECHNOLOGIES, INC. EXECUTIVE SEVERANCE PLAN AMENDED AND RESTATED PARTICIPATION AGREEMENT This AMENDED AND RESTATED PARTICIPATION AGREEMENT (“A & R Participation Agreement”) effective as of February 25, 2025 (the “Effective Date”) is by and between Mirion Technologies, Inc., a Delaware corporation (the “Company”) and Alison Ulrich (“Participant”) and amends and replaces in its entirety the P |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| April 29, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): April 29, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| April 29, 2025 |
Mirion Announces First Quarter 2025 Financial Results and Updates Full Year Guidance Exhibit 99.1 News Release Mirion Announces First Quarter 2025 Financial Results and Updates Full Year Guidance •Revenues for the first quarter increased 4.9% to $202.0 million, compared to $192.6 million in the same period in 2024. •GAAP net income was $0.4 million in the first quarter, compared to a GAAP net loss of $26.5 million in the same period in 2024; a 102% improvement. Adjusted EBITDA was |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| March 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): March 21, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| March 21, 2025 |
Execution Version AMENDMENT NO. 4 TO CREDIT AGREEMENT This AMENDMENT No. 4 (this “Amendment”) dated as of March 21, 2025 to the Credit Agreement dated as of October 20, 2021 (as amended or supplemented by the Agreement and Amendment No. 1 to Credit Agreement dated as of November 22, 2021, the Amendment No. 2 to Credit Agreement dated as of June 23, 2023, the Holdings Assumption Agreement dated as |
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| February 26, 2025 |
Description of Securities of Mirion Technologies, Inc. Exhibit 4.2 DESCRIPTION OF SECURITIES The following description sets forth certain material terms and provisions of the securities of Mirion Technologies, Inc. that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following summary of the material terms of our securities is not intended to be a complete summary of the rights and preferenc |
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| February 26, 2025 |
List of Subsidiaries of Mirion Technologies, Inc. Exhibit 21.1 Mirion Technologies, Inc. List of Subsidiaries Mirion Technologies (TopCo), Ltd. Jersey Mirion IntermediateCo, Inc. Delaware, USA Mirion Technologies (HoldingSub1), Ltd. United Kingdom Mirion Technologies (HoldingSub2), Ltd. United Kingdom Mirion Technologies (US Holdings), Inc. Delaware, USA Mirion Technologies (HoldingRep), Ltd. United Kingdom Mirion Technologies (UK), Ltd. United K |
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| February 26, 2025 |
Exhibit 19.1 Insider Trading Policy 1.Purpose It is the policy of Mirion Technologies, Inc. (collectively with its subsidiaries, the “Company”) that it will, without exception, comply with all applicable laws and regulations in conducting its business. Each employee and each director of the Company, including its subsidiaries, is expected to abide by this policy. When carrying out Company business |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion |
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| February 11, 2025 |
Exhibit 99.1 News Release Mirion Announces Record Fourth Quarter and Record Full Year 2024 Financial Results; Reaffirms Full Year 2025 Guidance •Revenues for the fourth quarter increased 10.4% to $254.3 million, compared to $230.4 million in the same period in 2023. •GAAP net income was $15.9 million in the fourth quarter, compared to a GAAP net loss of $14.5 million in the same period last year; |
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| February 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 11, 2025 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| December 3, 2024 |
News Release Mirion to Detail Financial Targets and Long-term Strategy at Today’s Investor Day Leadership team to outline unique position within growing nuclear and cancer care markets Atlanta, GA – December 3, 2024 – Mirion (“we” or the “company”) (NYSE: MIR), a leading provider of radiation safety solutions supporting advancements in nuclear power and cancer care, will host an Investor Day today, December 3, 2024, at 2:00pm ET. |
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| December 3, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): December 3, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R. |
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| November 13, 2024 |
MIR / Mirion Technologies, Inc. / GOLDMAN SACHS GROUP INC Activist Investment SC 13D/A 1 ff410655813da8-mirion.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Philip Grovit GSAM Holdings LLC 200 West Street New York, NY 10282 |
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| November 6, 2024 |
MIR / Mirion Technologies, Inc. / GOLDMAN SACHS GROUP INC Activist Investment SC 13D/A 1 ff408322113da7-mirion.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Philip Grovit GSAM Holdings LLC 200 West Street New York, NY 10282 |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technolog |
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| October 29, 2024 |
Mirion Announces Third Quarter 2024 Financial Results and Updates Full Year Guidance Exhibit 99.1 News Release Mirion Announces Third Quarter 2024 Financial Results and Updates Full Year Guidance •Revenues for the third quarter increased 8.2% to $206.8 million, compared to $191.2 million in the same period in 2023. •Net loss was $14.0 million in the third quarter, compared to a net loss of $12.9 million in the same period last year. Adjusted EBITDA was $45.7 million, a 17.8% incre |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 29, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R. |
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| August 12, 2024 |
MIR / Mirion Technologies, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Mirion Technologies, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 60471A101 Date of Event Which Requires Filing of this Statement: July 31, 2024 Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| August 2, 2024 |
MIRION TECHNOLOGIES, INC. Second Amended and Restated Non-Employee Director Compensation Program May 15, 2024 The Board of Directors (the “Board”) of Mirion Technologies, Inc. (the “Company” approved the following director compensation program (this “Program”) for Non-Employee Directors of the Company. For purposes of this Program, a “Non-Employee Director” is a director who has not served as an e |
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| August 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| August 1, 2024 |
Mirion Announces Second Quarter 2024 Financial Results and Updates Full Year Guidance Exhibit 99.1 News Release Mirion Announces Second Quarter 2024 Financial Results and Updates Full Year Guidance •Revenues for the second quarter increased 5.0% to $207.1 million, compared to $197.2 million in the same period in 2023. •Net loss was $12.0 million in the second quarter, compared to a net loss of $28.4 million in the same period last year. Adjusted EBITDA was $48.8 million, a 10.2% in |
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| August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): August 1, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| August 1, 2024 |
MIR / Mirion Technologies, Inc. / GOLDMAN SACHS GROUP INC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Philip Grovit GSAM Holdings LLC 200 West Street New York, NY 10282 (212) 859-8000 (Name, Address and Tel |
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| June 6, 2024 |
EX-99.8 2 ff3469529ex998-mirion.htm Exhibit 99.8 WARRANT EXCHANGE AGREEMENT GS Sponsor II LLC (the “Holder”) enters into this Exchange Agreement (the “Agreement”) with Mirion Technologies, Inc. (f/k/a GS Acquisition Holdings Corp II), a Delaware corporation (the “Company”), on June 4, 2024 whereby the Holder will exchange (the “Exchange”) 8,500,000 warrants (the “Private Warrants”) to purchase 8,5 |
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| June 6, 2024 |
MIR / Mirion Technologies, Inc. / GOLDMAN SACHS GROUP INC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Philip Grovit GSAM Holdings LLC 200 West Street New York, NY 10282 (212) 859-8000 (Name, Address and Tel |
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| June 6, 2024 |
