10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-Q

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☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission file number: 001-38912

Avantor, Inc.

(Exact name of registrant as specified in its charter)

Delaware	82-2758923
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Radnor Corporate Center, Building One, Suite 200

100 Matsonford Road

Radnor, Pennsylvania 19087

(Address of principal executive offices) (zip code)

(610) 386-1700

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Exchange on which registered
Common stock, $0.01 par value	AVTR	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ☒ Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☐ Smaller reporting company ☐ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

On October 23, 2023, 676,386,215 shares of common stock, $0.01 par value per share, were outstanding.

Avantor, Inc. and subsidiaries

Form 10-Q for the quarterly period ended September 30, 2023

Table of contents

	Page
Glossary	ii
Cautionary factors regarding forward-looking statements	iii
PART I — FINANCIAL INFORMATION
Item 1. Financial statements	1
Item 2. Management’s discussion and analysis of financial condition and results of operations	24
Item 3. Quantitative and qualitative disclosures about market risk	35
Item 4. Controls and procedures	35
PART II — OTHER INFORMATION
Item 1. Legal proceedings	36
Item 1A. Risk factors	36
Item 2. Unregistered sales of equity securities and use of proceeds	36
Item 3. Defaults upon senior securities	36
Item 4. Mine safety disclosures	36
Item 5. Other information	36
Item 6. Exhibits	37
Signature	38

i

Glossary

	Description
we, us, our	Avantor, Inc. and its subsidiaries
Adjusted EBITDA	our earnings or loss before interest, taxes, depreciation, amortization and certain other adjustments
AMEA	Asia, Middle-East and Africa
Annual Report	our annual report on Form 10-K for the year ended December 31, 2022
AOCI	accumulated other comprehensive income or loss
COVID-19	Coronavirus disease of 2019
double-digit	greater than 10%
EURIBOR	the basic rate of interest used in lending between banks on the European Union interbank market
GAAP	United States generally accepted accounting principles
high single-digit	7 - 9%
LIBOR	the basic rate of interest used in lending between banks on the London interbank market
long-term	period other than short-term
low single-digit	1 - 3%
M&A	Mergers and Acquisitions
MCPS	6.250% Series A Mandatory Convertible Preferred Stock
mid single-digit	4 - 6%
OCI	other comprehensive income or loss
Ritter	Ritter GmbH and affiliates, a company we acquired in June 2021
RSU	restricted stock unit
SEC	the United States Securities and Exchange Commission
SG&A expenses	selling, general and administrative expenses
SOFR	secured overnight financing rate
Specialty procurement	product sales related to customer procurement services
VWR	VWR Corporation and its subsidiaries, a company we acquired in November 2017

    

ii

Cautionary factors regarding forward-looking statements

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and are subject to the safe harbor created thereby under the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this report are forward-looking statements. Forward-looking statements discuss our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. These statements may be preceded by, followed by or include the words “aim,” “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “likely,” “outlook,” “plan,” “potential,” “projection,” “prospects,” “continue,” “goal,” “objective,” “opportunity,” “near-term,” “long-term,” “assumption,” “project,” “guidance,” “target,” “trend,” “seek,” “can,” “could,” “may,” “should,” “would,” “will,” the negatives thereof and other words and terms of similar meaning.

Forward-looking statements are inherently subject to risks, uncertainties and assumptions; they are not guarantees of performance. You should not place undue reliance on these statements. We have based these forward-looking statements on our current expectations and projections about future events. Although we believe that our assumptions made in connection with the forward-looking statements are reasonable, we cannot assure you that the assumptions and expectations will prove to be correct.

You should understand that the following important factors, in addition to those discussed under Part I, Item 1A “Risk Factors” in our Annual Report, as such risk factors may be updated from time to time in our periodic filings with the SEC and in this report, could affect our future results and could cause those results or other outcomes to differ materially from those expressed or implied in our forward-looking statements:

•disruptions to our operations;

•competition from other industry providers;

•our ability to implement our growth strategy;

•our ability to anticipate and respond to changing industry trends;

•adverse trends in consumer, business, and government spending;

•our dependence on sole or limited sources for some essential materials and components;

•our ability to successfully value and integrate acquired businesses;

•our products’ satisfaction of applicable quality criteria, specifications and performance standards;

•our ability to maintain our relationships with key customers;

•our ability to maintain consistent purchase volumes under purchase orders;

•our ability to maintain and develop relationships with drug manufacturers and contract manufacturing organizations;

•the impact of new laws, regulations, or other industry standards;

iii

•changes in the interest rate environment that increase interest on our borrowings;

•adverse impacts from currency exchange rates or currency controls imposed by any government in major areas where we operate or otherwise;

•our ability to implement and improve processing systems and prevent a compromise of our information systems;

•our ability to protect our intellectual property and avoid third-party infringement claims;

•exposure to product liability and other claims in the ordinary course of business;

•our ability to develop new products responsive to the markets we serve;

•the availability of raw materials;

•our ability to source certain of our products from certain suppliers;

•our ability to contain costs in an inflationary environment;

•our ability to avoid negative outcomes related to the use of chemicals;

•our ability to maintain highly skilled employees;

•our ability to maintain a competitive workforce;

•adverse impact of impairment charges on our goodwill and other intangible assets;

•fluctuations and uncertainties related to doing business outside the United States;

•our ability to obtain and maintain required regulatory clearances or approvals may constrain the commercialization of submitted products;

•our ability to comply with environmental, health and safety laws and regulations, or the impact of any liability or obligation imposed under such laws or regulations;

•our indebtedness could adversely affect our financial condition and prevent us from fulfilling our debt or contractual obligations;

•our ability to generate sufficient cash flows or access sufficient additional capital to meet our debt obligations or to fund our other liquidity needs; and

•our ability to maintain an adequate system of internal control over financial reporting.

All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. In addition, all forward-looking statements speak only as of the date of this report. We undertake no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise other than as required under the federal securities laws.

iv

PART I — FINANCIAL INFORMATION

Item 1.    Financial statements

Avantor, Inc. and subsidiaries

Index to unaudited condensed consolidated financial statements

	Page
Unaudited condensed consolidated balance sheets	2
Unaudited condensed consolidated statements of operations	3
Unaudited condensed consolidated statements of comprehensive income or loss	4
Unaudited condensed consolidated statements of stockholders’ equity	5
Unaudited condensed consolidated statements of cash flows	7
Notes to unaudited condensed consolidated financial statements	8

1

Avantor, Inc. and subsidiaries

Unaudited condensed consolidated balance sheets

(in millions)	September 30, 2023		December 31, 2022
Assets
Current assets:
Cash and cash equivalents	$	236.9	$	372.9
Accounts receivable, net of allowances of $33.5 and $28.2	1,150.3		1,218.4
Inventory	850.3		913.5
Other current assets	147.3		153.1
Total current assets	2,384.8		2,657.9
Property, plant and equipment, net of accumulated depreciation of $579.7 and $518.4	698.3		727.0
Other intangible assets, net (see note 6)	3,788.1		4,133.3
Goodwill	5,637.7		5,652.6
Other assets	289.2		293.5
Total assets	$	12,798.1	$	13,464.3
Liabilities and stockholders’ equity
Current liabilities:
Current portion of debt	$	335.6	$	364.2
Accounts payable	655.8		758.2
Employee-related liabilities	120.0		122.4
Accrued interest	39.6		49.9
Other current liabilities	337.1		364.1
Total current liabilities	1,488.1		1,658.8
Debt, net of current portion	5,290.5		5,923.3
Deferred income tax liabilities	648.8		731.4
Other liabilities	271.3		295.4
Total liabilities	7,698.7		8,608.9
Commitments and contingencies (see note 7)
Stockholders’ equity:
Common stock including paid-in capital, 676.3 and 674.3 shares issued and outstanding	3,817.5		3,785.3
Accumulated earnings	1,393.0		1,170.4
Accumulated other comprehensive loss	(111.1)		(100.3)
Total stockholders’ equity	5,099.4		4,855.4
Total liabilities and stockholders’ equity	$	12,798.1	$	13,464.3

See accompanying notes to the unaudited condensed consolidated financial statements.

2

Avantor, Inc. and subsidiaries

Unaudited condensed consolidated statements of operations

(in millions, except per share data)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net sales	$	1,720.2	$	1,856.5	$	5,244.4	$	5,717.4
Cost of sales	1,141.6		1,205.8		3,451.0		3,729.1
Gross profit	578.6		650.7		1,793.4		1,988.3
Selling, general and administrative expenses	368.4		374.9		1,119.5		1,109.9
Impairment charges	—		—		160.8		—
Operating income	210.2		275.8		513.1		878.4
Interest expense	(72.4)		(67.3)		(219.5)		(196.0)
Loss on extinguishment of debt	(2.0)		(2.9)		(5.9)		(10.8)
Other income, net	0.7		2.7		3.3		4.8
Income before income taxes	136.5		208.3		291.0		676.4
Income tax expense	(28.1)		(41.3)		(68.4)		(131.6)
Net income	108.4		167.0		222.6		544.8
Accumulation of yield on preferred stock	—		—		—		(24.2)
Net income available to common stockholders	$	108.4	$	167.0	$	222.6	$	520.6
Earnings per share:
Basic	$	0.16	$	0.25	$	0.33	$	0.81
Diluted	$	0.16	$	0.25	$	0.33	$	0.80
Weighted average shares outstanding:
Basic	676.0		674.1		675.4		643.0
Diluted	678.5		679.3		678.1		680.4

See accompanying notes to the unaudited condensed consolidated financial statements.

3

Avantor, Inc. and subsidiaries

Unaudited condensed consolidated statements of comprehensive income or loss

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net income	$	108.4	$	167.0	$	222.6	$	544.8
Other comprehensive loss:
Foreign currency translation — unrealized loss	(30.4)		(62.1)		(4.8)		(160.1)
Derivative instruments:
Unrealized gain	8.0		20.7		24.7		27.7
Reclassification of (gain) loss into earnings	(8.4)		0.2		(22.5)		(1.1)
Activity related to defined benefit plans	(0.9)		(0.1)		(6.6)		4.4
Other comprehensive loss before income taxes	(31.7)		(41.3)		(9.2)		(129.1)
Income tax effect	(7.5)		(22.2)		(1.6)		(39.5)
Other comprehensive loss	(39.2)		(63.5)		(10.8)		(168.6)
Comprehensive income	$	69.2	$	103.5	$	211.8	$	376.2

    

See accompanying notes to the unaudited condensed consolidated financial statements.

4

Avantor, Inc. and subsidiaries

Unaudited condensed consolidated statements of stockholders’ equity

(in millions)	Stockholders’ equity
	Common stock including paid-in capital			Accumulated earnings		AOCI		Total
	Shares	Amount
Balance at June 30, 2023	675.7	$	3,798.6	$	1,284.6	$	(71.9)	$	5,011.3
Comprehensive income (loss)	—	—		108.4		(39.2)		69.2
Stock-based compensation expense	—	9.7		—		—		9.7
Stock option exercises and other common stock transactions	0.6	9.2		—		—		9.2
Balance at September 30, 2023	676.3	$	3,817.5	$	1,393.0	$	(111.1)	$	5,099.4
Balance at June 30, 2022	673.9	$	3,756.1	$	861.7	$	(148.3)	$	4,469.5
Comprehensive income (loss)	—	—		167.0		(63.5)		103.5
Stock-based compensation expense	—	13.7		—		—		13.7
Stock option exercises and other common stock transactions	0.3	4.7		—		—		4.7
Balance at September 30, 2022	674.2	$	3,774.5	$	1,028.7	$	(211.8)	$	4,591.4

See accompanying notes to the unaudited condensed consolidated financial statements.

5

Avantor, Inc. and subsidiaries

Unaudited condensed consolidated statements of stockholders’ equity (continued)

(in millions)	Stockholders’ equity
	MCPS including paid-in capital			Common stock including paid-in capital			Accumulated earnings (deficit)		AOCI		Total
	Shares	Amount		Shares	Amount
Balance at December 31, 2022	—	$	—	674.3	$	3,785.3	$	1,170.4	$	(100.3)	$	4,855.4
Comprehensive income (loss)	—	—		—	—		222.6		(10.8)		211.8
Stock-based compensation expense	—	—		—	31.6		—		—		31.6
Stock option exercises and other common stock transactions	—	—		2.0	0.6		—		—		0.6
Balance at September 30, 2023	—	$	—	676.3	$	3,817.5	$	1,393.0	$	(111.1)	$	5,099.4
Balance at December 31, 2021	20.7	$	1,003.7	609.7	$	2,752.6	$	483.9	$	(43.2)	$	4,197.0
Comprehensive income (loss)	—	—		—	—		544.8		(168.6)		376.2
Stock-based compensation expense	—	—		—	39.1		—		—		39.1
Accumulation of yield on preferred stock	—	—		—	(24.2)		—		—		(24.2)
Stock option exercises and other common stock transactions	—	—		1.6	3.3		—		—		3.3
Conversion of MCPS into Common stock	(20.7)	(1,003.7)		62.9	1,003.7		—		—		—
Balance at September 30, 2022	—	$	—	674.2	$	3,774.5	$	1,028.7	$	(211.8)	$	4,591.4

See accompanying notes to the unaudited condensed consolidated financial statements.

6

Avantor, Inc. and subsidiaries

Unaudited condensed consolidated statements of cash flows

(in millions)	Nine months ended September 30,
	2023		2022
Cash flows from operating activities:
Net income	$	222.6	$	544.8
Reconciling adjustments:
Depreciation and amortization	301.7		304.8
Impairment charges	160.8		—
Stock-based compensation expense	31.7		35.8
Provision for accounts receivable and inventory	62.5		43.9
Deferred income tax benefit	(94.1)		(61.8)
Amortization of deferred financing costs	9.9		12.1
Loss on extinguishment of debt	5.9		10.8
Foreign currency remeasurement (gain) loss	(3.1)		4.9
Changes in assets and liabilities:
Accounts receivable	55.1		(99.0)
Inventory	9.1		(114.1)
Accounts payable	(95.8)		65.1
Accrued interest	(10.3)		(11.2)
Other assets and liabilities	(38.5)		(98.0)
Other, net	0.9		(0.1)
Net cash provided by operating activities	618.4		638.0
Cash flows from investing activities:
Capital expenditures	(95.8)		(99.8)
Cash paid for acquisitions, net of cash acquired	—		(20.2)
Cash proceeds from settlement of cross currency swap	—		42.5
Other	2.1		1.0
Net cash used in investing activities	(93.7)		(76.5)
Cash flows from financing activities:
Debt borrowings	—		245.0
Debt repayments	(657.9)		(783.0)
Payments of debt refinancing fees and premiums	(2.3)		—
Payments of dividends on preferred stock	—		(32.4)
Proceeds received from exercise of stock options	14.1		16.4
Shares repurchased to satisfy employee tax obligations for vested stock-based awards	(13.5)		(13.1)
Net cash used in financing activities	(659.6)		(567.1)
Effect of currency rate changes on cash	(1.3)		(33.7)
Net change in cash, cash equivalents and restricted cash	(136.2)		(39.3)
Cash, cash equivalents and restricted cash, beginning of period	396.9		327.1
Cash, cash equivalents and restricted cash, end of period	$	260.7	$	287.8

See accompanying notes to the unaudited condensed consolidated financial statements.

7

Avantor, Inc. and subsidiaries

Notes to unaudited condensed consolidated financial statements

1.    Nature of operations and presentation of financial statements

We are a global manufacturer and distributor that provides products and services to customers in the biopharmaceutical, healthcare, education & government and advanced technologies & applied materials industries.

Basis of presentation

The accompanying condensed consolidated financial statements have been prepared pursuant to SEC regulations whereby certain information normally included in GAAP financial statements has been condensed or omitted. The financial information presented herein reflects all adjustments (consisting only of normal, recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. The results for interim periods are not necessarily indicative of the results to be expected for the full year.

We believe that the disclosures included herein are adequate to make the information presented not misleading in any material respect when read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report. Those audited consolidated financial statements include a summary of our significant accounting policies.

Principles of consolidation

All intercompany balances and transactions have been eliminated from the financial statements.

Use of estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported throughout the financial statements. Actual results could differ from those estimates.

Asset impairment - Ritter

The Company’s long-lived assets include property, plant and equipment, finite-lived intangible assets and certain other assets. For impairment testing purposes, long-lived assets may be grouped with working capital and other types of assets or liabilities if they generate cash flows on a combined basis. We evaluate long-lived assets or asset groups for impairment whenever events or changes in circumstances indicate a potential inability to recover their carrying amounts. The test to determine if long-lived assets or asset groups are impaired first compares their carrying values to their estimated undiscounted future cash flows. If the carrying values exceed the estimated undiscounted cash flows, an impairment charge is calculated as the amount that the carrying values exceed their fair values.

Persistently high customer inventory in the end markets served by Ritter and an overall slowdown in research activity has caused Ritter’s revenue to decline compared to prior expectations. Due to these sustained declines, in the second quarter of 2023, we performed an impairment test of the Ritter asset group, which resulted in a fair value that was lower than its carrying value. As a result, we recorded impairment charges of $106.4 million on Ritter’s finite-lived intangible assets and $54.4 million on

8

Ritter’s property, plant & equipment in the unaudited condensed consolidated statements of operations. These charges impact our Europe reportable segment.

Our impairment test was performed as of June 30, 2023 and utilized our latest estimates of Ritter’s projected cash flows, including revenues, gross margin, SG&A expenses, capital expenditures to maintain the acquired assets, and investments in debt free net working capital, as well as current market assumptions for the discount rate.

We did not identify any events or changes in circumstances that would indicate a potential inability to recover the carrying value of the Ritter asset group as of September 30, 2023.

2.    Earnings per share

The following table presents the reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2023:

(in millions, except per share data)	Three months ended September 30, 2023					Nine months ended September 30, 2023
	Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share		Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share
Basic	$	108.4	676.0	$	0.16	$	222.6	675.4	$	0.33
Dilutive effect of stock-based awards	—		2.5			—		2.7
Diluted	$	108.4	678.5	$	0.16	$	222.6	678.1	$	0.33

The following table presents the reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2022:

(in millions, except per share data)	Three months ended September 30, 2022						Nine months ended September 30, 2022
	Earnings (numerator)		Weighted average shares outstanding (denominator)		Earnings per share		Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share
Basic	$	167.0	674.1		$	0.25	$	520.6	643.0	$	0.81
Dilutive effect of stock-based awards	—		5.2				—		6.8
Dilutive impact of MCPS	—		—				$	24.2	30.6
Diluted	$	167.0	$	679.3	$	0.25	$	544.8	680.4	$	0.80

3.    Segment financial information

We report three geographic segments based on customer location: Americas, Europe and AMEA. Each segment manufactures and distributes solutions for the biopharmaceutical, healthcare, education & government and advanced technologies & applied materials industries. Corporate costs are managed on a standalone basis and not allocated to segments.

9

The following table presents information by reportable segment:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net sales:
Americas	$	1,019.2	$	1,123.2	$	3,076.8	$	3,423.2
Europe	579.8		595.1		1,816.9		1,899.3
AMEA	121.2		138.2		350.7		394.9
Total	$	1,720.2	$	1,856.5	$	5,244.4	$	5,717.4
Adjusted EBITDA:
Americas	$	223.8	$	262.3	$	711.4	$	846.3
Europe	102.9		130.3		335.8		393.0
AMEA	33.8		35.7		93.7		101.1
Corporate	(42.7)		(44.3)		(133.9)		(129.2)
Total	$	317.8	$	384.0	$	1,007.0	$	1,211.2

The amounts above exclude inter-segment activity because it is not material. All of the net sales for each segment are from external customers.

The following table presents the reconciliation of Adjusted EBITDA from net income, the nearest measurement under GAAP:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net income	$	108.4	$	167.0	$	222.6	$	544.8
Interest expense	72.4		67.3		219.5		196.0
Income tax expense	28.1		41.3		68.4		131.6
Depreciation and amortization	98.0		100.6		301.7		304.8
Loss on extinguishment of debt	2.0		2.9		5.9		10.8
Net foreign currency gain from financing activities	(0.5)		(1.2)		(2.3)		(0.2)
Other stock-based compensation expense (benefit)	0.1		(1.6)		0.1		(3.3)
Integration-related expenses1	0.2		6.4		8.3		13.6
Purchase accounting adjustments2	—		—		—		9.4
Restructuring and severance charges3	6.1		1.3		18.0		3.7
Reserve for certain legal matters4	3.0		—		4.0		—
Impairment charges5	—		—		160.8		—
Adjusted EBITDA	$	317.8	$	384.0	$	1,007.0	$	1,211.2

━━━━━━━━━

1.Represents non-recurring direct costs incurred with third parties and the accrual of a long-term retention incentive to integrate acquired companies. These expenses represent incremental costs and are unrelated to

10

normal operations of our business. Integration expenses are incurred over a pre-defined integration period specific to each acquisition.