Certificate delivered by GS Sponsor II LLC on June 4, 2024 (filed herewith). EX-99.9 3 ff3469529ex999-mirion.htm Exhibit 99.9 CERTIFICATE OF GS SPONSOR II LLC June 4, 2024 WHEREAS, GS Sponsor II LLC (“GS Sponsor”) and Mirion Technologies, Inc. (the “Issuer”) have agreed, pursuant to that certain Warrant Exchange Agreement, dated as of June 4, 2024, between GS Sponsor and the Issuer, to exchange 8,500,000 warrants to purchase Class A Common stock, par value $0.0001 per shar |
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| June 4, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 4, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| June 4, 2024 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 4, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| June 4, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-268445 PROSPECTUS SUPPLEMENT (to Prospectus dated November 28, 2022) $1,000,000,000 Class A Common Stock Preferred Stock Depositary Shares Debt Securities Warrants Purchase Contracts Units Offered by Mirion Technologies, Inc. Up to 7,326,423 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common S |
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| May 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 1218 Menlo Drive Atlanta, Georgia 30318 (Address of Principal Executive Offices) Emmanuel |
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| May 30, 2024 |
Mirion Technologies, Inc. Conflict Mineral Report For the Reporting Period January 1, 2023 to December 31, 2023 1.Company Overview. Mirion Technologies, Inc. (“Mirion” or the “Company”) is filing this Conflict Minerals Report (this “CMR”) for the reporting period January 1, 2023 to December 31, 2023 (the “Reporting Period”) as an exhibit to its Form SD pursuant to Rule 13p-1 under the Securities E |
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| May 23, 2024 |
Mirion Announces Completion of Redemption of its Outstanding Public Warrants Mirion Announces Completion of Redemption of its Outstanding Public Warrants ATLANTA – May 23, 2024 – Mirion ("we" or the "Company") (NYSE: MIR), a global provider of radiation detection, measurement, analysis and monitoring solutions to the medical, nuclear, defense, and research end markets, today announced that it completed the redemption of its outstanding publicly traded warrants (the “Public Warrants”) to purchase shares of the Company’s common stock, par value $0. |
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| May 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 23, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 22, 2024 |
Execution Version AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT No. 3 (this “Amendment”) dated as of May 22, 2024 to the Credit Agreement dated as of October 20, 2021 (as amended or supplemented by the Agreement and Amendment No. 1 to Credit Agreement dated as of November 22, 2021, the Amendment No. 2 to Credit Agreement dated as of June 23, 2023, the Holdings Assumption Agreement dated as of |
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| May 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 22, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 20, 2024 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on May 31, 2024, pursuant to the provisions of Rule 12d2-2 (a). |
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| May 17, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 17, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| May 1, 2024 |
EMPLOYMENT AGREEMENT OF EMMANUELLE LEE EMPLOYMENT AGREEMENT (this "Agreement"), dated as of September 15, 2018 (the "Effective Date"), between Mirion Technologies, Inc. |
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| May 1, 2024 |
Execution Version HOLDINGS ASSUMPTION AGREEMENT HOLDINGS ASSUMPTION AGREEMENT, dated as of December 30, 2023 (this “Agreement”), made by Mirion Technologies (HoldingSub2), Ltd. |
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| May 1, 2024 |
MIRION TECHNOLOGIES, INC. OMNIBUS INCENTIVE PLAN GLOBAL RSU GRANT NOTICE Mirion Technologies, Inc., a Delaware corporation (the “Company”), pursuant to its Omnibus Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”) an Award of RSUs indicated below, which RSUs shall be subject to vesting based on the Participant’s continued employment or service with the C |
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| May 1, 2024 |
MIRION TECHNOLOGIES, INC. EXECUTIVE SEVERANCE PLAN PARTICIPATION AGREEMENT This PARTICIPATION AGREEMENT (“Agreement”) is effective as of August 7, 2023 (the “Effective Date”), by and between Mirion Technologies, Inc., a Delaware corporation (the “Company”), [EMPLOYER] (the “Employer”) and Alison Ulrich (“Participant”). Capitalized terms used but not defined herein shall have the meanings ascribed |
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| May 1, 2024 |
MIRION TECHNOLOGIES, INC. 2021 OMNIBUS INCENTIVE PLAN PSU GRANT NOTICE Mirion Technologies, Inc., a Delaware corporation (the “Company”), pursuant to its 2021 Omnibus Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”) an Award of performance-based RSUs (“PSUs”) indicated below, which PSUs shall be subject to vesting based on specified performance goals se |
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| May 1, 2024 |
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT This AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into on August 7, 2023 (the “Effective Date”), by and between MIRION TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and EMMANUELLE LEE (“Executive”) (each of Executive and the Company, a “Party” and collectively, the “Parties”). WHEREAS, Executive has been employed by the |
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| May 1, 2024 |
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into this 27th day of December 2021 (the “Effective Date”), by and between MIRION TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and EMMANUELLE LEE (“Executive”) (each of Executive and the Company, a “Party” and collectively, the “Parties”). WHEREAS, Executive has been em |
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| May 1, 2024 |
MIRION TECHNOLOGIES, INC. OMNIBUS INCENTIVE PLAN RSU GRANT NOTICE (Directors) Mirion Technologies, Inc., a Delaware corporation (the “Company”), pursuant to its Omnibus Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”) an Award of RSUs indicated below, which RSUs shall be subject to vesting based on the Participant’s continued service with the Company. T |
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| April 30, 2024 |
Mirion Announces First Quarter 2024 Financial Results and Reaffirms Full Year Guidance Exhibit 99.1 News Release Mirion Announces First Quarter 2024 Financial Results and Reaffirms Full Year Guidance •Revenues for the first quarter increased 5.8% to $192.6 million, compared to $182.1 million in the same period in 2023. •Net loss was $26.5 million in the first quarter, compared to a net loss of $42.9 million in the same period last year. Adjusted EBITDA was $39.5 million, a 7.9% incr |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): April 30, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 18, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): April 18, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| April 18, 2024 |
NOTICE OF REDEMPTION OF CERTAIN WARRANTS (CUSIP 60471A 119) April 18, 2024 NOTICE OF REDEMPTION OF CERTAIN WARRANTS (CUSIP 60471A 119) Dear Public Warrant Holder, Mirion Technologies, Inc. |
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| April 18, 2024 |
Mirion Announces Redemption of Public Warrants Mirion Announces Redemption of Public Warrants ATLANTA – April 18, 2024 – Mirion ("we" or the "Company") (NYSE: MIR, MIR. |
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| February 28, 2024 |
Annual Report on Form 10-K for the fiscal year ended December 31, 2023). Mirion Technologies Inc., Clawback Policy 1.Purpose The Board of Directors of Mirion Technologies, Inc. (the “Board”) believes that it is in the best interests of Mirion Technologies, Inc. (the “Company”) and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has the |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion |
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| February 28, 2024 |
Mirion Technologies, Inc. Executive Bonus Plan effective as of January 1, 2024. MIRION TECHNOLOGIES, INC. EXECUTIVE BONUS PLAN 1. Purpose. The purpose of the Mirion Technologies, Inc. Executive Bonus Plan (the “Plan”) is to promote retention of key executives and to further link an executive’s interests with those of the Company’s by creating a direct relationship between key business and individual performance measurements and individual bonus payouts. The Plan is effective |
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| February 28, 2024 |
List of Subsidiaries of Mirion Technologies, Inc. Exhibit 21.1 Mirion Technologies, Inc. List of Subsidiaries Mirion Technologies (TopCo), Ltd. Jersey Mirion IntermediateCo, Inc. Delaware, USA Mirion Technologies (HoldingSub1), Ltd. United Kingdom Mirion Technologies (HoldingSub2), Ltd. United Kingdom Mirion Technologies (US Holdings), Inc. Delaware, USA Mirion Technologies (HoldingRep), Ltd. United Kingdom Mirion Technologies (UK), Ltd. United K |
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| February 13, 2024 |
MIR / Mirion Technologies, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01466-miriontechnologiesin.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Mirion Technologies, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 60471A101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropri |
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| February 13, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 13, 2024 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| February 13, 2024 |
Exhibit 99.1 News Release Mirion Announces Fourth Quarter and Full Year 2023 Financial Results and Provides Full Year 2024 Guidance •Revenues for the fourth quarter increased 5.7% to $230.4 million, compared to $217.9 million in the same period last year. •Net loss was $15.2 million in the fourth quarter, compared to a net loss of $153.4 million in the same period last year, a 90.1% improvement. A |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): December 30, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| November 2, 2023 |
MIRION TECHNOLOGIES, INC. EXECUTIVE SEVERANCE PLAN 1.Purpose The purpose of this plan is to set forth and apply the terms and conditions of the severance policy approved by the Compensation Committee of the Board of Directors of Mirion Technologies, Inc., a Delaware corporation (the “Company”) on November 18, 2021, according to which the Company and its subsidiaries may provide severance payments |
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| November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technolog |
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| November 1, 2023 |
Mirion Announces Third Quarter 2023 Financial Results and Reiterates Full Year Guidance Exhibit 99.1 News Release Mirion Announces Third Quarter 2023 Financial Results and Reiterates Full Year Guidance •Revenues for the third quarter increased 18.8% to $191.2 million, compared to $160.9 million in the same period last year. •Net loss was $12.1 million in the third quarter, compared to a net loss of $47.1 million in the same period last year. Adjusted EBITDA was $38.8 million, a 26.0% |
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| November 1, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 1, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R. |
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| October 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 18, 2023 (October 13, 2023) Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission |
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| August 3, 2023 |
for the quarterly period ended June 30, 2023) MIRION TECHNOLOGIES, INC. Amended and Restated Non-Employee Director Compensation Program 6 June 2023 The Board of Directors (the “Board”) of Mirion Technologies, Inc. (the “Company” approved the following director compensation program (this “Program”) for Non-Employee Directors of the Company. For purposes of this Program, a “Non-Employee Director” is a director who has not served as an employee |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| August 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): August 2, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| August 2, 2023 |
Mirion Announces Second Quarter 2023 Financial Results and Updates Full Year Guidance Exhibit 99.1 News Release Mirion Announces Second Quarter 2023 Financial Results and Updates Full Year Guidance •Revenues for the second quarter increased 12.2% to $197.2 million, compared to $175.8 million in the same period last year. •Net loss was $28.4 million in the second quarter, compared to a net loss of 59.3 million in the same period last year. Adjusted EBITDA was $44.3 million, a 4.0% i |
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| July 7, 2023 |
MIR / Mirion Technologies Inc. - Class A / GOLDMAN SACHS GROUP INC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Philip Grovit GSAM Holdings LLC200 West Street New York, NY 10282 (212) 859-8000 (Name, Address and Tele |
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| July 7, 2023 |
Joint Filing Agreement, dated July 7, 2023 (filed herewith). EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of the foregoing statement on Schedule 13D with respect to the Class A Common Stock of Mirion Technologies, Inc. The undersigned acknowledge that each shall be responsible for the timely filin |
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| June 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 23, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| June 27, 2023 |
Execution Version AMENDMENT NO. 2 TO CREDIT AGREEMENT AMENDMENT (this “Amendment”) dated as of June 23, 2023 to the Credit Agreement dated as of October 20, 2021 (as amended by the Agreement and Amendment No. 1 to Credit Agreement dated as of November 22, 2021, and as further amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agre |
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| June 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 20, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| June 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 6, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| June 9, 2023 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MIRION TECHNOLOGIES, INC. The present name of the corporation is Mirion Technologies, Inc. (the “Corporation”). The Corporation was originally incorporated in Delaware by the filing of the Corporation’s original Certificate of Incorporation with the Secretary of State of the State of Delaware on May 31, 2018 under the name GS Acquisition Holding |
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| May 16, 2023 |
Execution Version Mirion Technologies, Inc. Class A Common Stock Citigroup Global Markets, Inc. 388 Greenwich Street New York, NY 10013 Ladies and Gentlemen: Underwriting Agreement May 11, 2023 The stockholders named in Schedule II hereto (the "Selling Stockholders") of Mirion Technologies, Inc., a Delaware corporation (the "Company"), propose, subject to the terms and conditions stated in this ag |
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| May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 11, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 16, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| May 15, 2023 |
7,000,000 Shares of Class A Common Stock 424B5 1 miriontechnologiesinc-pros.htm 424B5 Filed Pursuant to Rule 424(b)(5) Registration No. 333-268445 PROSPECTUS SUPPLEMENT (to Prospectus dated November 28, 2022) 7,000,000 Shares of Class A Common Stock The selling stockholders identified in this prospectus supplement are offering 7,000,000 shares of our Class A common stock, par value $0.0001 per share. We will not receive any proceeds from |
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| May 3, 2023 |
Mirion Announces First Quarter 2023 Financial Results and Reaffirms Full Year Guidance Exhibit 99.1 News Release Mirion Announces First Quarter 2023 Financial Results and Reaffirms Full Year Guidance •Revenues for the first quarter increased 11.6% to $182.1 million, compared to $163.2 million in the same period in 2022. •Net loss was $42.9 million in the first quarter, compared to a net loss of $19.0 million in the same period last year. Adjusted EBITDA was $36.6 million, a 4.9% inc |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 3, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. Em |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| April 24, 2023 |
MIR / Mirion Technologies Inc. - Class A / GSAM Holdings LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Philip Grovit GSAM Holdings LLC 200 West Street New York, NY 10282 (212) 859-8000 (Name, Address and Tel |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 8, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| March 7, 2023 |
Mirion Technologies, Inc. Class A Common Stock Underwriting Agreement March 2, 2023 Jefferies LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: The stockholders named in Schedule II hereto (the "Selling Stockholders") of Mirion Technologies, Inc., a Delaware corporation (the "Company"), propose, subject to the terms and conditions stated in this agreement (this “Agreement”), to |