2.Represents the non-cash reduction of contingent consideration related to the Ritter acquisition and the amortization of the purchase accounting adjustment to record inventory acquired from Masterflex at fair value.

3.Reflects the incremental expenses incurred in the period related to initiatives to increase profitability and productivity. Typical costs included in this caption are employee severance, site-related exit costs, and contract termination costs.

4.Represents charges and legal costs in connection with certain litigation and other contingencies that are unrelated to our core operations and not reflective of on-going business and operating results.

5.As described in note 1.

The following table presents net sales by product line:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Proprietary materials & consumables	$	629.0	$	727.4	$	1,920.4	$	2,216.7
Third party materials & consumables	632.8		665.7		1,929.0		2,078.4
Services & specialty procurement	238.6		225.1		712.4		692.3
Equipment & instrumentation	219.8		238.3		682.6		730.0
Total	$	1,720.2	$	1,856.5	$	5,244.4	$	5,717.4

4.    Supplemental disclosures of cash flow information

The following tables present supplemental disclosures of cash flow information:

(in millions)	September 30, 2023		December 31, 2022
Cash and cash equivalents	$	236.9	$	372.9
Restricted cash classified as other assets	23.8		24.0
Total	$	260.7	$	396.9

At September 30, 2023 and December 31, 2022, amounts included in restricted cash primarily represent funds held in escrow to satisfy a long-term retention incentive related to the acquisition of Ritter.

(in millions)	Nine months ended September 30,
	2023		2022
Cash flows from operating activities:
Cash paid for income taxes, net	$	195.3	$	182.3
Cash paid for interest, net, excluding financing leases	214.2		187.0
Cash paid for interest on finance leases	3.8		3.8
Cash paid under operating leases	32.4		32.2
Cash flows from financing activities:
Cash paid under finance leases	3.8		3.5

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5.    Inventory

The following table presents the components of inventory:

(in millions)	September 30, 2023		December 31, 2022
Merchandise inventory	$	516.7	$	556.1
Finished goods	96.8		117.1
Raw materials	173.8		181.2
Work in process	63.0		59.1
Total	$	850.3	$	913.5

6.    Other intangible assets

The following table presents the components of other intangible assets:

(in millions)	September 30, 2023						December 31, 2022
	Gross value		Accumulated amortization and impairment1		Carrying value		Gross value		Accumulated amortization and impairment1		Carrying value
Customer relationships	$	4,793.6	$	1,579.8	$	3,213.8	$	4,806.4	$	1,333.5	$	3,472.9
Trade names	353.6		218.5		135.1		354.4		205.1		149.3
Other	629.9		283.0		346.9		630.9		212.1		418.8
Total finite-lived	$	5,777.1	$	2,081.3	3,695.8		$	5,791.7	$	1,750.7	4,041.0
Indefinite-lived					92.3						92.3
Total					$	3,788.1					$	4,133.3

━━━━━━━━━

1.As of September 30, 2023, accumulated impairment losses on Customer relationships were $65.9 million and on Other were $40.5 million totaling $106.4 million. As of December 31, 2022, there were no accumulated impairment losses.

7.    Commitments and contingencies

Our business involves commitments and contingencies related to compliance with environmental laws and regulations, the manufacture and sale of products and litigation. The ultimate resolution of contingencies is subject to significant uncertainty, and it is reasonably possible that contingencies could be decided unfavorably against us.

Environmental laws and regulations

Our environmental liabilities are subject to changing governmental policy and regulations, discovery of unknown conditions, judicial proceedings, method and extent of remediation, existence of other potentially responsible parties and future changes in technology. We believe that known and unknown environmental matters, if not resolved favorably, could have a material effect on our financial position, liquidity and profitability. Matters to be disclosed are as follows:

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The New Jersey Department of Environmental Protection has ordered us to remediate groundwater conditions near our plant in Phillipsburg, New Jersey. At September 30, 2023, our accrued obligation under this order is $2.4 million, which is calculated based on expected cash payments discounted at rates ranging from 4.5% to 5.5% between 2023 and 2045. The undiscounted amount of that obligation is $3.8 million. We are indemnified against any losses incurred in this matter as stipulated through the agreement referenced in our Annual Report.

In 2016, we assessed the environmental condition of our chemical manufacturing site in Gliwice, Poland. Our assessment revealed specific types of soil and groundwater contamination throughout the site. We are also monitoring the condition of a closed landfill on that site. These matters are not covered by our indemnification arrangement because they relate to an operation we subsequently acquired. At September 30, 2023, our balance sheet includes a liability of $1.0 million for remediation and monitoring costs. That liability is estimated primarily on discounted expected remediation payments and is not materially different from its undiscounted amount.

Manufacture and sale of products

Our business involves risk of product liability, patent infringement and other claims in the ordinary course of business arising from the products that we produce ourselves or obtain from our suppliers, as well as from the services we provide. Our exposure to such claims may increase to the extent that we expand our manufacturing operations or service offerings.

We maintain insurance policies to protect us against these risks, including product liability insurance. In many cases the suppliers of products we distribute have indemnified us against such claims. Our insurance coverage or indemnification agreements with suppliers may not be adequate in all pending or any future cases brought against us. Furthermore, our ability to recover under any insurance or indemnification arrangements is subject to the financial viability of our insurers, our suppliers and our suppliers’ insurers, as well as legal enforcement under the local laws governing the arrangements.

We have entered into indemnification agreements with customers of our self-manufactured products to protect them from liabilities and losses arising from our negligence, willful misconduct or sale of defective products. To date, we have not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions.

Litigation

At September 30, 2023, there was no outstanding litigation that we believe would result in material losses if decided against us, and we do not believe that there are any unasserted matters that are reasonably possible to result in a material loss.

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8.    Debt

The following table presents information about our debt:

(dollars in millions)	September 30, 2023				December 31, 2022
	Interest terms	Rate	Amount
Receivables facility	SOFR1 plus 0.80%	6.22%	$	297.7	$	327.2
Senior secured credit facilities:
Euro term loans B-4	EURIBOR plus 2.50%	6.36%	625.6		636.7
Euro term loans B-5	EURIBOR plus 2.00%	5.86%	336.0		342.0
U.S. dollar term loans B-5	SOFR1 plus 2.25%	7.67%	872.7		1,488.3
2.625% secured notes	fixed rate	2.625%	687.6		694.5
3.875% unsecured notes	fixed rate	3.875%	800.0		800.0
3.875% unsecured notes	fixed rate	3.875%	423.1		427.3
4.625% unsecured notes	fixed rate	4.625%	1,550.0		1,550.0
Finance lease liabilities			67.9		68.9
Other			12.1		14.2
Total debt, gross			5,672.7		6,349.1
Less: unamortized deferred financing costs			(46.6)		(61.6)
Total debt			$	5,626.1	$	6,287.5
Classification on balance sheets:
Current portion of debt			$	335.6	$	364.2
Debt, net of current portion			5,290.5		5,923.3

━━━━━━━━━

1.SOFR includes credit spread adjustment.

Credit facilities

The following table presents availability under our credit facilities:

(in millions)	September 30, 2023
	Receivables facility		Revolving credit facility		Total
Capacity	$	325.8	$	975.0	$	1,300.8
Undrawn letters of credit outstanding	(15.4)		—		(15.4)
Outstanding borrowings	(297.7)		—		(297.7)
Unused availability	$	12.7	$	975.0	$	987.7

Capacity under the receivables facility is calculated as the lower of eligible borrowing base or facility limit of $400.0 million. Eligible borrowing base is determined as total available accounts receivable less ineligible accounts receivable and other adjustments. At September 30, 2023, total available accounts receivable under the receivables facility were $576.2 million.

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In June 2023, we amended the revolving credit facility to increase its funding limit up to $975.0 million and extended the term to June 29, 2028. We capitalized $2.3 million of fees in connection with this transaction.

In June 2023, the Company entered into an Amendment to the Receivables Purchase Agreement to increase the Delinquency Ratio cap from 13.0% to 16.0%.

Senior secured credit facilities

During the quarter ended September 30, 2023, we made prepayments of $210.0 million on our U.S. dollar term loan B-5 that matures on November 8, 2027. In connection with this prepayment, we expensed $2.0 million of previously unamortized deferred financing costs as a loss on extinguishment of debt. We also amended our U.S. dollar term loan B-5 from LIBOR based floating rate interest to SOFR based floating rate interest during the second quarter of 2023. This amendment was done in accordance with Accounting Standards Codification (ASC) 848 and had no impact on the financial statements. The Company is applying optional expedients and exceptions to certain contract modifications and hedging relationships as permitted under ASU 2020-04 and 2022-06.

Debt covenants

Our debt agreements include representations and covenants that we consider usual and customary, and our receivables facility and senior secured credit facilities include a financial covenant that becomes applicable for periods in which we have drawn more than 35% of our revolving credit facility under the senior secured credit facilities. In this circumstance, we are not permitted to have combined borrowings on our senior secured credit facilities and secured notes in excess of a pro forma net leverage ratio, as defined in our credit agreements. As we had not drawn more than 35% of our revolving credit facility in this period, this covenant was not applicable at September 30, 2023.

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9.    Accumulated other comprehensive income or loss

The following table presents changes in the components of AOCI:

(in millions)	Foreign currency translation		Derivative instruments		Defined benefit plans		Total
Balance at June 30, 2023	$	(100.4)	$	21.9	$	6.6	$	(71.9)
Unrealized (loss) gain	(30.4)		8.0		(0.9)		(23.3)
Reclassification of gain into earnings	—		(8.4)		—		(8.4)
Change due to income taxes	(7.9)		0.1		0.3		(7.5)
Balance at September 30, 2023	$	(138.7)	$	21.6	$	6.0	$	(111.1)
Balance at June 30, 2022	$	(132.5)	$	4.7	$	(20.5)	$	(148.3)
Unrealized (loss) gain	(62.1)		20.7		—		(41.4)
Reclassification of loss (gain) into earnings	—		0.2		(0.1)		0.1
Change due to income taxes	(17.4)		(5.0)		0.2		(22.2)
Balance at September 30, 2022	$	(212.0)	$	20.6	$	(20.4)	$	(211.8)
Balance at December 31, 2022	$	(131.3)	$	19.9	$	11.1	$	(100.3)
Unrealized (loss) gain	(4.8)		24.7		(6.6)		13.3
Reclassification of gain into earnings	—		(22.5)		—		(22.5)
Change due to income taxes	(2.6)		(0.5)		1.5		(1.6)
Balance at September 30, 2023	$	(138.7)	$	21.6	$	6.0	$	(111.1)
Balance at December 31, 2021	$	(19.2)	$	0.4	$	(24.4)	$	(43.2)
Unrealized (loss) gain	(160.1)		27.7		4.6		(127.8)
Reclassification of gain into earnings	—		(1.1)		(0.2)		(1.3)
Change due to income taxes	(32.7)		(6.4)		(0.4)		(39.5)
Balance at September 30, 2022	$	(212.0)	$	20.6	$	(20.4)	$	(211.8)

The reclassifications and income tax effects shown above were immaterial to the financial statements and were made to either cost of sales or SG&A expenses depending upon the nature of the underlying transaction. The income tax effects in the three and nine months ended September 30, 2023 on foreign currency translation were due to our net investment hedge and cross-currency swap discussed in note 13.

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10.    Stock-based compensation

The following table presents the components of stock-based compensation expense:

(in millions)	Classification	Three months ended September 30,				Nine months ended September 30,
		2023		2022		2023		2022
Stock options	Equity	$	3.0	$	4.1	$	10.2	$	12.1
RSUs	Equity	6.5		9.3		20.7		26.0
Other	Both	0.3		(1.3)		0.8		(2.3)
Total		$	9.8	$	12.1	$	31.7	$	35.8
Award classification:
Equity		$	9.7	$	13.7	$	31.6	$	39.1
Liability		0.1		(1.6)		0.1		(3.3)

At September 30, 2023, unvested awards under our plans have remaining stock-based compensation expense of $91.9 million to be recognized over a weighted average period of 1.9 years.

Stock options

The following table presents information about outstanding stock options:

(options and intrinsic value in millions)	Number of options	Weighted average exercise price per option		Aggregate intrinsic value		Weighted average remaining term
Balance at December 31, 2022	16.1	$	20.90
Granted	2.1	23.53
Exercised	(0.7)	15.41
Forfeited	(0.7)	24.83
Balance at September 30, 2023	16.8	21.29		$	36.5	5.8 years
Expected to vest	3.9	24.83		2.3		8.5 years
Vested	12.9	20.22		34.2		4.9 years

During the nine months ended September 30, 2023, we granted stock options that have a contractual life of ten years and will vest annually over four years, subject to the recipient continuously providing service to us through such date.

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RSUs

The following table presents information about unvested RSUs:

(awards in millions)	Number of awards	Weighted average grant date fair value per award
Balance at December 31, 2022	4.2	$	24.29
Granted	2.1	26.21
Vested	(1.7)	18.80
Forfeited	(0.5)	29.12
Balance at September 30, 2023	4.1	26.69

During the nine months ended September 30, 2023, we granted RSUs that will vest annually over three to four years, subject to the recipient continuously providing service to us throughout the vesting period. Certain of those awards contain performance and market conditions that impact the number of shares that will ultimately vest. We recorded expense on these awards of $1.7 million and $2.9 million for the three months ended September 30, 2023 and September 30, 2022, respectively, and $3.5 million and $7.9 million for the nine months ended September 30, 2023 and September 30, 2022, respectively.

11.    Other income or expense, net

The following table presents the components of other income or expense, net:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net foreign currency gain from financing activities	$	0.5	$	1.2	$	2.3	$	0.2
Income related to defined benefit plans	0.3		1.4		1.0		4.4
Other	(0.1)		0.1		—		0.2
Other income, net	$	0.7	$	2.7	$	3.3	$	4.8

12.    Income taxes

The following table presents the relationship between income tax expense and income before income taxes:

(in millions)	Three months ended September 30,						Nine months ended September 30,
	2023			2022			2023			2022
Income before income taxes	$	136.5		$	208.3		$	291.0		$	676.4
Income tax expense	(28.1)			(41.3)			(68.4)			(131.6)
Effective income tax rate	20.6		%	19.8		%	23.5		%	19.5		%

Income tax expense in the quarter is based upon the estimated income for the full year. The composition of the income in different countries and adjustments, if any, in the applicable quarterly periods influences our expense.

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The relationship between pre-tax income and income tax expense is affected by the impact of losses for which we cannot claim a tax benefit, non-deductible expenses, and other items that increase tax expense without a relationship to income, such as withholding taxes and changes with respect to uncertain tax positions.

The change in the effective tax rate for the three and nine months ended September 30, 2023 when compared to the three and nine months ended September 30, 2022, is primarily due to the establishment of new valuation allowances against deferred tax assets not expected to be realized as a result of an impairment recognized in the second quarter of 2023, as well as the impact of a partial limitation on the tax deduction of executive compensation expense.

13.    Derivative and hedging activities

Hedging instruments:

We engage in hedging activities to reduce our exposure to foreign currency exchange rates and interest rates. Our hedging activities are designed to manage specific risks according to our strategies, as summarized below, which may change from time to time. Our hedging activities consist of the following:

•Economic hedges — We are exposed to changes in foreign currency exchange rates on certain of our euro-denominated term loans and notes that move inversely from our portfolio of euro-denominated intercompany loans. The currency effects for these non-derivative instruments are recorded through earnings in the period of change and substantially offset one another;

•Other hedging activities — Certain of our subsidiaries hedge short-term foreign currency denominated business transactions, external debt and intercompany financing transactions using foreign currency forward contracts. These activities were not material to our consolidated financial statements.

Cash flow hedges of interest rate risk

In April of 2023, the Company executed a $100.0 million interest rate swap to convert SOFR based floating rate interest to fixed rate interest. The transaction is intended to mitigate our exposure to fluctuations in interest rates and will terminate on October 27, 2025. In addition, in April of 2023, we amended our $750.0 million interest rate swap from LIBOR based floating rate interest to SOFR based floating rate interest. This amendment was done in accordance with ASC 848 and had no impact on the financial statements. The Company is applying optional expedients and exceptions to certain contract modifications and hedging relationships as permitted under ASU 2020-04 and 2022-06.

Our objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. 

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in AOCI and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $20.3 million will be reclassified as a reduction to interest expense.

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As of September 30, 2023, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk:

(dollars in millions)
Interest rate derivative	Number of instruments	Notional
Interest rate swaps	2	$	850.0

Effect of cash flow hedge accounting on AOCI

The table below presents the effect of cash flow hedge accounting on AOCI for the three and nine months ended September 30, 2023 and September 30, 2022.

(in millions)
Hedging relationships	Amount of gain or (loss) recognized in OCI on Derivative								Location of gain or (loss) reclassified from AOCI into income	Amount of gain or (loss) reclassified from AOCI into income
	Three months ended September 30,				Nine months ended September 30,					Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022			2023		2022		2023		2022
Interest rate products	4.9		19.4		15.0		22.0		Interest income (expense)	5.2		(1.1)		12.7		(3.6)
Total	$	4.9	$	19.4	$	15.0	$	22.0		$	5.2	$	(1.1)	$	12.7	$	(3.6)

Effect of cash flow hedge accounting on the income statement

The table below presents the effect of our derivative financial instruments on the statement of operations for the three and nine months ended September 30, 2023 and September 30, 2022.

	Three months ended September 30,					Nine months ended September 30,
	2023		2022			2023		2022
(in millions)	Interest income (expense)			Interest income (expense)		Interest income (expense)		Interest income (expense)
Total amounts of line items presented in the statements of operations where the effects of cash flow hedges are recorded	$	(72.4)		$	(67.3)	$	(219.5)	$	(196.0)
Amount of gain (loss) reclassified from AOCI into income	$	5.2		$	(1.1)	$	12.7	$	(3.6)

Net investment hedges

We are exposed to fluctuations in foreign exchange rates on investments we hold in foreign entities, specifically our net investment in Avantor Holdings B.V., a EUR-functional-currency consolidated subsidiary, against the risk of changes in the EUR-USD exchange rate.

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For derivatives designated as net investment hedges, the gain or loss on the derivative is reported in AOCI as part of the cumulative translation adjustment. Amounts are reclassified out of AOCI into earnings when the hedged net investment is either sold or substantially liquidated.

As of September 30, 2023, we had the following outstanding foreign currency derivatives that were used to hedge its net investments in foreign operations:

(value in millions)
Foreign currency derivative	Number of instruments	Notional sold		Notional purchased
Cross-currency swaps	1	€	732.1	$	750.0

Effect of net investment hedges on AOCI and the income statement

The table below presents the effect of our net investment hedges on AOCI and the statement of operations for the three and nine months ended September 30, 2023 and September 30, 2022.

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(in millions)
Hedging relationships	Amount of gain or (loss) recognized in OCI on Derivative				Location of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)	Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)
	September 30,					September 30,
	2023		2022			2023		2022
Three months ended:
Cross currency swaps	$	22.8	$	48.6	Interest income	$	3.2	$	3.3
Total	$	22.8	$	48.6		$	3.2	$	3.3
Nine months ended:
Cross currency swaps	$	9.6	$	79.4	Interest income	$	9.5	$	6.4
Total	$	9.6	$	79.4		$	9.5	$	6.4

The Company did not reclassify any other deferred gains or losses related to cash flow hedges from accumulated other comprehensive income (loss) to earnings for the three and nine months ended September 30, 2023 and September 30, 2022.

The table below presents the fair value of our derivative financial instruments as well as their classification on the Balance Sheet as of September 30, 2023 and December 31, 2022:

	Derivative assets						Derivative liabilities
	September 30, 2023			December 31, 2022			September 30, 2023			December 31, 2022
(in millions)	Balance sheet location	Fair value		Balance sheet location	Fair value		Balance sheet location	Fair value		Balance sheet location	Fair value
Derivatives designated as hedging instruments:
Interest rate products	Other current assets	$	28.5	Other current assets	$	26.2	Other current liabilities	$	—	Other current liabilities	$	—
Foreign exchange products	Other current assets	—		Other current assets	—		Other current liabilities	(21.3)		Other current liabilities	(21.4)
Total		$	28.5		$	26.2		$	(21.3)		$	(21.4)

Non-derivative financial instruments which are designated as hedging instruments:

We designated all of our outstanding €400.0 million 3.875% senior unsecured notes, issued on July 17, 2020, and maturing on July 15, 2028, as a hedge of our net investment in certain of our European operations. For instruments that are designated and qualify as net investment hedges, the foreign currency

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transactional gains or losses are reported as a component of AOCI. The gains or losses would be reclassified into earnings upon a liquidation event or deconsolidation of a hedged foreign subsidiary.

Net investment hedge effectiveness is assessed based upon the change in the spot rate of the foreign currency denominated debt. The critical terms of the foreign currency notes match the portion of the net investments designated as being hedged. At September 30, 2023, the net investment hedge was equal to the designated portion of the European operations and was considered to be perfectly effective.

The accumulated (gain) related to the foreign currency denominated debt designated as net investment hedges classified in the foreign currency translation adjustment component of AOCI was $(28.5) million and $(24.3) million as of September 30, 2023 and December 31, 2022, respectively.

The amount of gain related to the foreign currency denominated debt designated as net investment hedges classified in the foreign currency translation adjustment component of other comprehensive income or loss for the three and nine months ended September 30, 2023 and September 30, 2022 are presented below:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net investment hedges	$	(13.5)	$	(27.1)	$	(4.2)	$	(63.3)

14.    Financial instruments and fair value measurements

Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable and debt.

Certain financial and nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. As discussed in note 1, during the second quarter of 2023, property, plant and equipment, customer relationships and developed technology related to the Ritter asset group were deemed to be impaired and their carrying values were reduced to estimated fair values of $25.9 million, $31.4 million and $19.3 million, respectively. This was the result of an impairment charge of $160.8 million. The Company estimates the fair value of the Ritter asset group using Level 3 inputs, which included a discounted cash flow analysis.

Assets and liabilities for which fair value is only disclosed

The carrying amount of cash and cash equivalents was the same as its fair value and is a Level 1 measurement. The carrying amounts for trade accounts receivable and accounts payable approximated fair value due to their short-term nature and are Level 2 measurements.

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The following table presents the gross amounts, which exclude unamortized deferred financing costs, and the fair values of debt instruments:

(in millions)	September 30, 2023				December 31, 2022
	Gross amount		Fair value		Gross amount		Fair value
Receivables facility	$	297.7	$	297.7	$	327.2	$	327.2
Senior secured credit facilities:
Euro term loans B-4	625.6		626.4		636.7		627.5
Euro term loans B-5	336.0		338.2		342.0		340.7
U.S. dollar term loans B-5	872.7		873.3		1,488.3		1,485.5
2.625% secured notes	687.6		658.9		694.5		658.5
3.875% unsecured notes	800.0		689.4		800.0		672.0
3.875% unsecured notes	423.1		390.1		427.3		396.5
4.625 % unsecured notes	1,550.0		1,413.1		1,550.0		1,407.6
Finance lease liabilities	67.9		67.9		68.9		68.9
Other	12.1		12.1		14.2		14.2
Total	$	5,672.7	$	5,367.1	$	6,349.1	$	5,998.6

The fair values of debt instruments are based on standard pricing models that take into account the present value of future cash flows, and in some cases private trading data, which are level 2 measurements.

Item 2.    Management’s discussion and analysis of financial condition and results of operations

This discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results may differ materially from those contained in or implied by any forward-looking statements. See “Cautionary factors regarding forward-looking statements.”

Basis of presentation

This discussion should be read in conjunction with the accompanying condensed consolidated financial statements and notes. Pursuant to SEC rules for reports covering interim periods, we have prepared this discussion and analysis to enable you to assess material changes in our financial condition and results of operations since December 31, 2022, the date of our Annual Report. Therefore, we encourage you to read this discussion and analysis in conjunction with the Annual Report.

Overview

During the three months ended September 30, 2023, we recorded net sales of $1,720.2 million, net income of $108.4 million and Adjusted EBITDA of $317.8 million. Net sales decreased by 7.3%, which included a 9.6% decline in organic sales compared to the same period in 2022. See “Reconciliations of non-GAAP measures” for a reconciliation of net income to Adjusted EBITDA and “Results of operations” for a reconciliation of net sales growth (decline) to organic net sales growth (decline).

Factors and current trends affecting our business and results of operations

The following updates the factors and current trends disclosed in the Annual Report. These updates could affect our performance and financial condition in future periods.

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Our results were impacted by the continuing effects of the coronavirus pandemic

Customer demand and required inventory levels continue to normalize in the transition from the COVID-19 pandemic, which has impacted our results for the three months ended September 30, 2023. For a discussion of the impact of the COVID-19 pandemic and associated economic disruptions, and the actual operational and financial impacts that we experienced through December 31, 2022, see “Part II—Item 7—Management's discussion and analysis of financial condition and results of operations” in the Annual Report. For additional discussion of the potential impact of the COVID-19 pandemic and associated economic disruptions on our results, see “The COVID-19 pandemic has adversely impacted, and continues to pose risks to, our business, operating results, cash flows and/or financial condition, the nature and extent of which could be material.” included in “Part I—Item 1A—Risk factors” in the Annual Report.

We have been impacted by supply chain constraints and inflationary pressures

We have experienced inventory fluctuations and build up at customers as a result of global supply chain disruptions and have experienced inflationary pressures across all of our cost categories. While we have implemented pricing and productivity measures to combat these pressures, they may continue to adversely impact our results.

Fluctuations in foreign currency rates impact our results

Our consolidated results of operations are comprised of many different functional currencies that translate into our U.S. Dollar reporting currency. The movement of the U.S. Dollar against those functional currencies, particularly the Euro, has caused significant variability in our results and may continue to do so in the future.

Key indicators of performance and financial condition

To evaluate our performance, we monitor a number of key indicators including certain non-GAAP financial measurements that we believe are useful to investors, creditors and others in assessing our performance. These measurements should not be considered in isolation or as a substitute for reported GAAP results because they may include or exclude certain items as compared to similar GAAP-based measurements, and such measurements may not be comparable to similarly-titled measurements reported by other companies. Rather, these measurements should be considered as an additional way of viewing aspects of our operations that provide a more complete understanding of our business.

The key indicators that we monitor are as follows:

•Net sales, gross margin, operating income and net income or loss. These measures are discussed in the section entitled “Results of operations”;

•Organic net sales growth, which is a non-GAAP measure discussed in the section entitled “Results of operations.” Organic net sales growth (decline) eliminates from our reported net sales change the impact of changes in foreign currency exchange rates. We believe that this measurement is useful to investors as a way to measure and evaluate our underlying commercial operating performance consistently across our segments and the periods presented. This measurement is used by our management for the same reason. Reconciliations to the change in reported net sales, the most directly comparable GAAP financial measure, are included in the section entitled “Results of operations”;

25

•Adjusted EBITDA and Adjusted EBITDA margin, which are non-GAAP measures discussed in the section entitled “Results of operations.” Adjusted EBITDA is used by investors to measure and evaluate our operating performance exclusive of interest expense, income tax expense, depreciation, amortization and certain other adjustments. Adjusted EBITDA margin is Adjusted EBITDA divided by net sales as determined under GAAP. We believe that these measurements are useful to investors as a way to analyze the underlying trends in our business consistently across the periods presented. This measurement is used by our management for the same reason. A reconciliation of net income or loss, the most directly comparable GAAP financial measure, to Adjusted EBITDA is included in the section entitled “Reconciliations of non-GAAP measures”;

•Cash flows from operating activities, which we discuss in the section entitled “Liquidity and capital resources—Historical cash flows”;

•Free cash flow, which is a non-GAAP measure, is equal to our cash flows from operating activities, plus acquisition-related costs paid in the period, less capital expenditures. We believe that this measurement is useful to investors as it provides a view on the Company’s ability to generate cash for use in financing or investing activities. This measurement is used by management for the same reason. A reconciliation of cash flows from operating activities, the most directly comparable GAAP financial measure, to free cash flow, is included in the section entitled “Liquidity and capital resources—Historical cash flows.”

Results of operations

We present results of operations in the same way that we manage our business, evaluate our performance and allocate our resources. We also provide discussion of net sales and Adjusted EBITDA by geographic segment based on customer location: Americas, Europe and AMEA. Corporate costs are managed on a standalone basis and not allocated to segments.

Executive summary

(dollars in millions)	Three months ended September 30,						Change
	2023			2022
Net sales	$	1,720.2		$	1,856.5		$	(136.3)
Gross margin	33.6		%	35.0		%	(140) bps
Operating income	$	210.2		$	275.8		$	(65.6)
Net income	108.4			167.0			(58.6)
Adjusted EBITDA	317.8			384.0			(66.2)
Adjusted EBITDA margin	18.5		%	20.7		%	(220) bps

The third quarter net sales decline was driven by decreases in all three regions primarily due to declines in customer demand, the impact of customer destocking, and COVID-19 related headwinds. Unfavorable product mix and inflationary factors contributed to contraction in gross margin. Softness in sales volumes along with unfavorable product mix drove Adjusted EBITDA margin contraction.

26

Net Sales

Three months ended

(in millions)	Three months ended September 30,				Reconciliation of net sales growth (decline) to organic net sales growth (decline)
					Net sales growth (decline)		Foreign currency impact		Organic net sales growth (decline)
	2023		2022
Americas	$	1,019.2	$	1,123.2	$	(104.0)	$	1.0	$	(105.0)
Europe	579.8		595.1		(15.3)		41.1		(56.4)
AMEA	121.2		138.2		(17.0)		—		(17.0)
Total	$	1,720.2	$	1,856.5	$	(136.3)	$	42.1	$	(178.4)

Net sales decreased $136.3 million or 7.3%, which included $42.1 million or 2.3% of favorable foreign currency impact. Organic net sales decreased by $178.4 million or 9.6% (declining 7.9% when excluding the impact of sales of COVID-19-related products in both periods, referred to herein as COVID-19 related headwinds or tailwinds).

In the Americas, net sales decreased $104.0 million or 9.3%, which included $1.0 million or 0.1% of favorable foreign currency impact. Organic net sales decreased by $105.0 million or 9.4% (7.9% excluding COVID-19 headwinds). Additional information on organic net sales by end market (with approximate percentage of total organic net sales for the region) is as follows:

•Biopharma (55%) — Sales declined double-digits, primarily due to reduced customer demand, as well as the roll-off of COVID-19 revenues for vaccines, in addition to destocking of lab products and single-use solutions.

•Healthcare (10%) — Sales increased low single-digits primarily due to growth in our formulated silicones offering for medical implants, partially offset by destocking and demand softness in consumables offerings to customers in this end market.

•Education and government (15%) — Sales increased low single-digits primarily due to continued strong growth to higher education customers, partially offset by weaker demand from K-12 and government customers.

•Advanced technologies & applied materials (20%) — Sales decreased double-digits driven by softness in the demand for our semiconductor and electronic device offerings.

In Europe, net sales decreased $15.3 million or 2.6%, which included $41.1 million or 6.9% of favorable foreign currency impact. Organic net sales decreased $56.4 million or 9.5% (8.6% excluding COVID-19 headwinds). Additional information on organic net sales by end market (with approximate percentage of total organic net sales for the region) is as follows:

•Biopharma (50%) — Sales declined double-digits, primarily due to reduced customer demand and destocking of lab consumables and single-use solutions as well as the roll-off of COVID-19 revenues for vaccines.

•Healthcare (10%) — Sales declined double-digits primarily due to reduced customer demand and destocking of lab consumables.

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•Education & government (10%) — Sales were flat driven by improved activity in academia and government labs offset by destocking of lab consumables.

•Advanced technologies & applied materials (30%) — Sales decreased low single-digits primarily driven by reduced customer demand and destocking of lab consumables.

In AMEA, net sales decreased $17.0 million or 12.3%. There was no material foreign currency impact to net sales. Organic net sales decreased $17.0 million or 12.3% (5.4% excluding COVID-19 headwinds). Additional information on organic net sales by end market (with approximate percentage of total organic net sales for the region) is as follows:

•Biopharma (45%) — Sales decreased low single-digits due to the roll-off of COVID-19 revenues associated with vaccine production.

•Advanced technologies & applied materials (45%) — Sales declined double-digits primarily driven by softness in our proprietary offerings into the semiconductor industry.

Nine months ended

(in millions)	Nine months ended September 30,				Reconciliation of net sales growth (decline) to organic net sales growth (decline)
					Net sales growth (decline)		Foreign currency impact		Organic net sales growth (decline)
	2023		2022
Americas	$	3,076.8	$	3,423.2	$	(346.4)	$	(3.7)	$	(342.7)
Europe	1,816.9		1,899.3		(82.4)		19.4		(101.8)
AMEA	350.7		394.9		(44.2)		(8.0)		(36.2)
Total	$	5,244.4	$	5,717.4	$	(473.0)	$	7.7	$	(480.7)

Net sales decreased $473.0 million or 8.3%, which included $7.7 million or 0.1% of favorable foreign currency impact. Organic decline in net sales was $480.7 million or 8.4% (5.3% excluding COVID-19 headwinds).

In the Americas, net sales decreased $346.4 million or 10.1%, which included $3.7 million or 0.1% of unfavorable foreign currency impact. Organic decline in net sales was $342.7 million or 10.0% (6.8% excluding COVID-19 headwinds) for reasons similar to the three month period, in addition to the roll-off of COVID-19 testing and PPE revenues.

In Europe, net sales decreased $82.4 million or 4.3%, which included $19.4 million or 1.0% of favorable foreign currency impact. Organic decline in net sales was $101.8 million or 5.3% (2.9% excluding COVID-19 headwinds) for reasons similar to the three month period, in addition to the roll-off of COVID-19 testing.

In AMEA, net sales decreased $44.2 million or 11.2%, which included $8.0 million or 2.0% of unfavorable foreign currency impact. Organic decline in net sales was $36.2 million or 9.2% (4.4% excluding COVID-19 headwinds) for reasons similar to the three month period.

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Gross margin

	Three months ended September 30,				Change	Nine months ended September 30,				Change
	2023		2022			2023		2022
Gross margin	33.6	%	35.0	%	(140) bps	34.2	%	34.8	%	(60) bps

Three and nine months ended

Gross margin for the three and nine months ended September 30, 2023 contracted by 140 basis points and 60 basis points, respectively, resulting primarily from unfavorable product mix and the impact of inflationary pressures, partially offset by lower distribution costs.

Operating income

(in millions)	Three months ended September 30,				Change		Nine months ended September 30,				Change
	2023		2022				2023		2022
Gross profit	$	578.6	$	650.7	$	(72.1)	$	1,793.4	$	1,988.3	$	(194.9)
Operating expenses (excluding impairment charges)	368.4		374.9		(6.5)		1,119.5		1,109.9		9.6
Impairment charges	—		—		—		160.8		—		160.8
Operating income	$	210.2	$	275.8	$	(65.6)	$	513.1	$	878.4	$	(365.3)

Three months ended

Operating income decreased primarily from lower gross profit, as previously discussed, partially offset by lower operating expenses driven by lower accruals related to incentive compensation.

Nine months ended

Operating income decreased primarily from lower gross profit, as previously discussed, as well as higher operating expenses driven by asset impairment charges recorded in the second quarter of 2023, the accrual of a long-term retention incentive, inflation and investments made to grow the business, partially offset by lower accruals related to incentive compensation.

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Net income

(in millions)	Three months ended September 30,				Change		Nine months ended September 30,				Change
	2023		2022				2023		2022
Operating income	$	210.2	$	275.8	$	(65.6)	$	513.1	$	878.4	$	(365.3)
Interest expense	(72.4)		(67.3)		(5.1)		(219.5)		(196.0)		(23.5)
Loss on extinguishment of debt	(2.0)		(2.9)		0.9		(5.9)		(10.8)		4.9
Other income, net	0.7		2.7		(2.0)		3.3		4.8		(1.5)
Income tax expense	(28.1)		(41.3)		13.2		(68.4)		(131.6)		63.2
Net income	$	108.4	$	167.0	$	(58.6)	$	222.6	$	544.8	$	(322.2)

Three and nine months ended

Net income decreased primarily due to lower operating income, as previously discussed, as well as higher interest expense from rising interest rates on our variable-rate term loans, partially offset by loss on the extinguishment of our debt resulting from lower optional prepayments of our term loans and by lower income tax expense due to lower income before income taxes.

Adjusted EBITDA and Adjusted EBITDA margin

For a reconciliation of Adjusted EBITDA to Net income, the most directly comparable measure under GAAP, see “Reconciliations of non-GAAP financial measures.”

(dollars in millions)	Three months ended September 30,						Change		Nine months ended September 30,						Change
	2023			2022					2023			2022
Adjusted EBITDA:
Americas	$	223.8		$	262.3		$	(38.5)	$	711.4		$	846.3		$	(134.9)
Europe	102.9			130.3			(27.4)		335.8			393.0			(57.2)
AMEA	33.8			35.7			(1.9)		93.7			101.1			(7.4)
Corporate	(42.7)			(44.3)			1.6		(133.9)			(129.2)			(4.7)
Total	$	317.8		$	384.0		$	(66.2)	$	1,007.0		$	1,211.2		$	(204.2)
Adjusted EBITDA margin	18.5		%	20.7		%	(220) bps		19.2		%	21.2		%	(200) bps

Three months ended

Adjusted EBITDA decreased $66.2 million or 17.2%, which included a favorable foreign currency translation impact of $7.1 million. The remaining decline was $73.3 million or 19.0% which is further discussed below.

In the Americas, Adjusted EBITDA declined $38.5 million or 14.7%, or 14.8% when adjusted for favorable foreign currency translation impact. The decrease was driven by lower sales volumes, unfavorable manufacturing variances and product mix, partially offset by reduced operating expenses and lower distribution costs.

30

In Europe, Adjusted EBITDA declined $27.4 million or 21.0%, or 26.4% when adjusted for favorable foreign currency translation impact. The decrease was driven by sales volume contraction and unfavorable product mix, partially offset by reduced operating expenses, distribution costs and favorable manufacturing variances.

In AMEA, Adjusted EBITDA declined $1.9 million or 5.3%. There was no material foreign currency translation impact to Adjusted EBITDA. The decrease was driven by lower sales volume and inflationary pressures, partially offset by lower operating expenses and distribution costs.

In Corporate, Adjusted EBITDA increased $1.6 million or 3.6% reflecting continued cost containment across the corporate functions.

Nine months ended

Adjusted EBITDA decreased $204.2 million or 16.9%, which included an unfavorable foreign currency translation impact of $1.7 million or 0.1%. The remaining decline was $202.5 million or 16.8% which is further discussed below.

In the Americas, Adjusted EBITDA declined $134.9 million or 15.9%, or 15.8% when adjusted for unfavorable foreign currency translation impact. Lower gross profit from sales volume decline and unfavorable product mix was partially offset by commercial excellence and lower distribution costs.

In Europe, Adjusted EBITDA declined $57.2 million or 14.6%, or 15.0% when adjusted for favorable foreign currency translation impact due to lower gross profit from sales volume decline and unfavorable product mix, partially offset by commercial excellence.

In AMEA, Adjusted EBITDA declined $7.4 million or 7.3%, or 5.3% when adjusted for unfavorable foreign currency translation impact due to lower gross profit from sales volume decline and inflationary pressures, partially offset by lower distribution costs.

In Corporate, Adjusted EBITDA declined $4.7 million or 3.6% reflecting investments in our workforce made over the course of 2022 and into 2023.

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Reconciliations of non-GAAP financial measures

The following table presents the reconciliation of net income to Adjusted EBITDA:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net income	$	108.4	$	167.0	$	222.6	$	544.8
Interest expense	72.4		67.3		219.5		196.0
Income tax expense	28.1		41.3		68.4		131.6
Depreciation and amortization	98.0		100.6		301.7		304.8
Loss on extinguishment of debt	2.0		2.9		5.9		10.8
Net foreign currency gain from financing activities	(0.5)		(1.2)		(2.3)		(0.2)
Other stock-based compensation expense (benefit)	0.1		(1.6)		0.1		(3.3)
Integration-related expenses1	0.2		6.4		8.3		13.6
Purchase accounting adjustments2	—		—		—		9.4
Restructuring and severance charges3	6.1		1.3		18.0		3.7
Reserve for certain legal matters4	3.0		—		4.0		—
Impairment charges5	—		—		160.8		—
Adjusted EBITDA	$	317.8	$	384.0	$	1,007.0	$	1,211.2

━━━━━━━━━

1.Represents non-recurring direct costs incurred with third parties and the accrual of a long-term retention incentive to integrate acquired companies. These expenses represent incremental costs and are unrelated to normal operations of our business. Integration expenses are incurred over a pre-defined integration period specific to each acquisition.