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| March 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): March 2, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| March 6, 2023 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-268445 PROSPECTUS SUPPLEMENT (to Prospectus dated November 28, 2022) The selling stockholders identified in this prospectus supplement are offering 9,786,153 shares of our Class A common stock, par value $0.0001 per share. We will not receive any proceeds from the sale of the Class A common stock by the selling stockholders. Shares of our Class |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 28, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| March 1, 2023 |
AMENDED AND RESTATED BYLAWS OF MIRION TECHNOLOGIES, INC. * * * * * ARTICLE 1 OFFICES a.Registered Office. The address of the registered office of Mirion Technologies, Inc. (the “Corporation”) in the State of Delaware is 850 New Burton Road, Suite 201, Dover, Delaware 19904, Kent County. The name of the registered agent of the Corporation at such address is Cogency Global Inc. b.Other Offices. The |
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| February 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, Inc. |
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| February 28, 2023 |
Exhibit 10.33 EMPLOYMENT AGREEMENT OF MICHAEL ROSSI This EMPLOYMENT AGREEMENT (this “Agreement”), is entered into effective as of October 1, 2022 (the “Effective Date”), between Mirion Technologies (US), Inc., a Delaware corporation (the “Company”) and Michael Rossi (“Executive”). In consideration of the mutual agreements set forth below and in the Confidentiality, Non-Interference and Intellectua |
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| February 28, 2023 |
Exhibit 10.34 PERMANENT EMPLOYMENT CONTRACT Between the undersigned: MIRION TECHNOLOGIES (MGPI) SAS, with capital of €22,025,010, having its registered office at Lamanon (Bouches du Rhône), entered in the Trade and Companies Register under number 303 375 406 00020 NAF code 2651 B Represented by Mr Pierre Cange, Group HRD France, acting in its official capacity, Hereinafter referred to as the “Empl |
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| February 28, 2023 |
Exhibit 10.35 ADDENDUM n°1 TO AN EMPLOYMENT CONTRACT Between the undersigned : MIRION TECHNOLOGIES (MGPI) SAS, with a capital of € 22 025 010, having its registered office in Lamanon (Bouches du Rhône), Registered in R.C.S. under number 303 375 406 00020 code NAF 2651 B Represented by Mr. Pierre CANGE, HR Director Group France, acting as ès quality, Hereinafter referred to as "the employer" or "th |
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| February 28, 2023 |
List of Subsidiaries of Mirion Technologies, Inc. Exhibit 21.1 Mirion Technologies, Inc. List of Subsidiaries Mirion Technologies (TopCo), Ltd. Jersey Mirion IntermediateCo, Inc. Delaware, USA Mirion Technologies (HoldingSub1), Ltd. United Kingdom Mirion Technologies (HoldingSub2), Ltd. United Kingdom Mirion Technologies (US Holdings), Inc. Delaware, USA Mirion Technologies (HoldingRep), Ltd. United Kingdom Mirion Technologies (UK), Inc. United K |
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| February 21, 2023 |
Mirion Technologies Announces $150 Million Investment from T. Rowe Price, Priced At-the-Market Exhibit 99.1 News Release Mirion Technologies Announces $150 Million Investment from T. Rowe Price, Priced At-the-Market •Funds and accounts advised by T. Rowe Price Investment Management, Inc. invest $150 million in Mirion to acquire 17,142,857 shares of Mirion common stock at $8.75 per share. •Mirion intends to use approximately $125 million to pay down debt, with a target net leverage ratio of |
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| February 21, 2023 |
17,142,857 Shares of Class A Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-268445 PROSPECTUS SUPPLEMENT (to Prospectus dated November 28, 2022) 17,142,857 Shares of Class A Common Stock We are offering 17,142,857 shares of our Class A common stock, par value $0.0001 per share, in a registered direct offering at $8.75 per share directly to certain institutional investors pursuant to this prospectus supplement, the acco |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 21, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| February 21, 2023 |
Exhibit 1.1 EXECUTION VERSION SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Subscription Agreement”) is entered into this day of February, 2023, by and between Mirion Technologies, Inc., a Delaware corporation (the “Issuer”), and the entity named on the signature page hereto (“Subscriber”). RECITALS WHEREAS, Subscriber desires to subscribe for and purchase from the Issuer that number o |
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| February 14, 2023 |
Exhibit 99.1 News Release Mirion Technologies Announces Fourth Quarter and Fiscal Year 2022 Financial Results and Provides Fiscal Year 2023 Financial Guidance •Revenues for the fourth quarter increased 22.6% to $217.9 million, compared to $177.8 million in the same period in 2021. Adjusted revenues increased 20.5% compared to the fourth quarter of 2021. •GAAP net loss was $159.7 million in the fou |
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| February 14, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 14, 2023 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| February 9, 2023 |
SC 13G 1 tv01434-miriontechnologiesin.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Mirion Technologies Inc. Title of Class of Securities: Common Stock CUSIP Number: 60471A101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pur |
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| December 7, 2022 |
MIR / Mirion Technologies, Inc. Class A Common Stock / GSAM Holdings LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Mark Wetzel GSAM Holdings LLC 200 West Street New York, NY 10282 (212) 859-8000 (Name, Address and Telep |
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| November 28, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-268445 PROSPECTUS $1,000,000,000 Class A Common Stock Preferred Stock Depositary Shares Debt Securities Warrants Purchase Contracts Units Offered by Mirion Technologies, Inc. Up to 8,040,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock and Up to 27,249,879 Shares of our Class A Com |
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| November 22, 2022 |
MIRION TECHNOLOGIES, INC. 1218 Menlo Drive Atlanta, Georgia 30318 MIRION TECHNOLOGIES, INC. 1218 Menlo Drive Atlanta, Georgia 30318 November 22, 2022 Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Mirion Technologies, Inc. Registration Statement on Form S-3 File No. 333-268445 Ladies and Gentlemen: Mirion Technologies, Inc. (the ?Registrant?) hereby requests that the U.S. Securities |
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| November 17, 2022 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms included below but not defined have the meanings set forth in Appendix A. The following unaudited pro forma condensed combined statement of operations for the year ended December 31, 2021 presents the historical financial statements of GSAH (the ?Company?) adjusted to reflect the Business Combination. The C |
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| November 17, 2022 |
Form of Indenture for Subordinated Debt Securities. Exhibit 4.5 MIRION TECHNOLOGIES, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [l] Subordinated Debt Securities TABLE OF CONTENTS1 ARTICLE 1 DEFINITIONS Section 1.01 Definitions of Terms ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES Section 2.01 Designation and Terms of Securities Section 2.02 Form of Securities and Trustee?s Certificate Sectio |
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| November 17, 2022 |
Form of Indenture for Senior Debt Securities. Exhibit 4.4 MIRION TECHNOLOGIES, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [?] Senior Debt Securities TABLE OF CONTENTS1 ARTICLE 1 DEFINITIONS Section 1.01 Definitions of Terms ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES Section 2.01 Designation and Terms of Securities Section 2.02 Form of Securities and Trustee?s Certificate Section 2.03 |
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| November 17, 2022 |
EX-FILING FEES 2 exhibit107-sx3.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Mirion Technologies, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculati on or Carry Forward Rule Amount Register ed Proposed Maximum Offering Price Per Unit Maximum Aggre |