2.Represents the non-cash reduction of contingent consideration related to the Ritter acquisition and the amortization of the purchase accounting adjustment to record inventory acquired from Masterflex at fair value.

3.Reflects the incremental expenses incurred in the period related to initiatives to increase profitability and productivity. Typical costs included in this caption are employee severance, site-related exit costs, and contract termination costs.

4.Represents charges and legal costs in connection with certain litigation and other contingencies that are unrelated to our core operations and not reflective of on-going business and operating results.

5.As described in note 1 to our unaudited condensed consolidated financial statements.

Liquidity and capital resources

We fund short-term cash requirements primarily from operating cash flows and credit facilities. Most of our long-term financing is from indebtedness. For the three and nine months ended September 30, 2023, we generated $230.7 million and $618.4 million of cash from operating activities, ended the quarter with $236.9 million of cash and cash equivalents and our availability under our credit facilities was $987.7 million. We have no debt repayments due in the next twelve months other than required term loan payments of $32.8 million and receivables facility borrowing of $297.7 million.

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Liquidity

The following table presents our primary sources of liquidity:

(in millions)	September 30, 2023
	Receivables facility		Revolving credit facility		Total
Unused availability under credit facilities:
Capacity	$	325.8	$	975.0	$	1,300.8
Undrawn letters of credit outstanding	(15.4)		—		(15.4)
Outstanding borrowings	(297.7)		—		(297.7)
Unused availability	$	12.7	$	975.0	$	987.7
Cash and cash equivalents					236.9
Total liquidity					$	1,224.6

Some of our credit line availability depends upon maintaining a sufficient borrowing base of eligible accounts receivable. We believe that we have sufficient capital resources to meet our liquidity needs.

Our debt agreements include representations and covenants that we consider usual and customary, and our receivables facility and senior secured credit facilities include a financial covenant that becomes applicable for periods in which we have drawn more than 35% of our revolving credit facility under the senior secured credit facilities. In this circumstance, we are not permitted to have combined borrowings on our senior secured credit facilities and secured notes in excess of a pro forma net leverage ratio, as defined in our credit agreements. As we had not drawn more than 35% of our revolving credit facility in this period, this covenant was not applicable at September 30, 2023.

At September 30, 2023, $215.6 million or 91.0% of our $236.9 million in cash and cash equivalents was held by our non-U.S. subsidiaries and may be subject to certain taxes upon repatriation, primarily where foreign withholding taxes apply.

33

Historical cash flows

The following table presents a summary of cash provided by (used in) various activities:

(in millions)	Nine months ended September 30,				Change
	2023		2022
Operating activities:
Net income	$	222.6	$	544.8	(322.2)
Non-cash items1	475.3		350.5		124.8
Working capital changes2	(10.0)		(155.1)		145.1
All other	(69.5)		(102.2)		32.7
Total	$	618.4	$	638.0	$	(19.6)
Investing activities	$	(93.7)	$	(76.5)	$	(17.2)
Cash paid for acquisitions, net of cash acquired	—		(20.2)		20.2
Capital expenditures	(95.8)		(99.8)		4.0
Cash proceeds from settlement of cross currency swap	—		42.5		(42.5)
Financing activities	(659.6)		(567.1)		(92.5)

━━━━━━━━━

1.Consists of typical non-cash charges including depreciation and amortization, impairments, stock based compensation expense, deferred income tax expense and others.

2.Includes changes to our accounts receivable, inventory, contract assets and accounts payable.

Cash flows from operating activities provided $19.6 million less cash in 2023 primarily due to lower net income, partially offset by improved working capital and lower payments for incentive compensation payments for fiscal year 2022 company performance.

Investing activities used $17.2 million more cash in 2023. The change was primarily attributable to the absence of cross currency swap settlement and acquisition activity in 2023 which provided a net cash inflow of $22.3 million in 2022, partially offset by a reduction in capital expenditures compared to the prior year.

Financing activities used $92.5 million more cash in 2023 primarily due to the net repayments made on the receivables facility in 2023 compared to having net borrowings in 2022. This was partially offset by lower repayments on our term loans in 2023 compared to the prior year.

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Free cash flow

(in millions)	Nine months ended September 30,				Change
	2023		2022
Net cash provided by operating activities	$	618.4	$	638.0	$	(19.6)
Capital expenditures	(95.8)		(99.8)		4.0
Free cash flow	$	522.6	$	538.2	$	(15.6)

Free cash flow was $15.6 million lower in 2023 due to the changes in cash flows from operating activities noted above, partially offset by slight reduction in capital spending across the Company in 2023.

Indebtedness

For information about our indebtedness, refer to the section entitled “Liquidity” and note 8 to our unaudited condensed consolidated financial statements included in Part I, Item 1 — “Financial statements.”

New accounting standards

There were no new accounting standards that we expect to have a material impact on our financial position or results of operations upon adoption.

Item 3.    Quantitative and qualitative disclosures about market risk

There have been no significant changes to the disclosures about market risk included in our Annual Report.

Item 4.    Controls and procedures

Management’s evaluation of disclosure controls and procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), as of the end of the period covered by this report. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2023, the design and operation of our disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Changes in internal control over financial reporting

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934) during the fiscal quarter ended September 30, 2023, that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II — OTHER INFORMATION

35

Item 1.    Legal proceedings

For additional information regarding legal proceedings and matters, see note 7 to our unaudited condensed consolidated financial statements included in Part I, Item 1 — “Financial Statements,” which information is incorporated into this item by reference.

Item 1A.    Risk factors

For information regarding factors that could affect the Company's results of operations, financial condition and liquidity, see the risk factors discussed in Part I, Item 1A “Risk Factors” in our Annual Report. There have been no material changes to the risk factors disclosed in Part I—Item 1A of the Annual Report.

Item 2.    Unregistered sales of equity securities and use of proceeds

None.

Item 3.    Defaults upon senior securities

None.

Item 4.    Mine safety disclosures

Not applicable.

Item 5.    Other information

None.

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Item 6.    Exhibits

		Location of exhibits
Exhibit no.	Exhibit description	Form	Exhibit no.	Filling date
10.1	Amendment No. 4 dated as of September 19, 2023 to the Receivables Purchase Agreement, dated as of March 27, 2020 (as amended by Amendment No.1 to Receivables Purchase Agreement, dated as of December 21, 2021, Amendment No.2 to Receivables Purchase Agreement, dated as of October 25, 2022 and Amendment No. 3 to Receivables Purchase Agreement, dated as of June 14, 2023), among Avantor Receivables Funding, LLC, VWR International, LLC, Avantor Funding, Inc., as performance guarantor, PNC Bank, National Association, as administrator, LC Bank, Related Committed Purchaser and Purchaser Agent, and Wells Fargo Bank, National Association, as Related Committed Purchaser, Purchaser Agent and LC Participant	*
31.1	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	*
31.2	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	*
32.1	Certification of Principal Executive Officer pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002)	**
32.2	Certification of Principal Financial Officer pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002)	**
101	XBRL exhibits	*
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)	*

━━━━━━━━━

*        Filled herewith

**        Furnished herewith

37

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Avantor, Inc.
Date: October 27, 2023	By:	/s/ Steven Eck
		Name:	Steven Eck
		Title:	Senior Vice President, Chief Accounting Officer (Principal Accounting Officer)

38

EX-10.1

EXECUTION VERSION 1 US_ACTIVE\124698176\V-4 AMENDMENT NO. 4 TO RECEIVABLES PURCHASE AGREEMENT AND REAFFIRMATION OF PERFORMANCE GUARANTY THIS AMENDMENT NO. 4 TO RECEIVABLES PURCHASE AGREEMENT AND REAFFIRMATION OF PERFORMANCE GUARANTY (this “Amendment”), dated as of September 19, 2023, is among AVANTOR RECEIVABLES FUNDING, LLC, a Delaware limited liability company, as seller (the “Seller”), VWR INTERNATIONAL, LLC, a Delaware limited liability company (together with its successors and permitted assigns, “VWR”), as servicer (in such capacity, together with its successors and permitted assigns in such capacity, the “Servicer”), AVANTOR FUNDING, INC., as performance guarantor (in such capacity, together with its successors and permitted assigns in such capacity, the “Performance Guarantor”), PNC BANK, NATIONAL ASSOCIATION (“PNC”), as administrator (in such capacity, together with its successors and assigns in such capacity, the “Administrator”), PNC, as issuer of Letters of Credit (in such capacity, together with its successors and assigns in such capacity, the “LC Bank”) and as a LC participant (in such capacity, together with its successors and assigns in such capacity, a “LC Participant”), PNC, as related committed purchaser (in such capacity, together with its successors and assigns in such capacity, a “Related Committed Purchaser”), PNC, as purchaser agent for the PNC Purchaser Group (in such capacity, together with its successors and assigns in such capacity, a “Purchaser Agent”), WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as related committed purchaser (in such capacity, together with its successors and assigns in such capacity, a “Related Committed Purchaser” and together with PNC as a Related Committed Purchaser, the “Related Committed Purchasers”), Wells Fargo, as purchaser agent for the Wells Fargo Purchaser Group (in such capacity, together with its successors and assigns in such capacity, a “Purchaser Agent” and together with PNC as a Purchaser Agent, the “Purchaser Agents”), Wells Fargo, as LC participant (in such capacity, together with its successors and assigns in such capacity, a “LC Participant” and together with PNC as a LC Participant, the “LC Participants”), and acknowledged and agreed to by PNC CAPITAL MARKETS LLC, as structuring agent (in such capacity, together with its successors and permitted assigns in such capacity, the “Structuring Agent”). RECITALS WHEREAS, the Seller, the Servicer, the Purchasers and Purchaser Agents from time to time party thereto and the Administrator are parties to that certain Receivables Purchase Agreement, dated as of March 27, 2020 (as amended by Amendment No. 1 to Receivables Purchase Agreement and Reaffirmation of Performance Guaranty, dated as of December 21, 2021, Amendment No. 2 to Receivables Purchase Agreement and Reaffirmation of Performance Guaranty, dated as of October 25, 2022, Amendment No. 3 to Receivables Purchase Agreement and Reaffirmation of Performance Guaranty, dated as of June 14, 2023, the “Existing Agreement”, and as amended hereby and as may be further amended, supplemented, modified or restated from time to time, the “Agreement”); WHEREAS, the Performance Guarantor entered into the Performance Guaranty as of March 27, 2020 (as may be amended, restated, supplemented or otherwise modified from time to time, the “Performance Guaranty”) in favor of, and as accepted by, the Administrator;

2 US_ACTIVE\124698176\V-4 WHEREAS, Wells Fargo, as a Related Committed Purchaser, as the Purchaser Agent for the Wells Fargo Group, and as a LC Participant, the Administrator and the Seller, entered into the Assignment, Acceptance and Assumption, dated as of September 19, 2023 (as may be amended, restated supplemented or otherwise modified from time to time, the “Assumption Agreement”) and effective immediately prior to the effectiveness of this Amendment; and WHEREAS, the parties hereto are not related within the meaning of Section 267(b) or 707(b)(1) of the Internal Revenue Code of 1986 and have determined, based on bona fide, arm’s length negotiations between the parties, that the fair market value of the Existing Agreement before giving effect to this Amendment is substantially equivalent to its fair market value after giving effect hereto. NOW, THEREFORE, in consideration of their mutual covenants and agreements hereinafter set forth and intending to be legally bound hereby, the parties hereto covenant and agree as follows: 1. Incorporation of Recitals. The foregoing recitals are incorporated herein by reference as if fully set forth herein. 2. Certain Definitions. Capitalized terms used herein but not otherwise defined herein shall have the meanings assigned to such terms in the Existing Agreement. 3. Amendments. Effective as of the date hereof, the Existing Agreement is hereby amended as follows: (a) A new definition of “Amendment No. 4 Effective Date” is added to Exhibit I of the Existing Agreement in appropriate alphabetical order as follows: ““Amendment No. 4 Effective Date” means September 19, 2023.” (b) The definition of “Commitment” set forth in Exhibit I of the Existing Agreement is hereby deleted and replaced in its entirety with the following: ““Commitment” means, with respect to any Related Committed Purchaser, LC Participant or LC Bank, as applicable, the maximum aggregate amount which such Purchaser is obligated to pay hereunder on account of all Funded Purchases and all drawings under all Letters of Credit, on a combined basis as of any time, as set forth on Schedule IV or in the Assumption Agreement or Transfer Supplement pursuant to which it became a Purchaser, as such amount may be modified in connection with any subsequent assignment pursuant to Section 6.3(c) or in connection with a change in the Purchase Limit pursuant to Section 1.1(c).” (c) The definition of “Daily Reporting Trigger” set forth in Exhibit I of the Existing Agreement is hereby deleted and replaced in its entirety with the following: ““Daily Reporting Trigger” means any time the Available Liquidity is less than $125,000,000; provided, that a Daily Reporting Trigger shall only be effective upon the Majority Purchaser Agents’ declaration of the same.”

3 US_ACTIVE\124698176\V-4 (d) A new definition of “PINACLE” is added to Exhibit I of the Existing Agreement in appropriate alphabetical order as follows: ““PINACLE” means PNC’s PINACLE® auto-advance service or any similar or replacement electronic loan administration service implemented by PNC.” (e) A new definition of “PINACLE Agreement” is added to Exhibit I of the Existing Agreement in appropriate alphabetical order as follows: ““PINACLE Agreement” means a separate written agreement between the Seller and PNC regarding PINACLE, and any amendments, modifications or replacements thereof.” (f) The definition of “Weekly Reporting Trigger” set forth in Exhibit I of the Existing Agreement is hereby deleted and replaced in its entirety with the following: ““Weekly Reporting Trigger” at any time, the Available Liquidity is less than $200,000,000; provided, that, in each case, a Weekly Reporting Trigger shall only be effective upon the Majority Purchaser Agents’ declaration of the same.” (g) Section 1.2(a) of the Existing Agreement is hereby deleted and replaced in its entirety with the following: “Section 1.2 Making Purchases. (a) Each Funded Purchase (but not reinvestment) of undivided percentage ownership interests with regard to the Purchased Interest hereunder may be made on any day upon the Seller’s irrevocable written notice in the form of Annex B (each, a “Purchase Notice”); provided, that at any time when PNC (or an Affiliate thereof) is both the Administrator and the sole Purchaser hereunder and the Seller has entered into a PINACLE Agreement, then any request for a Purchase made by the Seller using PINACLE shall constitute a Purchase Notice. Each Purchase Notice shall be delivered to the Administrator and each Purchaser Agent in accordance with Section 6.2 (which notice must be received by the Administrator and each Purchaser Agent before 3:00 p.m. New York City time on the requested Purchase Date for a Purchase made pursuant to PINACLE or, otherwise: (i) before 12:00 Noon New York City time on the requested Purchase Date for a Funded Purchase equal to or less than $50,000,000 and (ii) before 2:00 p.m. New York City time for all other Funded Purchases at least one (1) Business Day before the requested Purchase Date), which notice shall specify: (A) in the case of a Funded Purchase (other than one made pursuant to Section 1.15(b)), the amount requested to be paid to the Seller by each Purchaser Group (such amount, which, with respect to Dollar Purchases, shall not be less than $300,000 (or such lesser amount as agreed to by the Administrator) and shall be in integral multiples of $100,000 in excess thereof and, with respect to Alternative Currency Purchases, shall not be less than €300,000 (or such lesser amount as agreed to by the Administrator) and shall be in integral multiples of €100,000 in excess thereof, in each case, with respect to each Purchaser Group), (B) the date of such Funded Purchase (which shall be a Business Day or in the case of an Alternative Currency Purchase, a Settlement Date), (C) the currency denomination in which the Funded Purchase is to be made, (D) for Funded Purchases being funded by a Purchaser other than through the issuance of Notes

4 US_ACTIVE\124698176\V-4 (1) the type of Alternate Rate requested for such Funded Purchase and (2) if applicable, the Tranche Period for such Funded Purchase and (E) the pro forma calculation of the Purchased Interest after giving effect to the increase in the Aggregate Capital. Following receipt of a Purchase Notice, each Purchaser Agent will determine whether the Conduit Purchasers in its Purchase Group agree to make the purchase of the Purchaser Group’s Ratable Share of such Purchase. If the Conduit Purchasers in any Purchaser Group declines to make a proposed Purchase, the Purchaser Agent for the related Purchaser Group shall notify Seller and Seller may cancel the Purchase Notice. In the absence of such a cancellation, the applicable Purchaser Group’s Ratable Share of the requested Purchase will be made by the Related Committed Purchasers in such Purchaser Group ratably based on their Ratable Shares. The Committed Purchasers in a Purchaser Group will not fund any portion of a Purchase unless the Conduit Purchasers in its Purchase Group have declined to fund such portion.” (b) Section 6.1 of the Existing Agreement is hereby deleted and replaced in its entirety with the following: “Section 6.1 Amendments, Etc. No amendment or waiver of any provision of this Agreement or any other Transaction Document, or consent to any departure by the Seller or the Servicer therefrom, shall be effective unless in a writing signed by the Administrator, the LC Bank and each of the Majority LC Participants and Majority Purchaser Agents, and, in the case of any amendment, by the other parties thereto; and then such amendment, waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, that no such amendment or waiver shall, without the consent of each affected Purchaser, (A) extend the date of any payment or deposit of Collections by the Seller or the Servicer, (B) reduce the rate or extend the time of payment of Discount, (C) reduce any fees payable to the Administrator, any Purchaser Agent or any Purchaser pursuant to the applicable Purchaser Group Fee Letter, (D) change the amount of Capital of any Purchaser, any Purchaser’s pro rata share of the Purchased Interest or any Related Committed Purchaser’s or LC Participant’s Commitment, (E) amend, modify or waive any provision of the definition of “Majority Purchaser Agents” or this Section 6.1, (F) consent to or permit the assignment or transfer by the Seller of any of its rights and obligations under this Agreement, (G) change the definition of “Eligible Receivable,” “Net Receivables Pool Balance,” “Facility Termination Date” other than an extension of such date in accordance with clause (H) or Section 1.22), “Total Reserves,” “Loss Reserve,” “Loss Reserve Percentage,” “Dilution Reserve,” “Dilution Reserve Percentage,” “EURO Currency Volatility Reserve” or “Termination Event,” (provided that a waiver of any Termination Event shall not constitute a “change” for purposes of this clause (G)) (H) extend the “Facility Termination Date” or (I) amend or modify any defined term (or any defined term used directly or indirectly in such defined term) used in clauses (A) through (I) above in a manner that would circumvent the intention of the restrictions set forth in such clauses. No failure on the part of the Purchasers, the Purchaser Agents or the Administrator to exercise, and no delay in exercising any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right.” (c) Each of signature page S-3, S-4 and S-5 is amended to delete the reference to “PNC Purchaser Group Commitment”.

5 US_ACTIVE\124698176\V-4 (d) A new Schedule IV is added to the Existing Agreement in the form attached hereto as Exhibit A. (e) Section 1(a)(ii) of Exhibit IV of the Existing Agreement is hereby deleted and replaced in its entirety with the following: “(ii) Information Packages, Weekly Reports and Daily Reports. As soon as available and in any event not later than two (2) Business Days prior to the Settlement Date, an Information Package as of the last day of the most recently completed Fiscal Month. During a Weekly Reporting Trigger, as soon as available and in any event not later than the second Business Day of each week, a Weekly Report of the most recently completed week. During a Daily Reporting Trigger or upon the occurrence and continuation of a Termination Event and the election of the Majority Purchaser Agents to cause the Settlement Date to occur more frequently than weekly, on such Settlement Date, a Daily Report.” (f) Section 2(a)(iv) of Exhibit IV of the Existing Agreement is hereby deleted and replaced in its entirety with the following: “(iv) Information Packages, Weekly Reports and Daily Reports. As soon as available and in any event not later than two (2) Business Days prior to the Settlement Date, an Information Package as of the last day of the most recently completed Fiscal Month. During a Weekly Reporting Trigger, as soon as available and in any event not later than the second Business Day of each week, a Weekly Report of the most recently completed week. During a Daily Reporting Trigger or upon the occurrence and continuation of a Termination Event and the election of the Majority Purchaser Agents to cause the Settlement Date to occur more frequently than weekly, on such Settlement Date, a Daily Report.” 4. Representations and Warranties. The Seller, Servicer and Performance Guarantor hereby represent and warrant that: (a) no Termination Event or Unmatured Termination Event exists or will exist immediately after giving effect to the transactions contemplated hereby, (b) all representations and warranties of such party contained in the Existing Agreement, in this Amendment and in the other Transaction Documents are true and correct in all material respects (without duplication of any materiality qualifiers), (c) the execution, delivery and performance of this Amendment and any other document related hereto by such party have been duly authorized by all necessary corporate or other organizational action, and (d) this Amendment and any other document related hereto have been duly executed and delivered by such party. 5. Limitation; Effect of Amendment. No provision of the Existing Agreement or any other Transaction Document is amended or waived in any way other than as provided herein. Except as set forth expressly herein, all terms of the Existing Agreement and the other Transaction Documents shall be and remain in full force and effect and are hereby ratified and confirmed, and shall constitute the legal, valid, binding, and enforceable obligations of the parties thereto. As of the date hereof, each reference in the Existing Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” or words of like import, and each reference in the other Transaction Documents to the Existing Agreement (including, without limitation, by means of words like “thereunder,”

6 US_ACTIVE\124698176\V-4 “thereof”, “therein” and words of like import), shall mean and be a reference to the Existing Agreement as amended by this Amendment. This Amendment constitutes a Transaction Document. 6. No Novation or Mutual Departure. The Seller, the Servicer and the Performance Guarantor expressly acknowledge and agree that there has not been, and this Amendment does not constitute or establish, a novation with respect to the Existing Agreement or any of the Transaction Documents, or a mutual departure from the strict terms, provisions, and conditions thereof other than with respect to the amendment in Section 3. 7. Counterparts; Effectiveness. (a) This Amendment may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. (b) The Effective Date of this Amendment, as set forth above, shall be completed by the Administrator as of the date when: (i) The Administrator shall have received fully executed counterparts of (A) this Amendment, (B) the Amended and Restated Fee Letter, dated as of the date hereof, by the Administrator, the LC Bank, the Related Committed Purchasers, the Purchaser Agents and the LC Participants, and acknowledged and agreed to by the Seller and the Structuring Agent, (C) the Administrator Fee Letter, dated as of the date hereof, by the Administrator, and acknowledged and agreed to by the Seller and the Structuring Agent, and (D) the Assumption Agreement (collectively, the “Amendment Documents”), in each case, in form and substance satisfactory to the Administrator; (ii) Wells Fargo, as a Purchaser Agent and LC Participant, shall have received favorable reliance letters addressed to it, in form and substance satisfactory to it, from Simpson Thatcher & Bartlett LLP, as counsel to the Seller, the Servicer, the Performance Guarantor and the Originators, with respect to each opinion delivered in connection with the closing of the Existing Agreement on March 27, 2020; (iii) The Administrator shall have received such other documents and certificates as the Administrator (or any Purchaser Agent or LC Participant) shall have reasonably requested on or prior to the date hereof; (iv) Wells Fargo, as Related Committed Purchaser, Purchaser Agent and LC Participant, shall have received all fees and other amounts due and payable to it under the Fee Letter, dated as of the date hereof, between Wells Fargo and the Structuring Agent; and

7 US_ACTIVE\124698176\V-4 (v) The Administrator, the Related Committed Purchasers, the Purchaser Agents and the LC Participants (or the Structuring Agent on behalf of PNC, if applicable), in each case, shall have received all fees and other amounts due and payable to it under the Transaction Documents and in connection with the Amendment Documents on or prior to the date hereof, including, to the extent invoiced, payment or reimbursement of all fees and expenses (including reasonable and documented out-of- pocket fees, charges and disbursements of counsel) required to be paid or reimbursed on or prior to the date hereof. To the extent such fees and other amounts have not yet been invoiced, the Seller agrees to remit payment to the applicable party promptly upon receipt of such invoice. (c) The words “execution,” “signed,” “signature,” and words of like import in this Amendment shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act. The parties hereto agree that this Amendment may, at the Administrator’s option, be in the form of an electronic record and may be signed or executed using electronic signatures. For the avoidance of doubt, the authorization under this paragraph may include, without limitation, use or acceptance by the Administrator of a manually signed paper signature page which has been converted into electronic form (such as scanned into PDF format) for transmission, delivery and/or retention. 8. Section Headings. Section headings used in this Amendment are for convenience of reference only and shall not govern the interpretation of any of the provisions of this Amendment. 9. Severability. The provisions of this Amendment are intended to be severable. If any provision of this Amendment shall be held invalid or unenforceable in whole or in part in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction. 10. Fees and Costs. Seller will pay on demand all out-of-pocket fees, costs, and expenses of Administrator, including but not limited to the fees and expenses of outside counsel, in connection with the preparation, execution, and delivery of the Amendment Documents in each case subject to and in the manner set forth in Section 6.4(a) of the Existing Agreement. 11. Governing Law, Etc. The terms of the Existing Agreement relating to governing law, submission to jurisdiction, waiver of venue and waiver of jury trial are incorporated herein by reference, mutatis mutandis, and the parties hereto agree to such terms. 12. Reaffirmation of the Performance Guaranty. After giving effect to the Amendment Documents and the transactions contemplated thereby, all of the provisions of the Performance

8 US_ACTIVE\124698176\V-4 Guaranty shall remain in full force and effect and the Performance Guarantor hereby ratifies and affirms the Performance Guaranty and acknowledges that the Performance Guaranty has continued and shall continue in full force and effect in accordance with its terms. [Signature Pages Follow]

Amendment No. 4 to Receivables Purchase Agreement (PNC-VWR) S-2 PNC BANK, NATIONAL ASSOCIATION, individually and as Administrator, LC Bank, Related Committed Purchaser, Purchaser Agent for the PNC Purchaser Group and LC Participant By: Name: Title: WELLS FARGO BANK, NATIONAL ASSOCIATION, individually and as Related Committed Purchaser, Purchaser Agent for the Wells Fargo Purchaser Group and LC Participant By: Name: Title: Senior Vice President Eric Bruno

Amendment No. 4 to Receivables Purchase Agreement (PNC-VWR) S-4 Acknowledged and agreed to by, as of the date first written above: PNC CAPITAL MARKETS LLC, as Structuring Agent By: Name: Title: Managing Director Eric Bruno

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Michael Stubblefield, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Avantor, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 27, 2023	By:	/s/ Michael Stubblefield
		Name:	Michael Stubblefield
		Title:	President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, R. Brent Jones, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Avantor, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 27, 2023	By:	/s/ R. Brent Jones
		Name:	R. Brent Jones
		Title:	Executive Vice President and Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

Certification Pursuant to

18 U.S.C. Section 1350,

as Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q of Avantor, Inc. (the “Company”) for the three months ended September 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael Stubblefield, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: October 27, 2023	By:	/s/ Michael Stubblefield
		Name:	Michael Stubblefield
		Title:	President and Chief Executive Officer

EX-32.2

Exhibit 32.2

Certification Pursuant to

18 U.S.C. Section 1350,

as Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q of Avantor, Inc. (the “Company”) for the three months ended September 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, R. Brent Jones, Executive Vice President, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: October 27, 2023	By:	/s/ R. Brent Jones
		Name:	R. Brent Jones
		Title:	Executive Vice President and Chief Financial Officer (Principal Financial Officer)

XML

Document and entity information - shares	9 Months Ended
	Sep. 30, 2023	Oct. 23, 2023
Cover [Abstract]
Document Type	10-Q
Amendment flag	false
Document quarterly report	true
Document Period End Date	Sep. 30, 2023
Document transition report	false
Entity file number	001-38912
Entity Registrant Name	Avantor, Inc.
Entity incorporation state or country code	DE
Entity tax identification number	82-2758923
Entity Address, Address Line One	Radnor Corporate Center, Building One, Suite 200
Entity Address, Address Line Two	100 Matsonford Road
Entity Address, City or Town	Radnor
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19087
Entity central index key	0001722482
Current fiscal year end date	--12-31
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Document fiscal year focus	2023
Document fiscal period focus	Q3
Entity common stock, shares outstanding		676,386,215
Local Phone Number	386-1700
City Area Code	610
Title of 12(b) Security	Common stock, $0.01 par value
Trading Symbol	AVTR
Security Exchange Name	NYSE

XML

Unaudited condensed consolidated balance sheets - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Assets
Cash and cash equivalents	$ 236.9	$ 372.9
Accounts receivable, net of allowances of $33.5 and $28.2	1,150.3	1,218.4
Inventory	850.3	913.5
Other current assets	147.3	153.1
Total current assets	2,384.8	2,657.9
Property, plant and equipment, net of accumulated depreciation of $579.7 and $518.4	698.3	727.0
Other intangible assets, net (see note 6)	3,788.1	4,133.3
Goodwill	5,637.7	5,652.6
Other assets	289.2	293.5
Total assets	12,798.1	13,464.3
Liabilities and stockholders’ equity
Current portion of debt	335.6	364.2
Accounts payable	655.8	758.2
Employee-related liabilities	120.0	122.4
Accrued interest	39.6	49.9
Other current liabilities	337.1	364.1
Total current liabilities	1,488.1	1,658.8
Debt, net of current portion	5,290.5	5,923.3
Deferred income tax liabilities	648.8	731.4
Other liabilities	271.3	295.4
Total liabilities	7,698.7	8,608.9
Commitments and contingencies (see note 7)
Common stock including paid-in capital, 676.3 and 674.3 shares issued and outstanding	3,817.5	3,785.3
Accumulated earnings	1,393.0	1,170.4
Accumulated other comprehensive loss	(111.1)	(100.3)
Total stockholders’ equity	5,099.4	4,855.4
Total liabilities and stockholders’ equity	$ 12,798.1	$ 13,464.3

XML

Unaudited condensed consolidated balance sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Accounts receivable, net of allowances of $33.5 and $28.2	$ 33.5	$ 28.2
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	$ 579.7	$ 518.4
Common Stock, Shares, Outstanding	676.3	674.3

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Unaudited condensed consolidated statements of operations - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Net sales	$ 1,720.2	$ 1,856.5	$ 5,244.4	$ 5,717.4
Cost of sales	1,141.6	1,205.8	3,451.0	3,729.1
Gross profit	578.6	650.7	1,793.4	1,988.3
Selling, general and administrative expenses	368.4	374.9	1,119.5	1,109.9
Impairment charges	0.0	0.0	160.8	0.0
Operating income	210.2	275.8	513.1	878.4
Interest expense	(72.4)	(67.3)	(219.5)	(196.0)
Loss on extinguishment of debt	(2.0)	(2.9)	(5.9)	(10.8)
Other income, net	0.7	2.7	3.3	4.8
Income before income taxes	136.5	208.3	291.0	676.4
Income tax expense	(28.1)	(41.3)	(68.4)	(131.6)
Net income	108.4	167.0	222.6	544.8
Accumulation of yield on preferred stock	0.0	0.0	0.0	(24.2)
Net income available to common stockholders	$ 108.4	$ 167.0	$ 222.6	$ 520.6
Earnings per share:
Basic	$ 0.16	$ 0.25	$ 0.33	$ 0.81
Diluted	$ 0.16	$ 0.25	$ 0.33	$ 0.80
Weighted average shares outstanding:
Basic	676.0	674.1	675.4	643.0
Diluted	678.5	679.3	678.1	680.4

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Unaudited condensed consolidated statements of comprehensive income or loss - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 108.4	$ 167.0	$ 222.6	$ 544.8
Other comprehensive loss:
Foreign currency translation — unrealized loss	(30.4)	(62.1)	(4.8)	(160.1)
Derivative instruments:
Unrealized gain	8.0	20.7	24.7	27.7
Reclassification of (gain) loss into earnings	(8.4)	0.2	(22.5)	(1.1)
Defined benefit plans:
Activity related to defined benefit plans	(0.9)	(0.1)	(6.6)	4.4
Other comprehensive loss before income taxes	(31.7)	(41.3)	(9.2)	(129.1)
Income tax effect	(7.5)	(22.2)	(1.6)	(39.5)
Other comprehensive loss	(39.2)	(63.5)	(10.8)	(168.6)
Comprehensive income	$ 69.2	$ 103.5	$ 211.8	$ 376.2

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Unaudited condensed consolidated statements of stockholders' equity or deficit - shares - USD ($) shares in Millions, $ in Millions	Total	Preferred Stock Including Additional Paid in Capital	Common Stock Including Additional Paid in Capital
Beginning balance at Dec. 31, 2021		20.7	609.7
Stock option exercises and other common stock transactions			1.6
Stock Issued During Period, Value, Conversion of Convertible Securities	$ 0.0	$ (1,003.7)	$ 1,003.7
Ending balance at Sep. 30, 2022		0.0	674.2
Stock Issued During Period, Shares, Conversion of Convertible Securities		(20.7)	62.9
Beginning balance at Jun. 30, 2022			673.9
Stock option exercises and other common stock transactions			0.3
Ending balance at Sep. 30, 2022		0.0	674.2
Beginning balance at Dec. 31, 2022		0.0	674.3
Stock option exercises and other common stock transactions			2.0
Ending balance at Sep. 30, 2023		0.0	676.3
Beginning balance at Jun. 30, 2023			675.7
Stock option exercises and other common stock transactions			0.6
Ending balance at Sep. 30, 2023		0.0	676.3

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Unaudited condensed consolidated statements of stockholders' equity or deficit - amounts - USD ($) shares in Millions, $ in Millions	Total	Preferred Stock Including Additional Paid in Capital	Common Stock Including Additional Paid in Capital	Accumulated deficit	AOCI
Shares, Outstanding		20.7	609.7
Beginning balance at Dec. 31, 2021	$ 4,197.0	$ 1,003.7	$ 2,752.6	$ 483.9	$ (43.2)
Comprehensive income (loss)	376.2			544.8	(168.6)
Stock-based compensation expense	39.1		39.1
Accumulation of yield on preferred stock	(24.2)		(24.2)
Stock option exercises and other common stock transactions	3.3		$ 3.3
Stock Issued During Period, Shares, Conversion of Convertible Securities		(20.7)	62.9
Ending balance at Sep. 30, 2022	4,591.4	$ 0.0	$ 3,774.5	1,028.7	(211.8)
Stock Issued During Period, Value, Conversion of Convertible Securities	0.0	(1,003.7)	$ 1,003.7
Shares, Outstanding			673.9
Beginning balance at Jun. 30, 2022	4,469.5		$ 3,756.1	861.7	(148.3)
Comprehensive income (loss)	103.5			167.0	(63.5)
Stock-based compensation expense	13.7		13.7
Stock option exercises and other common stock transactions	4.7		4.7
Ending balance at Sep. 30, 2022	4,591.4	$ 0.0	$ 3,774.5	1,028.7	(211.8)
Shares, Outstanding		0.0	674.2
Shares, Outstanding		0.0	674.3
Beginning balance at Dec. 31, 2022	4,855.4	$ 0.0	$ 3,785.3	1,170.4	(100.3)
Comprehensive income (loss)	211.8			222.6	(10.8)
Stock-based compensation expense	31.6		31.6
Stock option exercises and other common stock transactions	0.6		0.6
Ending balance at Sep. 30, 2023	5,099.4	0.0	$ 3,817.5	1,393.0	(111.1)
Shares, Outstanding			675.7
Beginning balance at Jun. 30, 2023	5,011.3		$ 3,798.6	1,284.6	(71.9)
Comprehensive income (loss)	69.2			108.4	(39.2)
Stock-based compensation expense	9.7		9.7
Stock option exercises and other common stock transactions	9.2		9.2
Ending balance at Sep. 30, 2023	$ 5,099.4	$ 0.0	$ 3,817.5	$ 1,393.0	$ (111.1)
Shares, Outstanding		0.0	676.3

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Unaudited condensed consolidated statements of cash flows - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net income	$ 222.6	$ 544.8
Reconciling adjustments:
Depreciation and amortization	301.7	304.8
Impairment charges	160.8	0.0
Stock-based compensation expense	31.7	35.8
Provision for accounts receivable and inventory	62.5	43.9
Deferred income tax benefit	(94.1)	(61.8)
Amortization of deferred financing costs	9.9	12.1
Loss on extinguishment of debt	5.9	10.8
Foreign currency remeasurement (gain) loss	(3.1)	4.9
Changes in assets and liabilities:
Accounts receivable	55.1	(99.0)
Inventory	9.1	(114.1)
Accounts payable	(95.8)	65.1
Accrued interest	(10.3)	(11.2)
Other assets and liabilities	(38.5)	(98.0)
Other, net	0.9	(0.1)
Net cash provided by operating activities	618.4	638.0
Cash flows from investing activities:
Capital expenditures	(95.8)	(99.8)
Cash paid for acquisitions, net of cash acquired	0.0	(20.2)
Cash proceeds from settlement of cross currency swap	0.0	42.5
Other	2.1	1.0
Net cash used in investing activities	(93.7)	(76.5)
Cash flows from financing activities:
Debt borrowings	0.0	245.0
Debt repayments	(657.9)	(783.0)
Payments of debt refinancing fees and premiums	(2.3)	0.0
Payments of dividends on preferred stock	0.0	(32.4)
Proceeds received from exercise of stock options	14.1	16.4
Shares repurchased to satisfy employee tax obligations for vested stock-based awards	(13.5)	(13.1)
Net cash used in financing activities	(659.6)	(567.1)
Effect of currency rate changes on cash	(1.3)	(33.7)
Net change in cash, cash equivalents and restricted cash	(136.2)	(39.3)
Cash, cash equivalents and restricted cash, beginning of period	396.9	327.1
Cash, cash equivalents and restricted cash, end of period	$ 260.7	$ 287.8

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Nature of operations and presentation of financial statements

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of operations and presentation of financial statements

1.    Nature of operations and presentation of financial statements

We are a global manufacturer and distributor that provides products and services to customers in the biopharmaceutical, healthcare, education & government and advanced technologies & applied materials industries.

Basis of presentation

The accompanying condensed consolidated financial statements have been prepared pursuant to SEC regulations whereby certain information normally included in GAAP financial statements has been condensed or omitted. The financial information presented herein reflects all adjustments (consisting only of normal, recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. The results for interim periods are not necessarily indicative of the results to be expected for the full year.

We believe that the disclosures included herein are adequate to make the information presented not misleading in any material respect when read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report. Those audited consolidated financial statements include a summary of our significant accounting policies.

Principles of consolidation

All intercompany balances and transactions have been eliminated from the financial statements.

Use of estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported throughout the financial statements. Actual results could differ from those estimates.

Asset impairment - Ritter

The Company’s long-lived assets include property, plant and equipment, finite-lived intangible assets and certain other assets. For impairment testing purposes, long-lived assets may be grouped with working capital and other types of assets or liabilities if they generate cash flows on a combined basis. We evaluate long-lived assets or asset groups for impairment whenever events or changes in circumstances indicate a potential inability to recover their carrying amounts. The test to determine if long-lived assets or asset groups are impaired first compares their carrying values to their estimated undiscounted future cash flows. If the carrying values exceed the estimated undiscounted cash flows, an impairment charge is calculated as the amount that the carrying values exceed their fair values.

Persistently high customer inventory in the end markets served by Ritter and an overall slowdown in research activity has caused Ritter’s revenue to decline compared to prior expectations. Due to these sustained declines, in the second quarter of 2023, we performed an impairment test of the Ritter asset group, which resulted in a fair value that was lower than its carrying value. As a result, we recorded impairment charges of $106.4 million on Ritter’s finite-lived intangible assets and $54.4 million on

Ritter’s property, plant & equipment in the unaudited condensed consolidated statements of operations. These charges impact our Europe reportable segment.

Our impairment test was performed as of June 30, 2023 and utilized our latest estimates of Ritter’s projected cash flows, including revenues, gross margin, SG&A expenses, capital expenditures to maintain the acquired assets, and investments in debt free net working capital, as well as current market assumptions for the discount rate.