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| November 17, 2022 |
Report of Independent Registered Public Accounting Firm Exhibit 99.1 Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Mirion Technologies, Inc. Opinion on the Financial Statements We have audited the accompanying balance sheets of Mirion Technologies, Inc. (formerly known as GS Acquisition Holdings Corp II) (the ?Company?) as of October 19, 2021 and December 31, 2020, and the related statements of op |
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| November 17, 2022 |
As filed with the Securities and Exchange Commission on November 17, 2022 As filed with the Securities and Exchange Commission on November 17, 2022 Registration No. |
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| November 17, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 17, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| November 3, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-260528 Prospectus Supplement No. 7 (to prospectus dated March 11, 2022) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A C |
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| November 3, 2022 |
September 30, 2022 Brian Schopfer Re: Retention Bonus Dear Brian: We consider your continued service and dedication to Mirion Technologies (US), Inc. |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technolog |
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| November 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 1, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R. |
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| November 1, 2022 |
Mirion Technologies Announces Third Quarter 2022 Financial Results Exhibit 99.1 News Release Mirion Technologies Announces Third Quarter 2022 Financial Results ?Revenues for the third quarter increased 11.5% to $160.9 million, compared to $144.3 million in the same period in 2021. Adjusted revenues increased 8.7% compared to the third quarter of 2021. ?GAAP net loss was $50.4 million in the third quarter, compared to a net loss of $46.7 million in the same period |
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| October 19, 2022 |
MIR / Mirion Technologies, Inc. Class A Common Stock / GSAM Holdings LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Mirion Technologies, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Raanan Agus GSAM Holdings LLC 200 West Street New York, NY 10282 (212) 859-8000 (Name, Address and Telep |
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| October 3, 2022 |
Mirion Technologies Appoints Michael Rossi as President of Mirion Medical News Release Mirion Technologies Appoints Michael Rossi as President of Mirion Medical Atlanta, GA ? October 3, 2022 ? Mirion Technologies, Inc. |
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| October 3, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 6 (to prospectus dated March 11, 2022) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A C |
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| October 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 3, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S |
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| September 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| September 19, 2022 |
News Release Mirion Technologies Appoints Dr. Sheila Rege, M.D. to Board of Directors, Replacing Mr. Christopher Warren Atlanta, GA ? September 19, 2022 ? Mirion Technologies, Inc. (?Mirion,? ?we? or the ?Company?) (NYSE: MIR), a global provider of radiation detection, measurement, analysis and monitoring solutions to the medical, nuclear, defense, and research end markets, today announced that Dr |
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| September 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): September 13, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I. |
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| September 19, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 5 (to prospectus dated March 11, 2022) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A C |
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| August 1, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 4 (to prospectus dated March 11, 2022) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A C |
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| July 29, 2022 |
MIRION TECHNOLOGIES, INC. 2021 OMNIBUS INCENTIVE PLAN PSU GRANT NOTICE Mirion Technologies, Inc., a Delaware corporation (the ?Company?), pursuant to its 2021 Omnibus Incentive Plan (the ?Plan?), hereby grants to the individual listed below (the ?Participant?) an Award of performance-based RSUs (?PSUs?) indicated below, which PSUs shall be subject to vesting based on specified performance goals se |
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| July 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| July 29, 2022 |
Mirion Technologies Announces Second Quarter 2022 Financial Results and Confirms Full Year Guidance Exhibit 99.1 News Release Mirion Technologies Announces Second Quarter 2022 Financial Results and Confirms Full Year Guidance ?Revenues for the second quarter decreased 2.3% to $175.8 million, compared to $180.0 million in the same period in 2021. Adjusted revenues decreased 4.3% compared to the second quarter of 2021. ?GAAP Net loss was $59.3 million in the second quarter, compared to a net loss |
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| July 29, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): July 29, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| June 17, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 15, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| June 17, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 3 (to prospectus dated March 11, 2022) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A C |
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| May 23, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 2 (to prospectus dated March 11, 2022) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A C |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 18, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. E |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, |
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| May 5, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 1 (to prospectus dated March 11, 2022) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A C |
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| May 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 4, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. Em |
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| May 4, 2022 |
Mirion Technologies Announces First Quarter 2022 Financial Results and Updates Full Year Guidance Exhibit 99.1 News Release Mirion Technologies Announces First Quarter 2022 Financial Results and Updates Full Year Guidance ?Revenues for the first quarter decreased 1.8% to $163.2 million, compared to $166.2 million in the same period in 2021. Adjusted revenues decreased by 4.3% compared to the first quarter of 2021. ?Net loss was $19.0 million in the first quarter, an improvement from a net loss |
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| April 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of |
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| April 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| March 11, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260528 PROSPECTUS Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 143,250,440 Shares of our Class A Common Stock for Resale by the Selling |
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| March 8, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on March 8, 2022 Registration No. |
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| March 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): March 8, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R.S. |
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| March 8, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 8 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A |
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| March 8, 2022 |
Exhibit 16.1 March 8, 2022 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Mirion Technologies, Inc. (formerly known as GS Acquisition Holdings Corp II) pursuant to Item 304(a)(1) of Regulation S-K (copy attached), which we understand will be filed with the Securities and Exchange Commission as part of the Registration S |