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Earnings per share

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Earnings Per Share

2.    Earnings per share

The following table presents the reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2023:

(in millions, except per share data)	Three months ended September 30, 2023					Nine months ended September 30, 2023
	Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share		Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share
Basic	$	108.4	676.0	$	0.16	$	222.6	675.4	$	0.33
Dilutive effect of stock-based awards	—		2.5			—		2.7
Diluted	$	108.4	678.5	$	0.16	$	222.6	678.1	$	0.33

The following table presents the reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2022:

(in millions, except per share data)	Three months ended September 30, 2022						Nine months ended September 30, 2022
	Earnings (numerator)		Weighted average shares outstanding (denominator)		Earnings per share		Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share
Basic	$	167.0	674.1		$	0.25	$	520.6	643.0	$	0.81
Dilutive effect of stock-based awards	—		5.2				—		6.8
Dilutive impact of MCPS	—		—				$	24.2	30.6
Diluted	$	167.0	$	679.3	$	0.25	$	544.8	680.4	$	0.80

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Segment financial information

9 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Segment financial information

3.    Segment financial information

We report three geographic segments based on customer location: Americas, Europe and AMEA. Each segment manufactures and distributes solutions for the biopharmaceutical, healthcare, education & government and advanced technologies & applied materials industries. Corporate costs are managed on a standalone basis and not allocated to segments.

The following table presents information by reportable segment:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net sales:
Americas	$	1,019.2	$	1,123.2	$	3,076.8	$	3,423.2
Europe	579.8		595.1		1,816.9		1,899.3
AMEA	121.2		138.2		350.7		394.9
Total	$	1,720.2	$	1,856.5	$	5,244.4	$	5,717.4
Adjusted EBITDA:
Americas	$	223.8	$	262.3	$	711.4	$	846.3
Europe	102.9		130.3		335.8		393.0
AMEA	33.8		35.7		93.7		101.1
Corporate	(42.7)		(44.3)		(133.9)		(129.2)
Total	$	317.8	$	384.0	$	1,007.0	$	1,211.2

The amounts above exclude inter-segment activity because it is not material. All of the net sales for each segment are from external customers.

The following table presents the reconciliation of Adjusted EBITDA from net income, the nearest measurement under GAAP:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net income	$	108.4	$	167.0	$	222.6	$	544.8
Interest expense	72.4		67.3		219.5		196.0
Income tax expense	28.1		41.3		68.4		131.6
Depreciation and amortization	98.0		100.6		301.7		304.8
Loss on extinguishment of debt	2.0		2.9		5.9		10.8
Net foreign currency gain from financing activities	(0.5)		(1.2)		(2.3)		(0.2)
Other stock-based compensation expense (benefit)	0.1		(1.6)		0.1		(3.3)
Integration-related expenses1	0.2		6.4		8.3		13.6
Purchase accounting adjustments2	—		—		—		9.4
Restructuring and severance charges3	6.1		1.3		18.0		3.7
Reserve for certain legal matters4	3.0		—		4.0		—
Impairment charges5	—		—		160.8		—
Adjusted EBITDA	$	317.8	$	384.0	$	1,007.0	$	1,211.2

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1.Represents non-recurring direct costs incurred with third parties and the accrual of a long-term retention incentive to integrate acquired companies. These expenses represent incremental costs and are unrelated to

normal operations of our business. Integration expenses are incurred over a pre-defined integration period specific to each acquisition.

2.Represents the non-cash reduction of contingent consideration related to the Ritter acquisition and the amortization of the purchase accounting adjustment to record inventory acquired from Masterflex at fair value.

3.Reflects the incremental expenses incurred in the period related to initiatives to increase profitability and productivity. Typical costs included in this caption are employee severance, site-related exit costs, and contract termination costs.

4.Represents charges and legal costs in connection with certain litigation and other contingencies that are unrelated to our core operations and not reflective of on-going business and operating results.

5.As described in note 1.

The following table presents net sales by product line:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Proprietary materials & consumables	$	629.0	$	727.4	$	1,920.4	$	2,216.7
Third party materials & consumables	632.8		665.7		1,929.0		2,078.4
Services & specialty procurement	238.6		225.1		712.4		692.3
Equipment & instrumentation	219.8		238.3		682.6		730.0
Total	$	1,720.2	$	1,856.5	$	5,244.4	$	5,717.4

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Supplemental disclosures of cash flow information

9 Months Ended

Sep. 30, 2023

Supplemental Cash Flow Elements [Abstract]

Supplemental disclosures of cash flow information

4.    Supplemental disclosures of cash flow information

The following tables present supplemental disclosures of cash flow information:

(in millions)	September 30, 2023		December 31, 2022
Cash and cash equivalents	$	236.9	$	372.9
Restricted cash classified as other assets	23.8		24.0
Total	$	260.7	$	396.9

At September 30, 2023 and December 31, 2022, amounts included in restricted cash primarily represent funds held in escrow to satisfy a long-term retention incentive related to the acquisition of Ritter.

(in millions)	Nine months ended September 30,
	2023		2022
Cash flows from operating activities:
Cash paid for income taxes, net	$	195.3	$	182.3
Cash paid for interest, net, excluding financing leases	214.2		187.0
Cash paid for interest on finance leases	3.8		3.8
Cash paid under operating leases	32.4		32.2
Cash flows from financing activities:
Cash paid under finance leases	3.8		3.5

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Inventory

9 Months Ended

Sep. 30, 2023

Inventory Disclosure [Abstract]

Inventory

5.    Inventory

The following table presents the components of inventory:

(in millions)	September 30, 2023		December 31, 2022
Merchandise inventory	$	516.7	$	556.1
Finished goods	96.8		117.1
Raw materials	173.8		181.2
Work in process	63.0		59.1
Total	$	850.3	$	913.5

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Other intangible assets

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Other intangible assets

6.    Other intangible assets

The following table presents the components of other intangible assets:

(in millions)	September 30, 2023						December 31, 2022
	Gross value		Accumulated amortization and impairment1		Carrying value		Gross value		Accumulated amortization and impairment1		Carrying value
Customer relationships	$	4,793.6	$	1,579.8	$	3,213.8	$	4,806.4	$	1,333.5	$	3,472.9
Trade names	353.6		218.5		135.1		354.4		205.1		149.3
Other	629.9		283.0		346.9		630.9		212.1		418.8
Total finite-lived	$	5,777.1	$	2,081.3	3,695.8		$	5,791.7	$	1,750.7	4,041.0
Indefinite-lived					92.3						92.3
Total					$	3,788.1					$	4,133.3

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1.As of September 30, 2023, accumulated impairment losses on Customer relationships were $65.9 million and on Other were $40.5 million totaling $106.4 million. As of December 31, 2022, there were no accumulated impairment losses.

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Commitments and contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and contingencies

7.    Commitments and contingencies

Our business involves commitments and contingencies related to compliance with environmental laws and regulations, the manufacture and sale of products and litigation. The ultimate resolution of contingencies is subject to significant uncertainty, and it is reasonably possible that contingencies could be decided unfavorably against us.

Environmental laws and regulations

Our environmental liabilities are subject to changing governmental policy and regulations, discovery of unknown conditions, judicial proceedings, method and extent of remediation, existence of other potentially responsible parties and future changes in technology. We believe that known and unknown environmental matters, if not resolved favorably, could have a material effect on our financial position, liquidity and profitability. Matters to be disclosed are as follows:

The New Jersey Department of Environmental Protection has ordered us to remediate groundwater conditions near our plant in Phillipsburg, New Jersey. At September 30, 2023, our accrued obligation under this order is $2.4 million, which is calculated based on expected cash payments discounted at rates ranging from 4.5% to 5.5% between 2023 and 2045. The undiscounted amount of that obligation is $3.8 million. We are indemnified against any losses incurred in this matter as stipulated through the agreement referenced in our Annual Report.

In 2016, we assessed the environmental condition of our chemical manufacturing site in Gliwice, Poland. Our assessment revealed specific types of soil and groundwater contamination throughout the site. We are also monitoring the condition of a closed landfill on that site. These matters are not covered by our indemnification arrangement because they relate to an operation we subsequently acquired. At September 30, 2023, our balance sheet includes a liability of $1.0 million for remediation and monitoring costs. That liability is estimated primarily on discounted expected remediation payments and is not materially different from its undiscounted amount.

Manufacture and sale of products

Our business involves risk of product liability, patent infringement and other claims in the ordinary course of business arising from the products that we produce ourselves or obtain from our suppliers, as well as from the services we provide. Our exposure to such claims may increase to the extent that we expand our manufacturing operations or service offerings.

We maintain insurance policies to protect us against these risks, including product liability insurance. In many cases the suppliers of products we distribute have indemnified us against such claims. Our insurance coverage or indemnification agreements with suppliers may not be adequate in all pending or any future cases brought against us. Furthermore, our ability to recover under any insurance or indemnification arrangements is subject to the financial viability of our insurers, our suppliers and our suppliers’ insurers, as well as legal enforcement under the local laws governing the arrangements.

We have entered into indemnification agreements with customers of our self-manufactured products to protect them from liabilities and losses arising from our negligence, willful misconduct or sale of defective products. To date, we have not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions.

Litigation

At September 30, 2023, there was no outstanding litigation that we believe would result in material losses if decided against us, and we do not believe that there are any unasserted matters that are reasonably possible to result in a material loss.

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Debt

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Debt

8.    Debt

The following table presents information about our debt:

(dollars in millions)	September 30, 2023				December 31, 2022
	Interest terms	Rate	Amount
Receivables facility	SOFR1 plus 0.80%	6.22%	$	297.7	$	327.2
Senior secured credit facilities:
Euro term loans B-4	EURIBOR plus 2.50%	6.36%	625.6		636.7
Euro term loans B-5	EURIBOR plus 2.00%	5.86%	336.0		342.0
U.S. dollar term loans B-5	SOFR1 plus 2.25%	7.67%	872.7		1,488.3
2.625% secured notes	fixed rate	2.625%	687.6		694.5
3.875% unsecured notes	fixed rate	3.875%	800.0		800.0
3.875% unsecured notes	fixed rate	3.875%	423.1		427.3
4.625% unsecured notes	fixed rate	4.625%	1,550.0		1,550.0
Finance lease liabilities			67.9		68.9
Other			12.1		14.2
Total debt, gross			5,672.7		6,349.1
Less: unamortized deferred financing costs			(46.6)		(61.6)
Total debt			$	5,626.1	$	6,287.5
Classification on balance sheets:
Current portion of debt			$	335.6	$	364.2
Debt, net of current portion			5,290.5		5,923.3

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1.SOFR includes credit spread adjustment.

Credit facilities

The following table presents availability under our credit facilities:

(in millions)	September 30, 2023
	Receivables facility		Revolving credit facility		Total
Capacity	$	325.8	$	975.0	$	1,300.8
Undrawn letters of credit outstanding	(15.4)		—		(15.4)
Outstanding borrowings	(297.7)		—		(297.7)
Unused availability	$	12.7	$	975.0	$	987.7

Capacity under the receivables facility is calculated as the lower of eligible borrowing base or facility limit of $400.0 million. Eligible borrowing base is determined as total available accounts receivable less ineligible accounts receivable and other adjustments. At September 30, 2023, total available accounts receivable under the receivables facility were $576.2 million.

In June 2023, we amended the revolving credit facility to increase its funding limit up to $975.0 million and extended the term to June 29, 2028. We capitalized $2.3 million of fees in connection with this transaction.

In June 2023, the Company entered into an Amendment to the Receivables Purchase Agreement to increase the Delinquency Ratio cap from 13.0% to 16.0%.

Senior secured credit facilities

During the quarter ended September 30, 2023, we made prepayments of $210.0 million on our U.S. dollar term loan B-5 that matures on November 8, 2027. In connection with this prepayment, we expensed $2.0 million of previously unamortized deferred financing costs as a loss on extinguishment of debt. We also amended our U.S. dollar term loan B-5 from LIBOR based floating rate interest to SOFR based floating rate interest during the second quarter of 2023. This amendment was done in accordance with Accounting Standards Codification (ASC) 848 and had no impact on the financial statements. The Company is applying optional expedients and exceptions to certain contract modifications and hedging relationships as permitted under ASU 2020-04 and 2022-06.

Debt covenants

Our debt agreements include representations and covenants that we consider usual and customary, and our receivables facility and senior secured credit facilities include a financial covenant that becomes applicable for periods in which we have drawn more than 35% of our revolving credit facility under the senior secured credit facilities. In this circumstance, we are not permitted to have combined borrowings on our senior secured credit facilities and secured notes in excess of a pro forma net leverage ratio, as defined in our credit agreements. As we had not drawn more than 35% of our revolving credit facility in this period, this covenant was not applicable at September 30, 2023.

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Accumulated other comprehensive income or loss

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Accumulated other comprehensive income or loss

9.    Accumulated other comprehensive income or loss

The following table presents changes in the components of AOCI:

(in millions)	Foreign currency translation		Derivative instruments		Defined benefit plans		Total
Balance at June 30, 2023	$	(100.4)	$	21.9	$	6.6	$	(71.9)
Unrealized (loss) gain	(30.4)		8.0		(0.9)		(23.3)
Reclassification of gain into earnings	—		(8.4)		—		(8.4)
Change due to income taxes	(7.9)		0.1		0.3		(7.5)
Balance at September 30, 2023	$	(138.7)	$	21.6	$	6.0	$	(111.1)
Balance at June 30, 2022	$	(132.5)	$	4.7	$	(20.5)	$	(148.3)
Unrealized (loss) gain	(62.1)		20.7		—		(41.4)
Reclassification of loss (gain) into earnings	—		0.2		(0.1)		0.1
Change due to income taxes	(17.4)		(5.0)		0.2		(22.2)
Balance at September 30, 2022	$	(212.0)	$	20.6	$	(20.4)	$	(211.8)
Balance at December 31, 2022	$	(131.3)	$	19.9	$	11.1	$	(100.3)
Unrealized (loss) gain	(4.8)		24.7		(6.6)		13.3
Reclassification of gain into earnings	—		(22.5)		—		(22.5)
Change due to income taxes	(2.6)		(0.5)		1.5		(1.6)
Balance at September 30, 2023	$	(138.7)	$	21.6	$	6.0	$	(111.1)
Balance at December 31, 2021	$	(19.2)	$	0.4	$	(24.4)	$	(43.2)
Unrealized (loss) gain	(160.1)		27.7		4.6		(127.8)
Reclassification of gain into earnings	—		(1.1)		(0.2)		(1.3)
Change due to income taxes	(32.7)		(6.4)		(0.4)		(39.5)
Balance at September 30, 2022	$	(212.0)	$	20.6	$	(20.4)	$	(211.8)

The reclassifications and income tax effects shown above were immaterial to the financial statements and were made to either cost of sales or SG&A expenses depending upon the nature of the underlying transaction. The income tax effects in the three and nine months ended September 30, 2023 on foreign currency translation were due to our net investment hedge and cross-currency swap discussed in note 13.

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Stock-based compensation

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-based compensation

10.    Stock-based compensation

The following table presents the components of stock-based compensation expense:

(in millions)	Classification	Three months ended September 30,				Nine months ended September 30,
		2023		2022		2023		2022
Stock options	Equity	$	3.0	$	4.1	$	10.2	$	12.1
RSUs	Equity	6.5		9.3		20.7		26.0
Other	Both	0.3		(1.3)		0.8		(2.3)
Total		$	9.8	$	12.1	$	31.7	$	35.8
Award classification:
Equity		$	9.7	$	13.7	$	31.6	$	39.1
Liability		0.1		(1.6)		0.1		(3.3)

At September 30, 2023, unvested awards under our plans have remaining stock-based compensation expense of $91.9 million to be recognized over a weighted average period of 1.9 years.

Stock options

The following table presents information about outstanding stock options:

(options and intrinsic value in millions)	Number of options	Weighted average exercise price per option		Aggregate intrinsic value		Weighted average remaining term
Balance at December 31, 2022	16.1	$	20.90
Granted	2.1	23.53
Exercised	(0.7)	15.41
Forfeited	(0.7)	24.83
Balance at September 30, 2023	16.8	21.29		$	36.5	5.8 years
Expected to vest	3.9	24.83		2.3		8.5 years
Vested	12.9	20.22		34.2		4.9 years

During the nine months ended September 30, 2023, we granted stock options that have a contractual life of ten years and will vest annually over four years, subject to the recipient continuously providing service to us through such date.

RSUs

The following table presents information about unvested RSUs:

(awards in millions)	Number of awards	Weighted average grant date fair value per award
Balance at December 31, 2022	4.2	$	24.29
Granted	2.1	26.21
Vested	(1.7)	18.80
Forfeited	(0.5)	29.12
Balance at September 30, 2023	4.1	26.69

During the nine months ended September 30, 2023, we granted RSUs that will vest annually over three to four years, subject to the recipient continuously providing service to us throughout the vesting period. Certain of those awards contain performance and market conditions that impact the number of shares that will ultimately vest. We recorded expense on these awards of $1.7 million and $2.9 million for the three months ended September 30, 2023 and September 30, 2022, respectively, and $3.5 million and $7.9 million for the nine months ended September 30, 2023 and September 30, 2022, respectively.

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Other income or expense, net

9 Months Ended

Sep. 30, 2023

Other Income and Expenses [Abstract]

Other income or expense, net

11.    Other income or expense, net

The following table presents the components of other income or expense, net:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net foreign currency gain from financing activities	$	0.5	$	1.2	$	2.3	$	0.2
Income related to defined benefit plans	0.3		1.4		1.0		4.4
Other	(0.1)		0.1		—		0.2
Other income, net	$	0.7	$	2.7	$	3.3	$	4.8

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Income taxes

9 Months Ended

Sep. 30, 2023

Income Tax Disclosure [Abstract]

Income taxes

12.    Income taxes

The following table presents the relationship between income tax expense and income before income taxes:

(in millions)	Three months ended September 30,						Nine months ended September 30,
	2023			2022			2023			2022
Income before income taxes	$	136.5		$	208.3		$	291.0		$	676.4
Income tax expense	(28.1)			(41.3)			(68.4)			(131.6)
Effective income tax rate	20.6		%	19.8		%	23.5		%	19.5		%

Income tax expense in the quarter is based upon the estimated income for the full year. The composition of the income in different countries and adjustments, if any, in the applicable quarterly periods influences our expense.

The relationship between pre-tax income and income tax expense is affected by the impact of losses for which we cannot claim a tax benefit, non-deductible expenses, and other items that increase tax expense without a relationship to income, such as withholding taxes and changes with respect to uncertain tax positions.

The change in the effective tax rate for the three and nine months ended September 30, 2023 when compared to the three and nine months ended September 30, 2022, is primarily due to the establishment of new valuation allowances against deferred tax assets not expected to be realized as a result of an impairment recognized in the second quarter of 2023, as well as the impact of a partial limitation on the tax deduction of executive compensation expense.

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Derivative and hedging activities

9 Months Ended

Sep. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative and hedging activities

13.    Derivative and hedging activities

Hedging instruments:

We engage in hedging activities to reduce our exposure to foreign currency exchange rates and interest rates. Our hedging activities are designed to manage specific risks according to our strategies, as summarized below, which may change from time to time. Our hedging activities consist of the following:

•Economic hedges — We are exposed to changes in foreign currency exchange rates on certain of our euro-denominated term loans and notes that move inversely from our portfolio of euro-denominated intercompany loans. The currency effects for these non-derivative instruments are recorded through earnings in the period of change and substantially offset one another;

•Other hedging activities — Certain of our subsidiaries hedge short-term foreign currency denominated business transactions, external debt and intercompany financing transactions using foreign currency forward contracts. These activities were not material to our consolidated financial statements.

Cash flow hedges of interest rate risk

In April of 2023, the Company executed a $100.0 million interest rate swap to convert SOFR based floating rate interest to fixed rate interest. The transaction is intended to mitigate our exposure to fluctuations in interest rates and will terminate on October 27, 2025. In addition, in April of 2023, we amended our $750.0 million interest rate swap from LIBOR based floating rate interest to SOFR based floating rate interest. This amendment was done in accordance with ASC 848 and had no impact on the financial statements. The Company is applying optional expedients and exceptions to certain contract modifications and hedging relationships as permitted under ASU 2020-04 and 2022-06.

Our objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. 

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in AOCI and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $20.3 million will be reclassified as a reduction to interest expense.

As of September 30, 2023, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk:

(dollars in millions)
Interest rate derivative	Number of instruments	Notional
Interest rate swaps	2	$	850.0

Effect of cash flow hedge accounting on AOCI

The table below presents the effect of cash flow hedge accounting on AOCI for the three and nine months ended September 30, 2023 and September 30, 2022.

(in millions)
Hedging relationships	Amount of gain or (loss) recognized in OCI on Derivative								Location of gain or (loss) reclassified from AOCI into income	Amount of gain or (loss) reclassified from AOCI into income
	Three months ended September 30,				Nine months ended September 30,					Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022			2023		2022		2023		2022
Interest rate products	4.9		19.4		15.0		22.0		Interest income (expense)	5.2		(1.1)		12.7		(3.6)
Total	$	4.9	$	19.4	$	15.0	$	22.0		$	5.2	$	(1.1)	$	12.7	$	(3.6)

Effect of cash flow hedge accounting on the income statement

The table below presents the effect of our derivative financial instruments on the statement of operations for the three and nine months ended September 30, 2023 and September 30, 2022.