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| March 3, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 7 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A |
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| March 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 28, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| March 1, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 6 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A |
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| February 28, 2022 |
Award under the 2021 Omnibus Incentive Plan of Mirion Technologies, Inc. MIRION TECHNOLOGIES, INC. OMNIBUS INCENTIVE PLAN PSU GRANT NOTICE Mirion Technologies, Inc., a Delaware corporation (the ?Company?), pursuant to its Omnibus Incentive Plan (the ?Plan?), hereby grants to the individual listed below (the ?Participant?) an Award of performance-based RSUs (?PSUs?) indicated below, which PSUs shall be subject to vesting based on specified performance goals set forth in |
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| February 28, 2022 |
MIRION TECHNOLOGIES, INC. OMNIBUS INCENTIVE PLAN RSU GRANT NOTICE (Directors) Mirion Technologies, Inc., a Delaware corporation (the ?Company?), pursuant to its Omnibus Incentive Plan (the ?Plan?), hereby grants to the individual listed below (the ?Participant?) an Award of RSUs indicated below, which RSUs shall be subject to vesting based on the Participant?s continued service with the Company. T |
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| February 28, 2022 |
Award under the 2021 Omnibus Incentive Plan of Mirion Technologies, Inc. MIRION TECHNOLOGIES, INC. OMNIBUS INCENTIVE PLAN GLOBAL RSU GRANT NOTICE Mirion Technologies, Inc., a Delaware corporation (the ?Company?), pursuant to its Omnibus Incentive Plan (the ?Plan?), hereby grants to the individual listed below (the ?Participant?) an Award of RSUs indicated below, which RSUs shall be subject to vesting based on the Participant?s continued employment or service with the C |
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| February 28, 2022 |
Exhibit 4.4 DESCRIPTION OF SECURITIES The following description sets forth certain material terms and provisions of the securities of Mirion Technologies, Inc. that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). The following summary of the material terms of our securities is not intended to be a complete summary of the rights and preferenc |
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| February 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39352 Mirion Technologies, Inc. |
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| February 28, 2022 |
EXECUTION VERSION #95152168v8 AGREEMENT AND AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT (this ?Amendment?) dated as of November 22, 2021 to the Credit Agreement dated as of October 20, 2021 (the ?Credit Agreement?) among MIRION TECHNOLOGIES (HOLDINGSUB2), LTD., a limited liability company incorporated in England and Wales with company number 09299632 (?Holdings?), MIRION TECHNOLOGIES (US HOLDING |
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| February 28, 2022 |
List of Subsidiaries of Mirion Technologies, Inc. Exhibit 21.1 Mirion Technologies, Inc. List of Subsidiaries Mirion Technologies (TopCo), Ltd. Jersey Mirion IntermediateCo, Inc. Delaware, USA Mirion Technologies (HoldingSub1), Ltd. United Kingdom Mirion Technologies (HoldingSub2), Ltd. United Kingdom Mirion Technologies (US Holdings), Inc. Delaware, USA Mirion Technologies (HoldingRep), Ltd. United Kingdom Mirion Technologies (UK), Inc. United K |
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| February 25, 2022 |
US60471A1016 / Mirion Technologies, Inc. / Alyeska Investment Group, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 18, 2022 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| February 23, 2022 |
Mirion Technologies Announces Results for the Fiscal Quarter and Fiscal Year Ended December 31, 2021 Exhibit 99.1 News Release Mirion Technologies Announces Results for the Fiscal Quarter and Fiscal Year Ended December 31, 2021 ?Revenues for the fiscal quarter ended December 31, 2021 increased 18% to $177.8 million, compared to $150.8 million in the prior-year period. Adjusted revenues increased by 20% for the same period. ?GAAP net loss for the successor period of October 20, 2021 to December 31 |
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| February 23, 2022 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 5 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A |
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| February 15, 2022 |
GSAH / GS Acquisition Holdings Corp / Alyeska Investment Group, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2022 |
US60471A1016 / Mirion Technologies, Inc. / Ratan Capital Management LP Passive Investment OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response??? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 9, 2022 |
US60471A1016 / Mirion Technologies, Inc. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 2) MIRION TECHNOLOGIES, INC. (formerly GS Acquisition Holdings Corp II) (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 60471A101 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this |
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| December 29, 2021 |
Exhibit 10.2 Amendment NO. 1 to THIRD AMENDED AND RESTATED employment Agreement This AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Amendment?) is entered into this 27 day of December 2021 (the ?Effective Date?), by and between MIRION TECHNOLOGIES, INC., a Delaware corporation (the ?Company?), and BRIAN SCHOPFER (?Executive?) (each of Executive and the Company, a ?Party? |
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| December 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): December 27, 2021 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| December 29, 2021 |
Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-260528 Prospectus Supplement No. 4 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A |
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| December 29, 2021 |
Exhibit 10.1 Amendment NO. 1 to AMENDED AND RESTATED employment Agreement This AMENDMENT NO. 1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Amendment?) is entered into this 27 day of December 2021 (the ?Effective Date?), by and between MIRION TECHNOLOGIES, INC., a Delaware corporation (the ?Company?), and THOMAS D. LOGAN (?Executive?) (each of Executive and the Company, a ?Party? and collec |
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| December 29, 2021 |
Exhibit 10.3 Amendment NO. 1 to employment Agreement This AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Amendment?) is entered into this 27 day of December 2021 (the ?Effective Date?), by and between MIRION TECHNOLOGIES, INC., a Delaware corporation (the ?Company?), and MICHAEL FREED (?Executive?) (each of Executive and the Company, a ?Party? and collectively, the ?Part |
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| December 27, 2021 |
As filed with the Securities and Exchange Commission on December 27, 2021 As filed with the Securities and Exchange Commission on December 27, 2021 Registration No. |
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| December 13, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 3) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 19, 2021 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commissio |
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| December 13, 2021 |
Report of Independent Registered Public Accounting Firm Exhibit 99.1 Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Mirion Technologies, Inc. Opinion on the Financial Statements We have audited the accompanying balance sheets of Mirion Technologies, Inc. (formerly known as GS Acquisition Holdings Corp II) (the ?Company?) as of October 19, 2021 and December 31, 2020, and the related statements of op |
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| December 13, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-260528 Prospectus Supplement No. 3 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A |
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| November 12, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-260528 Prospectus Supplement No. 2 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A |
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| November 12, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 12, 2021 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R |