	Three months ended September 30,					Nine months ended September 30,
	2023		2022			2023		2022
(in millions)	Interest income (expense)			Interest income (expense)		Interest income (expense)		Interest income (expense)
Total amounts of line items presented in the statements of operations where the effects of cash flow hedges are recorded	$	(72.4)		$	(67.3)	$	(219.5)	$	(196.0)
Amount of gain (loss) reclassified from AOCI into income	$	5.2		$	(1.1)	$	12.7	$	(3.6)

Net investment hedges

We are exposed to fluctuations in foreign exchange rates on investments we hold in foreign entities, specifically our net investment in Avantor Holdings B.V., a EUR-functional-currency consolidated subsidiary, against the risk of changes in the EUR-USD exchange rate.

For derivatives designated as net investment hedges, the gain or loss on the derivative is reported in AOCI as part of the cumulative translation adjustment. Amounts are reclassified out of AOCI into earnings when the hedged net investment is either sold or substantially liquidated.

As of September 30, 2023, we had the following outstanding foreign currency derivatives that were used to hedge its net investments in foreign operations:

(value in millions)
Foreign currency derivative	Number of instruments	Notional sold		Notional purchased
Cross-currency swaps	1	€	732.1	$	750.0

Effect of net investment hedges on AOCI and the income statement

The table below presents the effect of our net investment hedges on AOCI and the statement of operations for the three and nine months ended September 30, 2023 and September 30, 2022.

(in millions)
Hedging relationships	Amount of gain or (loss) recognized in OCI on Derivative				Location of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)	Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)
	September 30,					September 30,
	2023		2022			2023		2022
Three months ended:
Cross currency swaps	$	22.8	$	48.6	Interest income	$	3.2	$	3.3
Total	$	22.8	$	48.6		$	3.2	$	3.3
Nine months ended:
Cross currency swaps	$	9.6	$	79.4	Interest income	$	9.5	$	6.4
Total	$	9.6	$	79.4		$	9.5	$	6.4

The Company did not reclassify any other deferred gains or losses related to cash flow hedges from accumulated other comprehensive income (loss) to earnings for the three and nine months ended September 30, 2023 and September 30, 2022.

The table below presents the fair value of our derivative financial instruments as well as their classification on the Balance Sheet as of September 30, 2023 and December 31, 2022:

	Derivative assets						Derivative liabilities
	September 30, 2023			December 31, 2022			September 30, 2023			December 31, 2022
(in millions)	Balance sheet location	Fair value		Balance sheet location	Fair value		Balance sheet location	Fair value		Balance sheet location	Fair value
Derivatives designated as hedging instruments:
Interest rate products	Other current assets	$	28.5	Other current assets	$	26.2	Other current liabilities	$	—	Other current liabilities	$	—
Foreign exchange products	Other current assets	—		Other current assets	—		Other current liabilities	(21.3)		Other current liabilities	(21.4)
Total		$	28.5		$	26.2		$	(21.3)		$	(21.4)

Non-derivative financial instruments which are designated as hedging instruments:

We designated all of our outstanding €400.0 million 3.875% senior unsecured notes, issued on July 17, 2020, and maturing on July 15, 2028, as a hedge of our net investment in certain of our European operations. For instruments that are designated and qualify as net investment hedges, the foreign currency

transactional gains or losses are reported as a component of AOCI. The gains or losses would be reclassified into earnings upon a liquidation event or deconsolidation of a hedged foreign subsidiary.

Net investment hedge effectiveness is assessed based upon the change in the spot rate of the foreign currency denominated debt. The critical terms of the foreign currency notes match the portion of the net investments designated as being hedged. At September 30, 2023, the net investment hedge was equal to the designated portion of the European operations and was considered to be perfectly effective.

The accumulated (gain) related to the foreign currency denominated debt designated as net investment hedges classified in the foreign currency translation adjustment component of AOCI was $(28.5) million and $(24.3) million as of September 30, 2023 and December 31, 2022, respectively.

The amount of gain related to the foreign currency denominated debt designated as net investment hedges classified in the foreign currency translation adjustment component of other comprehensive income or loss for the three and nine months ended September 30, 2023 and September 30, 2022 are presented below:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net investment hedges	$	(13.5)	$	(27.1)	$	(4.2)	$	(63.3)

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Financial instruments and fair value measurements

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Financial instruments and fair value measurements

14.    Financial instruments and fair value measurements

Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable and debt.

Certain financial and nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. As discussed in note 1, during the second quarter of 2023, property, plant and equipment, customer relationships and developed technology related to the Ritter asset group were deemed to be impaired and their carrying values were reduced to estimated fair values of $25.9 million, $31.4 million and $19.3 million, respectively. This was the result of an impairment charge of $160.8 million. The Company estimates the fair value of the Ritter asset group using Level 3 inputs, which included a discounted cash flow analysis.

Assets and liabilities for which fair value is only disclosed

The carrying amount of cash and cash equivalents was the same as its fair value and is a Level 1 measurement. The carrying amounts for trade accounts receivable and accounts payable approximated fair value due to their short-term nature and are Level 2 measurements.

The following table presents the gross amounts, which exclude unamortized deferred financing costs, and the fair values of debt instruments:

(in millions)	September 30, 2023				December 31, 2022
	Gross amount		Fair value		Gross amount		Fair value
Receivables facility	$	297.7	$	297.7	$	327.2	$	327.2
Senior secured credit facilities:
Euro term loans B-4	625.6		626.4		636.7		627.5
Euro term loans B-5	336.0		338.2		342.0		340.7
U.S. dollar term loans B-5	872.7		873.3		1,488.3		1,485.5
2.625% secured notes	687.6		658.9		694.5		658.5
3.875% unsecured notes	800.0		689.4		800.0		672.0
3.875% unsecured notes	423.1		390.1		427.3		396.5
4.625 % unsecured notes	1,550.0		1,413.1		1,550.0		1,407.6
Finance lease liabilities	67.9		67.9		68.9		68.9
Other	12.1		12.1		14.2		14.2
Total	$	5,672.7	$	5,367.1	$	6,349.1	$	5,998.6

The fair values of debt instruments are based on standard pricing models that take into account the present value of future cash flows, and in some cases private trading data, which are level 2 measurements.

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Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net income	$ 108.4	$ 167.0	$ 222.6	$ 544.8

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Nature of operations and presentation of financial statements (Policies)

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of presentation

Basis of presentation

The accompanying condensed consolidated financial statements have been prepared pursuant to SEC regulations whereby certain information normally included in GAAP financial statements has been condensed or omitted. The financial information presented herein reflects all adjustments (consisting only of normal, recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. The results for interim periods are not necessarily indicative of the results to be expected for the full year.

We believe that the disclosures included herein are adequate to make the information presented not misleading in any material respect when read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report. Those audited consolidated financial statements include a summary of our significant accounting policies.

Principles of consolidation

Principles of consolidation

All intercompany balances and transactions have been eliminated from the financial statements.

Use of estimates

Use of estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported throughout the financial statements. Actual results could differ from those estimates.

Asset impairment - Ritter

Asset impairment - Ritter

The Company’s long-lived assets include property, plant and equipment, finite-lived intangible assets and certain other assets. For impairment testing purposes, long-lived assets may be grouped with working capital and other types of assets or liabilities if they generate cash flows on a combined basis. We evaluate long-lived assets or asset groups for impairment whenever events or changes in circumstances indicate a potential inability to recover their carrying amounts. The test to determine if long-lived assets or asset groups are impaired first compares their carrying values to their estimated undiscounted future cash flows. If the carrying values exceed the estimated undiscounted cash flows, an impairment charge is calculated as the amount that the carrying values exceed their fair values.

Persistently high customer inventory in the end markets served by Ritter and an overall slowdown in research activity has caused Ritter’s revenue to decline compared to prior expectations. Due to these sustained declines, in the second quarter of 2023, we performed an impairment test of the Ritter asset group, which resulted in a fair value that was lower than its carrying value. As a result, we recorded impairment charges of $106.4 million on Ritter’s finite-lived intangible assets and $54.4 million on

Ritter’s property, plant & equipment in the unaudited condensed consolidated statements of operations. These charges impact our Europe reportable segment.

Our impairment test was performed as of June 30, 2023 and utilized our latest estimates of Ritter’s projected cash flows, including revenues, gross margin, SG&A expenses, capital expenditures to maintain the acquired assets, and investments in debt free net working capital, as well as current market assumptions for the discount rate.

We did not identify any events or changes in circumstances that would indicate a potential inability to recover the carrying value of the Ritter asset group as of September 30, 2023.

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Earnings per share (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Reconciliation of basic and diluted earnings per share

The following table presents the reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2023:

(in millions, except per share data)	Three months ended September 30, 2023					Nine months ended September 30, 2023
	Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share		Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share
Basic	$	108.4	676.0	$	0.16	$	222.6	675.4	$	0.33
Dilutive effect of stock-based awards	—		2.5			—		2.7
Diluted	$	108.4	678.5	$	0.16	$	222.6	678.1	$	0.33

The following table presents the reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2022:

(in millions, except per share data)	Three months ended September 30, 2022						Nine months ended September 30, 2022
	Earnings (numerator)		Weighted average shares outstanding (denominator)		Earnings per share		Earnings (numerator)		Weighted average shares outstanding (denominator)	Earnings per share
Basic	$	167.0	674.1		$	0.25	$	520.6	643.0	$	0.81
Dilutive effect of stock-based awards	—		5.2				—		6.8
Dilutive impact of MCPS	—		—				$	24.2	30.6
Diluted	$	167.0	$	679.3	$	0.25	$	544.8	680.4	$	0.80

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Segment financial information (Tables)

9 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Schedule of segment financial information

The following table presents information by reportable segment:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net sales:
Americas	$	1,019.2	$	1,123.2	$	3,076.8	$	3,423.2
Europe	579.8		595.1		1,816.9		1,899.3
AMEA	121.2		138.2		350.7		394.9
Total	$	1,720.2	$	1,856.5	$	5,244.4	$	5,717.4
Adjusted EBITDA:
Americas	$	223.8	$	262.3	$	711.4	$	846.3
Europe	102.9		130.3		335.8		393.0
AMEA	33.8		35.7		93.7		101.1
Corporate	(42.7)		(44.3)		(133.9)		(129.2)
Total	$	317.8	$	384.0	$	1,007.0	$	1,211.2

The amounts above exclude inter-segment activity because it is not material. All of the net sales for each segment are from external customers.

Reconciliation of segment profitability to consolidated earnings

The following table presents the reconciliation of Adjusted EBITDA from net income, the nearest measurement under GAAP:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net income	$	108.4	$	167.0	$	222.6	$	544.8
Interest expense	72.4		67.3		219.5		196.0
Income tax expense	28.1		41.3		68.4		131.6
Depreciation and amortization	98.0		100.6		301.7		304.8
Loss on extinguishment of debt	2.0		2.9		5.9		10.8
Net foreign currency gain from financing activities	(0.5)		(1.2)		(2.3)		(0.2)
Other stock-based compensation expense (benefit)	0.1		(1.6)		0.1		(3.3)
Integration-related expenses1	0.2		6.4		8.3		13.6
Purchase accounting adjustments2	—		—		—		9.4
Restructuring and severance charges3	6.1		1.3		18.0		3.7
Reserve for certain legal matters4	3.0		—		4.0		—
Impairment charges5	—		—		160.8		—
Adjusted EBITDA	$	317.8	$	384.0	$	1,007.0	$	1,211.2

━━━━━━━━━

1.Represents non-recurring direct costs incurred with third parties and the accrual of a long-term retention incentive to integrate acquired companies. These expenses represent incremental costs and are unrelated to

normal operations of our business. Integration expenses are incurred over a pre-defined integration period specific to each acquisition.

2.Represents the non-cash reduction of contingent consideration related to the Ritter acquisition and the amortization of the purchase accounting adjustment to record inventory acquired from Masterflex at fair value.

3.Reflects the incremental expenses incurred in the period related to initiatives to increase profitability and productivity. Typical costs included in this caption are employee severance, site-related exit costs, and contract termination costs.

4.Represents charges and legal costs in connection with certain litigation and other contingencies that are unrelated to our core operations and not reflective of on-going business and operating results.

5.As described in note 1.

Schedule of net sales by product line

The following table presents net sales by product line:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Proprietary materials & consumables	$	629.0	$	727.4	$	1,920.4	$	2,216.7
Third party materials & consumables	632.8		665.7		1,929.0		2,078.4
Services & specialty procurement	238.6		225.1		712.4		692.3
Equipment & instrumentation	219.8		238.3		682.6		730.0
Total	$	1,720.2	$	1,856.5	$	5,244.4	$	5,717.4

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Supplemental disclosures of cash flow information (Tables)

9 Months Ended

Sep. 30, 2023

Supplemental Cash Flow Elements [Abstract]

Schedule of supplemental disclosures of cash flow information

The following tables present supplemental disclosures of cash flow information:

(in millions)	September 30, 2023		December 31, 2022
Cash and cash equivalents	$	236.9	$	372.9
Restricted cash classified as other assets	23.8		24.0
Total	$	260.7	$	396.9

At September 30, 2023 and December 31, 2022, amounts included in restricted cash primarily represent funds held in escrow to satisfy a long-term retention incentive related to the acquisition of Ritter.

(in millions)	Nine months ended September 30,
	2023		2022
Cash flows from operating activities:
Cash paid for income taxes, net	$	195.3	$	182.3
Cash paid for interest, net, excluding financing leases	214.2		187.0
Cash paid for interest on finance leases	3.8		3.8
Cash paid under operating leases	32.4		32.2
Cash flows from financing activities:
Cash paid under finance leases	3.8		3.5

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Inventory (Tables)

9 Months Ended

Sep. 30, 2023

Inventory Disclosure [Abstract]

Schedule of inventory components

The following table presents the components of inventory:

(in millions)	September 30, 2023		December 31, 2022
Merchandise inventory	$	516.7	$	556.1
Finished goods	96.8		117.1
Raw materials	173.8		181.2
Work in process	63.0		59.1
Total	$	850.3	$	913.5

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Other intangible assets (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of components of other intangible assets

The following table presents the components of other intangible assets:

(in millions)	September 30, 2023						December 31, 2022
	Gross value		Accumulated amortization and impairment1		Carrying value		Gross value		Accumulated amortization and impairment1		Carrying value
Customer relationships	$	4,793.6	$	1,579.8	$	3,213.8	$	4,806.4	$	1,333.5	$	3,472.9
Trade names	353.6		218.5		135.1		354.4		205.1		149.3
Other	629.9		283.0		346.9		630.9		212.1		418.8
Total finite-lived	$	5,777.1	$	2,081.3	3,695.8		$	5,791.7	$	1,750.7	4,041.0
Indefinite-lived					92.3						92.3
Total					$	3,788.1					$	4,133.3

━━━━━━━━━

1.As of September 30, 2023, accumulated impairment losses on Customer relationships were $65.9 million and on Other were $40.5 million totaling $106.4 million. As of December 31, 2022, there were no accumulated impairment losses.

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Debt (Tables)

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Schedule of information about debt

The following table presents information about our debt:

(dollars in millions)	September 30, 2023				December 31, 2022
	Interest terms	Rate	Amount
Receivables facility	SOFR1 plus 0.80%	6.22%	$	297.7	$	327.2
Senior secured credit facilities:
Euro term loans B-4	EURIBOR plus 2.50%	6.36%	625.6		636.7
Euro term loans B-5	EURIBOR plus 2.00%	5.86%	336.0		342.0
U.S. dollar term loans B-5	SOFR1 plus 2.25%	7.67%	872.7		1,488.3
2.625% secured notes	fixed rate	2.625%	687.6		694.5
3.875% unsecured notes	fixed rate	3.875%	800.0		800.0
3.875% unsecured notes	fixed rate	3.875%	423.1		427.3
4.625% unsecured notes	fixed rate	4.625%	1,550.0		1,550.0
Finance lease liabilities			67.9		68.9
Other			12.1		14.2
Total debt, gross			5,672.7		6,349.1
Less: unamortized deferred financing costs			(46.6)		(61.6)
Total debt			$	5,626.1	$	6,287.5
Classification on balance sheets:
Current portion of debt			$	335.6	$	364.2
Debt, net of current portion			5,290.5		5,923.3

━━━━━━━━━

1.SOFR includes credit spread adjustment.

Schedule of availability under credit facilities

The following table presents availability under our credit facilities:

(in millions)	September 30, 2023
	Receivables facility		Revolving credit facility		Total
Capacity	$	325.8	$	975.0	$	1,300.8
Undrawn letters of credit outstanding	(15.4)		—		(15.4)
Outstanding borrowings	(297.7)		—		(297.7)
Unused availability	$	12.7	$	975.0	$	987.7

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Accumulated other comprehensive income or loss (Tables)

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Schedule of changes in components of AOCI

The following table presents changes in the components of AOCI:

(in millions)	Foreign currency translation		Derivative instruments		Defined benefit plans		Total
Balance at June 30, 2023	$	(100.4)	$	21.9	$	6.6	$	(71.9)
Unrealized (loss) gain	(30.4)		8.0		(0.9)		(23.3)
Reclassification of gain into earnings	—		(8.4)		—		(8.4)
Change due to income taxes	(7.9)		0.1		0.3		(7.5)
Balance at September 30, 2023	$	(138.7)	$	21.6	$	6.0	$	(111.1)
Balance at June 30, 2022	$	(132.5)	$	4.7	$	(20.5)	$	(148.3)
Unrealized (loss) gain	(62.1)		20.7		—		(41.4)
Reclassification of loss (gain) into earnings	—		0.2		(0.1)		0.1
Change due to income taxes	(17.4)		(5.0)		0.2		(22.2)
Balance at September 30, 2022	$	(212.0)	$	20.6	$	(20.4)	$	(211.8)
Balance at December 31, 2022	$	(131.3)	$	19.9	$	11.1	$	(100.3)
Unrealized (loss) gain	(4.8)		24.7		(6.6)		13.3
Reclassification of gain into earnings	—		(22.5)		—		(22.5)
Change due to income taxes	(2.6)		(0.5)		1.5		(1.6)
Balance at September 30, 2023	$	(138.7)	$	21.6	$	6.0	$	(111.1)
Balance at December 31, 2021	$	(19.2)	$	0.4	$	(24.4)	$	(43.2)
Unrealized (loss) gain	(160.1)		27.7		4.6		(127.8)
Reclassification of gain into earnings	—		(1.1)		(0.2)		(1.3)
Change due to income taxes	(32.7)		(6.4)		(0.4)		(39.5)
Balance at September 30, 2022	$	(212.0)	$	20.6	$	(20.4)	$	(211.8)

The reclassifications and income tax effects shown above were immaterial to the financial statements and were made to either cost of sales or SG&A expenses depending upon the nature of the underlying transaction. The income tax effects in the three and nine months ended September 30, 2023 on foreign currency translation were due to our net investment hedge and cross-currency swap discussed in note 13.