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| November 12, 2021 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 19, 2021 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commissio |
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| November 12, 2021 |
Mirion Technologies Announces Results for the Fiscal Quarter Ended September 30, 2021 Exhibit 99.1 Mirion Technologies Announces Results for the Fiscal Quarter Ended September 30, 2021 ? GAAP revenues for the fiscal quarter ended September 30, 2021 increased 26% to $144.3 million, compared to $114.6 million in the prior-year period ? GAAP net loss for the quarter increased 15.8% to ($46.7) million ? Adjusted revenues up 29% to $148 million; Adjusted EBITDA up 28% to $30.9 million ? |
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| November 12, 2021 |
Three Months Ended September 30, 2021 Exhibit 99.2 MIRION?S MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of Mirion Technologies (TopCo), Ltd.?s (?Mirion TopCo?) financial condition and results of operations should be read together with the unaudited interim condensed consolidated financial statements and related notes of Mirion TopCo that are attached as Ex |
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| November 12, 2021 |
Exhibit 99.1 UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Mirion Technologies (TopCo), Ltd. As of September 30, 2021 and June 30, 2021 and for the three months ended September 30, 2021 and 2020 Mirion Technologies (TopCo), Ltd. Unaudited Interim Condensed Consolidated Financial Statements As of September 30, 2021 and June 30, 2021 and for the three months ended September 30, 2021 |
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| November 10, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001- |
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| November 10, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260528 Prospectus Supplement No. 1 (to prospectus dated November 4, 2021) Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shar |
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| November 4, 2021 |
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D Exhibit 1 AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D The undersigned being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, as amended, to file this Schedule 13D (including amendments thereto) jointly on behalf of each such party. |
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| November 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 MIRION TECHNOLOGIES, INC. |
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| November 4, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260528 PROSPECTUS Mirion Technologies, Inc. Up to 8,560,540 Shares of our Class A Common Stock Issuable upon Redemption of Shares of IntermediateCo Class B Common Stock Up to 27,249,979 Shares of our Class A Common Stock Issuable upon Exercise of Warrants 152,157,565 Shares of our Class A Common Stock for Resale by the Selling |
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| November 2, 2021 |
MIRION TECHNOLOGIES, INC. 1218 Menlo Drive Atlanta, Georgia 30318 CORRESP 1 filename1.htm MIRION TECHNOLOGIES, INC. 1218 Menlo Drive Atlanta, Georgia 30318 November 2, 2021 Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Mirion Technologies, Inc. Registration Statement on Form S-1 File No. 333-260528 Ladies and Gentlemen: Mirion Technologies, Inc. (the “Registrant”) hereby requests th |
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| November 1, 2021 |
ASSIGNMENT AND SUBSCRIPTION AGREEMENT Exhibit 99.7 Execution Version ASSIGNMENT AND SUBSCRIPTION AGREEMENT This ASSIGNMENT AND SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into this [?] day of [?], 2021, by and among GS Acquisition Holdings Corp II, a Delaware corporation (the ?Issuer?), GSAM Holdings LLC, a Delaware limited liability company (?GSAM?) and the entity named on the signature page hereto (?Subscriber? |
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| November 1, 2021 |
Form of October 8, 2021 Assignment and Subscription Agreement. Exhibit 99.6 Execution Version ASSIGNMENT AND SUBSCRIPTION AGREEMENT This ASSIGNMENT AND SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into this [?] day of [?], 2021, by and among GS Acquisition Holdings Corp II, a Delaware corporation (the ?Issuer?), GSAM Holdings LLC, a Delaware limited liability company (?GSAM?) and the entity named on the signature page hereto (?Subscriber? |
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| November 1, 2021 |
GSAH / GS Acquisition Holdings Corp / GSAM Holdings LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Mirion Technologies, Inc. (f/k/a GS Acquisition Holdings Corp II ) (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 60471A101 (CUSIP Number) Tom Knott GSAM Holdings LLC 200 West Street New York, NY 10282 (212) 859-8000 (Nam |
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| November 1, 2021 |
Joint Filing Agreement, dated as of November 1, 2021. Exhibit 99.1 AGREEMENT OF JOINT FILING This joint filing agreement (this ?Agreement?) is made and entered into as of this 1st day of November 2021, by and among GS Sponsor II LLC, GSAM Holdings LLC, and GSAH II PIPE Investors Employee LP. The parties to this Agreement hereby acknowledge and agree that the foregoing statement on Schedule 13D in respect of the shares of Class A Common Stock of Mirio |
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| October 27, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on October 2 7 , 2021 Registration No. |
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| October 27, 2021 |
Exhibit 16.1 October 27, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by GS Acquisition Holdings Corp II pursuant to Item 304(a)(1) of Regulation S-K (copy attached), which we understand will be filed with the Securities and Exchange Commission as part of the Registration Statement on Form S-1 of Mirion Technologies |
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| October 25, 2021 |
EXHIBIT 10.8 MIRION TECHNOLOGIES, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Adopted October 20, 2021 The Board of Directors (the ?Board?) of Mirion Technologies, Inc. (the ?Company? approved the following director compensation program (this ?Program?) for Non-Employee Directors of the Company. For purposes of this Program, a ?Non-Employee Director? is a director who has not served as an empl |
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| October 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 19, 2021 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commission File Number) (I.R. |
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| October 25, 2021 |
Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of October 20, 2021 among MIRION TECHNOLOGIES (HOLDINGSUB2), LTD., as Holdings, MIRION TECHNOLOGIES (US HOLDINGS), INC., as the Parent Borrower, MIRION TECHNOLOGIES (US), INC., as the Subsidiary Borrower, THE OTHER BORROWERS FROM TIME TO TIME PARTY HERETO, THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, CITIBANK, N.A., as the Administrat |
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| October 25, 2021 |
Exhibit 10.4 DIRECTOR NOMINATION AGREEMENT THIS DIRECTOR NOMINATION AGREEMENT (this ?Agreement?) is made and entered into as of October 20, 2021 (the ?Effective Time?), by and between Mirion Technologies, Inc., a Delaware corporation (f/k/a GS Acquisition Holdings Corp II) (the ?Company?), and CCP IX LP No. 1, CCP IX LP No. 2, CCP IX Co-Investment LP and CCP IX Co-Investment No. 2 LP (collectively |
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| October 25, 2021 |
Exhibit 10.6 MIRION TECHNOLOGIES, INC. OMNIBUS INCENTIVE PLAN Section 1. Purpose. The purpose of the Mirion Technologies, Inc. Omnibus Incentive Plan (as amended from time to time, the ?Plan?) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Mirion Technologies, Inc., a Delaware corporation (the ?Company?), the |
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| October 25, 2021 |
Exhibit 4.1 NUMBER NUMBER C SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 60471A 101 MIRION TECHNOLOGIES, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF MIRION TECHNOLOGIES, INC. (THE ?COMPANY?) transferable on the books of the Comp |
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| October 25, 2021 |
Exhibit 10.2 Execution Version October 20, 2021 GS Acquisition Holdings Corp II 200 West Street New York, New York 10282 Re: Second Amended and Restated Sponsor Agreement Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in connection with the Business Combination Agreement (together with the exhibits and schedules thereto, as amended, supplemented, otherwise mo |
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| October 25, 2021 |
Exhibit 10.3 Execution Version AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of October 20, 2021, is made and entered into by and among Mirion Technologies, Inc., a Delaware corporation (the ?Company?), GS Sponsor II LLC, a Delaware limited liability company (the ?GS Sponsor Member?), GS Acquisition Holdings |
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| October 25, 2021 |
Exhibit 10.5 Execution Version DIRECTOR NOMINATION AGREEMENT THIS DIRECTOR NOMINATION AGREEMENT (this ?Agreement?) is made and entered into as of October 20, 2021 (the ?Effective Time?), by and between Mirion Technologies, Inc., a Delaware corporation (f/k/a GS Acquisition Holdings Corp II) (the ?Company?), and GS Sponsor II LLC, a Delaware limited liability company (the ?SPAC Sponsor?). WHEREAS, |
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| October 25, 2021 |
List of subsidiaries of Mirion Technologies, Inc. Exhibit 21.1 Mirion Technologies, Inc. List of Subsidiaries Mirion Technologies (TopCo), Ltd. Jersey Mirion IntermediateCo, Inc. Delaware, USA Mirion Technologies (HoldingSub1), Ltd. United Kingdom Mirion Technologies (HoldingSub2), Ltd. United Kingdom Mirion Technologies (US Holdings), Inc. Delaware, USA Mirion Technologies (HoldingRep), Ltd. United Kingdom Mirion Technologies (UK), Inc. United K |
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| October 25, 2021 |
Exhibit 16.1 October 25, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by GS Acquisition Holdings Corp II (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of Mirion Technologies, Inc. dated October 19, 2021. We agree with the statements |
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| October 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 19, 2021 Mirion Technologies, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39352 83-0974996 (State or Incorporation) (Commissio |
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| October 25, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GS ACQUISITION HOLDINGS CORP II The present name of the corporation is GS Acquisition Holdings Corp II (the ?Corporation?). The Corporation was originally incorporated in Delaware by the filing of the Corporation?s original Certificate of Incorporation with the Secretary of State of the State of Delaware on May 31, 2018. The Certific |
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| October 25, 2021 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms included below but not defined in this Exhibit 99.1 have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K (the ?Current Report?) filed with the Securities and Exchange Commission (the ?Commission?) on October 25, 2021. The following unaudited pro forma condensed com |
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| October 25, 2021 |
Exhibit 10.9 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (this ?Agreement?), made and entered into as of the [ , 2021], by and between Mirion Technologies, Inc., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). W I T N E S S E T H: WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors or officers unless the |
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| October 25, 2021 |
Exhibit 14.1 CODE OF ETHICS AND BUSINESS CONDUCT United States Table of contents 1. Introduction 1 2. Observing all Laws and Regulations 1 2.1 Generally 1 2.2 Bribery 2 2.2.1 Offering Giving, Receiving or Requesting Bribes 2 2.2.2 Receiving Gifts of Favors 3 2.3 Compliance with Applicable Export Controls, Sanctions and Trade Controls 3 2.4 Dealing With Government Entities 4 2.5 Political Contribut |
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| October 25, 2021 |
Exhibit 4.2 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW Mirion Technologies, Inc. Incorporated Under the Laws of the State of Delaware CUSIP 60471A 119 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is |
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| October 25, 2021 |
Exhibit 10.7 MIRION TECHNOLOGIES, INC. DEFERRED COMPENSATION PLAN EFFECTIVE DATE JUNE 30, 2015 ARTICLE I Establishment and Purpose Mirion Technologies, Inc., a Delaware corporation (the ?Company?), establishes the Mirion Technologies, Inc. Deferred Compensation Plan (the ?Plan?) effective June 30, 2015 (the ?Effective Date?). The purpose of the Plan is to attract and retain key employees and non-e |
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| October 25, 2021 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF MIRION TECHNOLOGIES, INC. * * * * * ARTICLE 1 OFFICES Section 1.01. Registered Office. The address of the registered office of Mirion Technologies, Inc. (the ?Corporation?) in the State of Delaware is 850 New Burton Road, Suite 201, Dover, Delaware 19904, Kent County. The name of the registered agent of the Corporation at such address is Cogency Global In |
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| October 21, 2021 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on November 01, 2021, pursuant to the provisions of Rule 12d2-2 (a). |
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| October 19, 2021 |
GS Acquisition Holdings Corp II Stockholders Approve Business Combination with Mirion Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 18, 2021 |
Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 18, 2021 |
Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 15, 2021 |
GS Acquisition Holdings Corp II / Mirion Technologies Investor Presentation October 15, 2021 Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 15, 2021 |
Filed by GS Acquisition Holdings Corp II Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 13, 2021 |
425 1 d39047d425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 13, 2021 GS Acquisition Holdings Corp II (Exact name of registrant as specified in its charter) Delaware 001-39352 83-0974996 (State or other jurisdic |
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| October 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 13, 2021 GS Acquisition Holdings Corp II (Exact name of registrant as specified in its charter) Delaware 001-39352 83-0974996 (State or other jurisdiction of incorporation) (C |
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| October 12, 2021 |
Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 12, 2021 |
Filed by GS Acquisition Holdings Corp II Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 7, 2021 |
425 1 d95520d425.htm 425 Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No.: 001-39352 SumZero Investor Email Investment Overview On June 17, 2021, GS Acquisition Holdings Corp II (NYSE: GSAH), a Special Purpose |
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| October 4, 2021 |
Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| October 4, 2021 |
Mirion Technologies, Inc. Acquires US-based Dosimetry Services Distributor Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| September 30, 2021 |
Filed by GS Acquisition Holdings Corp II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: GS Acquisition Holdings Corp II SEC File No. |
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| September 29, 2021 |
GS ACQUISITION HOLDINGS CORP II 200 West Street New York, NY 10282 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-257535 GS ACQUISITION HOLDINGS CORP II 200 West Street New York, NY 10282 Dear GS Acquisition Holdings Corp II Stockholder: We cordially invite you to attend a special meeting (the ?Special Meeting?) of the stockholders of GS Acquisition Holdings Corp II, a Delaware corporation (?we,? ?us,? ?our?, ?GSAH? or the ?Company?), whi |
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| September 28, 2021 |
GS Acquisition Holdings Corp II 200 West Street New York, NY, 10282 GS Acquisition Holdings Corp II 200 West Street New York, NY, 10282 September 28, 2021 VIA EDGAR U. |
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| September 27, 2021 |
[Remainder of Page Intentionally Left Blank] 767 Fifth Avenue New York, NY 10153-0119 +1 212 310 8000 tel +1 212 310 8007 fax September 27, 2021 VIA EDGAR TRANSMISSION Margaret Schwartz United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street NE Washington, D. |
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| September 27, 2021 |
As filed with the Securities and Exchange Commission on September 27, 2021 Table of Contents As filed with the Securities and Exchange Commission on September 27, 2021 Registration No. |