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Stock-based compensation (Tables)

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of components of stock-based compensation expense

The following table presents the components of stock-based compensation expense:

(in millions)	Classification	Three months ended September 30,				Nine months ended September 30,
		2023		2022		2023		2022
Stock options	Equity	$	3.0	$	4.1	$	10.2	$	12.1
RSUs	Equity	6.5		9.3		20.7		26.0
Other	Both	0.3		(1.3)		0.8		(2.3)
Total		$	9.8	$	12.1	$	31.7	$	35.8
Award classification:
Equity		$	9.7	$	13.7	$	31.6	$	39.1
Liability		0.1		(1.6)		0.1		(3.3)

Schedule of information about outstanding stock options

The following table presents information about outstanding stock options:

(options and intrinsic value in millions)	Number of options	Weighted average exercise price per option		Aggregate intrinsic value		Weighted average remaining term
Balance at December 31, 2022	16.1	$	20.90
Granted	2.1	23.53
Exercised	(0.7)	15.41
Forfeited	(0.7)	24.83
Balance at September 30, 2023	16.8	21.29		$	36.5	5.8 years
Expected to vest	3.9	24.83		2.3		8.5 years
Vested	12.9	20.22		34.2		4.9 years

Schedule of information about unvested RSUs

The following table presents information about unvested RSUs:

(awards in millions)	Number of awards	Weighted average grant date fair value per award
Balance at December 31, 2022	4.2	$	24.29
Granted	2.1	26.21
Vested	(1.7)	18.80
Forfeited	(0.5)	29.12
Balance at September 30, 2023	4.1	26.69

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Other income or expense, net (Tables)

9 Months Ended

Sep. 30, 2023

Other Income and Expenses [Abstract]

Schedule of components of other income or expense, net

The following table presents the components of other income or expense, net:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net foreign currency gain from financing activities	$	0.5	$	1.2	$	2.3	$	0.2
Income related to defined benefit plans	0.3		1.4		1.0		4.4
Other	(0.1)		0.1		—		0.2
Other income, net	$	0.7	$	2.7	$	3.3	$	4.8

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Income taxes (Tables)

9 Months Ended

Sep. 30, 2023

Income Tax Disclosure [Abstract]

Schedule of relationship between income tax expense or benefit and income or loss before income taxes

The following table presents the relationship between income tax expense and income before income taxes:

(in millions)	Three months ended September 30,						Nine months ended September 30,
	2023			2022			2023			2022
Income before income taxes	$	136.5		$	208.3		$	291.0		$	676.4
Income tax expense	(28.1)			(41.3)			(68.4)			(131.6)
Effective income tax rate	20.6		%	19.8		%	23.5		%	19.5		%

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Derivative and hedging activities (Tables)

9 Months Ended

Sep. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Notional Amounts of Outstanding Derivative Positions

As of September 30, 2023, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk:

(dollars in millions)
Interest rate derivative	Number of instruments	Notional
Interest rate swaps	2	$	850.0

As of September 30, 2023, we had the following outstanding foreign currency derivatives that were used to hedge its net investments in foreign operations:

(value in millions)
Foreign currency derivative	Number of instruments	Notional sold		Notional purchased
Cross-currency swaps	1	€	732.1	$	750.0

Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)

The table below presents the effect of cash flow hedge accounting on AOCI for the three and nine months ended September 30, 2023 and September 30, 2022.

(in millions)
Hedging relationships	Amount of gain or (loss) recognized in OCI on Derivative								Location of gain or (loss) reclassified from AOCI into income	Amount of gain or (loss) reclassified from AOCI into income
	Three months ended September 30,				Nine months ended September 30,					Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022			2023		2022		2023		2022
Interest rate products	4.9		19.4		15.0		22.0		Interest income (expense)	5.2		(1.1)		12.7		(3.6)
Total	$	4.9	$	19.4	$	15.0	$	22.0		$	5.2	$	(1.1)	$	12.7	$	(3.6)

Derivative Instruments, Gain (Loss)

The table below presents the effect of our derivative financial instruments on the statement of operations for the three and nine months ended September 30, 2023 and September 30, 2022.

	Three months ended September 30,					Nine months ended September 30,
	2023		2022			2023		2022
(in millions)	Interest income (expense)			Interest income (expense)		Interest income (expense)		Interest income (expense)
Total amounts of line items presented in the statements of operations where the effects of cash flow hedges are recorded	$	(72.4)		$	(67.3)	$	(219.5)	$	(196.0)
Amount of gain (loss) reclassified from AOCI into income	$	5.2		$	(1.1)	$	12.7	$	(3.6)

Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location

The table below presents the fair value of our derivative financial instruments as well as their classification on the Balance Sheet as of September 30, 2023 and December 31, 2022:

	Derivative assets						Derivative liabilities
	September 30, 2023			December 31, 2022			September 30, 2023			December 31, 2022
(in millions)	Balance sheet location	Fair value		Balance sheet location	Fair value		Balance sheet location	Fair value		Balance sheet location	Fair value
Derivatives designated as hedging instruments:
Interest rate products	Other current assets	$	28.5	Other current assets	$	26.2	Other current liabilities	$	—	Other current liabilities	$	—
Foreign exchange products	Other current assets	—		Other current assets	—		Other current liabilities	(21.3)		Other current liabilities	(21.4)
Total		$	28.5		$	26.2		$	(21.3)		$	(21.4)

Schedule of Net Investment Hedges, Statements of Financial Performance and Financial Position, Location

The amount of gain related to the foreign currency denominated debt designated as net investment hedges classified in the foreign currency translation adjustment component of other comprehensive income or loss for the three and nine months ended September 30, 2023 and September 30, 2022 are presented below:

(in millions)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net investment hedges	$	(13.5)	$	(27.1)	$	(4.2)	$	(63.3)

Schedule of Net Investment Hedges in Accumulated Other Comprehensive Income (Loss)

The table below presents the effect of our net investment hedges on AOCI and the statement of operations for the three and nine months ended September 30, 2023 and September 30, 2022.

(in millions)
Hedging relationships	Amount of gain or (loss) recognized in OCI on Derivative				Location of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)	Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)
	September 30,					September 30,
	2023		2022			2023		2022
Three months ended:
Cross currency swaps	$	22.8	$	48.6	Interest income	$	3.2	$	3.3
Total	$	22.8	$	48.6		$	3.2	$	3.3
Nine months ended:
Cross currency swaps	$	9.6	$	79.4	Interest income	$	9.5	$	6.4
Total	$	9.6	$	79.4		$	9.5	$	6.4

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Financial instruments and fair value measurements (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of gross amounts and fair values of debt instruments

The following table presents the gross amounts, which exclude unamortized deferred financing costs, and the fair values of debt instruments:

(in millions)	September 30, 2023				December 31, 2022
	Gross amount		Fair value		Gross amount		Fair value
Receivables facility	$	297.7	$	297.7	$	327.2	$	327.2
Senior secured credit facilities:
Euro term loans B-4	625.6		626.4		636.7		627.5
Euro term loans B-5	336.0		338.2		342.0		340.7
U.S. dollar term loans B-5	872.7		873.3		1,488.3		1,485.5
2.625% secured notes	687.6		658.9		694.5		658.5
3.875% unsecured notes	800.0		689.4		800.0		672.0
3.875% unsecured notes	423.1		390.1		427.3		396.5
4.625 % unsecured notes	1,550.0		1,413.1		1,550.0		1,407.6
Finance lease liabilities	67.9		67.9		68.9		68.9
Other	12.1		12.1		14.2		14.2
Total	$	5,672.7	$	5,367.1	$	6,349.1	$	5,998.6

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Nature of operations and presentation of financial statements (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Business Acquisition [Line Items]
Impairment charges	$ 0.0	$ 0.0	$ 160.8	$ 0.0
Ritter GmbH | Finite-Lived Intangible Assets
Business Acquisition [Line Items]
Impairment charges	106.4
Ritter GmbH | Property, Plant and Equipment
Business Acquisition [Line Items]
Impairment charges	$ 54.4

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Earnings per share - reconciliation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Earnings (numerator)
Basic	$ 108.4	$ 167.0	$ 222.6	$ 520.6
Dilutive effect of stock-based awards	0.0	0.0	0.0	0.0
Dilutive effect of warrants		$ 0.0		$ 24.2
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Preferred Stock		0.0		30.6
Diluted	$ 108.4	$ 167.0	$ 222.6	$ 544.8
Weighted average shares outstanding (denominator)
Basic	676.0	674.1	675.4	643.0
Dilutive effect of stock-based awards	2.5	5.2	2.7	6.8
Diluted	678.5	679.3	678.1	680.4
Earnings per share:
Basic	$ 0.16	$ 0.25	$ 0.33	$ 0.81
Diluted	$ 0.16	$ 0.25	$ 0.33	$ 0.80

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Segment financial information - Narrative (Details)	9 Months Ended
	Sep. 30, 2023 segment
Segment Reporting [Abstract]
Number of segments	3

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Segment financial information - reportable segments (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Information by reportable segment
Net sales	$ 1,720.2	$ 1,856.5	$ 5,244.4	$ 5,717.4
Adjusted EBITDA	317.8	384.0	1,007.0	1,211.2
Corporate
Information by reportable segment
Adjusted EBITDA	(42.7)	(44.3)	(133.9)	(129.2)
Americas
Information by reportable segment
Net sales	1,019.2	1,123.2	3,076.8	3,423.2
Americas | Operating Segments
Information by reportable segment
Adjusted EBITDA	223.8	262.3	711.4	846.3
Europe
Information by reportable segment
Net sales	579.8	595.1	1,816.9	1,899.3
Europe | Operating Segments
Information by reportable segment
Adjusted EBITDA	102.9	130.3	335.8	393.0
AMEA
Information by reportable segment
Net sales	121.2	138.2	350.7	394.9
AMEA | Operating Segments
Information by reportable segment
Adjusted EBITDA	$ 33.8	$ 35.7	$ 93.7	$ 101.1

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Segment financial information - reconciliation of segment profitability measure (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Reconciliation of Adjusted EBITDA from net income or loss
Net income	$ 108.4	$ 167.0	$ 222.6	$ 544.8
Interest expense	72.4	67.3	219.5	196.0
Income tax expense	28.1	41.3	68.4	131.6
Depreciation and amortization	98.0	100.6	301.7	304.8
Loss on extinguishment of debt	2.0	2.9	5.9	10.8
Net foreign currency gain from financing activities	(0.5)	(1.2)	(2.3)	(0.2)
Other stock-based compensation expense (benefit)	0.1	(1.6)	0.1	(3.3)
Integration related expenses	0.2	6.4	8.3	13.6
Purchase accounting adjustments	0.0	0.0	0.0	9.4
Restructuring and severance charges	6.1	1.3	18.0	3.7
Reserve for certain legal matters4	3.0	0.0	4.0	0.0
Impairment charges	0.0	0.0	160.8	0.0
Adjusted EBITDA	$ 317.8	$ 384.0	$ 1,007.0	$ 1,211.2

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Segment financial information - product lines (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation by product line
Net sales	$ 1,720.2	$ 1,856.5	$ 5,244.4	$ 5,717.4
Proprietary materials & consumables
Disaggregation by product line
Net sales	629.0	727.4	1,920.4	2,216.7
Third party materials & consumables
Disaggregation by product line
Net sales	632.8	665.7	1,929.0	2,078.4
Services & specialty procurement
Disaggregation by product line
Net sales	238.6	225.1	712.4	692.3
Equipment & instrumentation
Disaggregation by product line
Net sales	$ 219.8	$ 238.3	$ 682.6	$ 730.0

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Supplemental disclosures of cash flow information (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Components and classification of cash, restricted cash and equivalents
Cash and cash equivalents	$ 236.9		$ 372.9
Restricted cash classified as other assets	23.8		24.0
Total	260.7	$ 287.8	$ 396.9	$ 327.1
Cash flows from operating activities:
Cash paid for income taxes, net	195.3	182.3
Cash paid for interest, net, excluding financing leases	214.2	187.0
Cash paid for interest on finance leases	3.8	3.8
Cash paid under operating leases	32.4	32.2
Cash flows from financing activities:
Cash paid under finance leases	$ 3.8	$ 3.5

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Inventory (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Components of inventory
Merchandise inventory	$ 516.7	$ 556.1
Finished goods	96.8	117.1
Raw materials	173.8	181.2
Work in process	63.0	59.1
Total	$ 850.3	$ 913.5

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Other intangible assets (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Finite-lived
Gross value	$ 5,777.1	$ 5,791.7
Accumulated amortization and impairment	2,081.3	1,750.7
Carrying value	3,695.8	4,041.0
Indefinite-lived	92.3	92.3
Total	3,788.1	4,133.3
Accumulated asset impairment charge	106.4	0.0
Customer relationships
Finite-lived
Gross value	4,793.6	4,806.4
Accumulated amortization and impairment	1,579.8	1,333.5
Carrying value	3,213.8	3,472.9
Accumulated asset impairment charge	65.9
Trade names
Finite-lived
Gross value	353.6	354.4
Accumulated amortization and impairment	218.5	205.1
Carrying value	135.1	149.3
Other
Finite-lived
Gross value	629.9	630.9
Accumulated amortization and impairment	283.0	212.1
Carrying value	346.9	$ 418.8
Accumulated asset impairment charge	$ 40.5

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Commitments and contingencies (Details) - Environmental remediation $ in Millions	Sep. 30, 2023 USD ($)
Phillipsburg, New Jersey
Commitments and contingencies
Accrued environmental loss	$ 2.4
Accrued environmental loss, gross	$ 3.8
Phillipsburg, New Jersey | Minimum
Commitments and contingencies
Accrued environmental loss, discount rate	4.50%
Phillipsburg, New Jersey | Maximum
Commitments and contingencies
Accrued environmental loss, discount rate	5.50%
Gliwice, Poland
Commitments and contingencies
Accrued environmental loss	$ 1.0

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Debt (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Total debt, gross	$ 5,672.7		$ 6,349.1
Less: unamortized deferred financing costs	(46.6)		(61.6)
Total debt	5,626.1		6,287.5
Current portion of debt	335.6		364.2
Debt, net of current portion	5,290.5		5,923.3
Capacity	1,300.8
Undrawn letters of credit outstanding	(15.4)
Outstanding borrowings	(297.7)
Unused availability	$ 987.7
Multi-currency revolving loan facility
Debt Instrument [Line Items]
Less: unamortized deferred financing costs		$ (2.3)
Receivables facility
Debt Instrument [Line Items]
Interest terms	0.80%
Rate	6.22%
Total debt, gross	$ 297.7		327.2
Capacity	325.8
Undrawn letters of credit outstanding	(15.4)
Outstanding borrowings	(297.7)
Unused availability	12.7
Senior secured credit facilities: | Multi-currency revolving loan facility
Debt Instrument [Line Items]
Capacity	975.0
Undrawn letters of credit outstanding	0.0
Outstanding borrowings	0.0
Unused availability	$ 975.0
Senior secured credit facilities: | 2% EURO Term Loan | Euro
Debt Instrument [Line Items]
Interest terms	2.00%
Rate	5.86%
Total debt, gross	$ 336.0		342.0
Senior secured credit facilities: | 2.75% EURO Term Loan | Euro
Debt Instrument [Line Items]
Interest terms	2.50%
Rate	6.36%
Total debt, gross	$ 625.6		636.7
Senior secured credit facilities: | 2.25% USD Term Loan | U.S. dollars
Debt Instrument [Line Items]
Interest terms	2.25%
Rate	7.67%
Total debt, gross	$ 872.7		1,488.3
Notes | 2.625% secured notes
Debt Instrument [Line Items]
Rate	2.625%
Total debt, gross	$ 687.6		694.5
Notes | 3.875% unsecured notes
Debt Instrument [Line Items]
Rate	3.875%
Notes | 4.625 % unsecured notes
Debt Instrument [Line Items]
Rate	4.625%
Total debt, gross	$ 1,550.0		1,550.0
Finance lease liabilities
Debt Instrument [Line Items]
Total debt, gross	67.9		68.9
Other Debt
Debt Instrument [Line Items]
Total debt, gross	$ 12.1		$ 14.2

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Debt - other information (Details) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	May 31, 2023	Dec. 31, 2022 USD ($)	Oct. 25, 2022 USD ($)
Information about debt
Line of Credit Facility, Current Borrowing Capacity Upsize								$ 400.0
Loss on extinguishment of debt	$ 2.0	$ 2.9	$ 5.9	$ 10.8
Debt covenants draw trigger percentage	35.00%
Debt Issuance Costs, Net	$ 46.6		46.6				$ 61.6
Long-Term Debt, Delinquency Ratio Cap					0.160	0.130
Multi-currency revolving loan facility
Information about debt
Line of Credit Facility, Maximum Borrowing Capacity					$ 975.0
Debt Issuance Costs, Net					$ 2.3
Senior secured credit facilities: | Term loans
Information about debt
Loss on extinguishment of debt	2.0
Senior secured credit facilities: | Term loans | U.S. dollars
Information about debt
Repayments of debt	210.0
Receivables facility | Asset Not Pledged as Collateral
Information about debt
Amount pledged as collateral	$ 576.2		$ 576.2

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Accumulated other comprehensive income or loss (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Changes in AOCI, net of tax
Beginning balance	$ (71.9)	$ (148.3)	$ (100.3)	$ (43.2)
Unrealized gain (loss)	(23.3)	(41.4)	13.3	(127.8)
Reclassification of (gain) loss into earnings	(8.4)	0.1	(22.5)	(1.3)
Income tax effect	(7.5)	(22.2)	(1.6)	(39.5)
Ending balance	(111.1)	(211.8)	(111.1)	(211.8)
Foreign currency translation
Changes in AOCI, net of tax
Beginning balance	(100.4)	(132.5)	(131.3)	(19.2)
Unrealized gain (loss)	(30.4)	(62.1)	(4.8)	(160.1)
Reclassification of (gain) loss into earnings	0.0	0.0	0.0	0.0
Income tax effect	(7.9)	(17.4)	(2.6)	(32.7)
Ending balance	(138.7)	(212.0)	(138.7)	(212.0)
Derivative instruments
Changes in AOCI, net of tax
Beginning balance	21.9	4.7	19.9	0.4
Unrealized gain (loss)	8.0	20.7	24.7	27.7
Reclassification of (gain) loss into earnings	(8.4)	0.2	(22.5)	(1.1)
Income tax effect	0.1	(5.0)	(0.5)	(6.4)
Ending balance	21.6	20.6	21.6	20.6
Defined benefit plans
Changes in AOCI, net of tax
Beginning balance	6.6	(20.5)	11.1	(24.4)
Unrealized gain (loss)	(0.9)	0.0	(6.6)	4.6
Reclassification of (gain) loss into earnings	0.0	(0.1)	0.0	(0.2)
Income tax effect	0.3	0.2	1.5	(0.4)
Ending balance	$ 6.0	$ (20.4)	$ 6.0	$ (20.4)

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Stock-based compensation - expense (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Other information about options outstanding
Expense	$ 9.8	$ 12.1	$ 31.7	$ 35.8
Equity
Other information about options outstanding
Expense	9.7	13.7	31.6	39.1
Liability
Other information about options outstanding
Expense	0.1	(1.6)	0.1	(3.3)
Stock options
Other information about options outstanding
Expense	3.0	4.1	10.2	12.1
RSUs
Other information about options outstanding
Expense	6.5	9.3	20.7	26.0
Other
Other information about options outstanding
Expense	$ 0.3	$ (1.3)	$ 0.8	$ (2.3)

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Stock-based compensation - stock option rollforward information (Details) - Common stock - USD ($) $ / shares in Units, shares in Millions, $ in Millions	9 Months Ended
	Sep. 30, 2023
Number of options outstanding
Beginning balance (in shares)	16.1
Granted (in shares)	2.1
Exercised (in shares)	(0.7)
Forfeited (in shares)	(0.7)
Ending balance (in shares)	16.8
Weighted average exercise price per outstanding option
Beginning balance (in dollars per share)	$ 20.90
Granted (in dollars per share)	23.53
Exercised (in dollars per share)	15.41
Forfeited (in dollars per share)	24.83
Ending balance (in dollars per share)	$ 21.29
Other information about options outstanding
Aggregate intrinsic value	$ 36.5
Weighted average remaining term	5 years 9 months 18 days
Information about options expected to vest and exercisable
Options expected to vest, number (in shares)	3.9
Options expected to vest, weighted average exercise price per option (in dollars per share)	$ 24.83
Options expected to vest, aggregate intrinsic value	$ 2.3
Options expected to vest, weighted average remaining term	8 years 6 months
Options exercisable, number (in shares)	12.9
Options exercisable, weighted average exercise price per option (in dollars per share)	$ 20.22
Options exercisable, aggregate intrinsic value	$ 34.2
Options exercisable, weighted average remaining term	4 years 10 months 24 days

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Stock-based compensation - non-option award rollforward (Details) - RSUs shares in Millions	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Number of awards
Beginning balance (in shares) | shares	4.2
Granted (in shares) | shares	2.1
Vested (in shares) | shares	(1.7)
Forfeited (in shares) | shares	(0.5)
Ending balance (in shares) | shares	4.1
Weighted average grant date fair value per award
Beginning balance (in dollars per share) | $ / shares	$ 24.29
Granted (in dollars per share) | $ / shares	26.21
Vested (in dollars per share) | $ / shares	18.80
Forfeited (in dollars per share) | $ / shares	29.12
Ending balance (in dollars per share) | $ / shares	$ 26.69

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Stock-based compensation - other information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Other information about options outstanding
Remaining expense to be recognized	$ 91.9		$ 91.9
Weighted average period over which remaining expense will be recognized (in years)			1 year 10 months 24 days
Restricted stock expense	$ 1.7
Restricted stock expense		$ 2.9	$ 3.5	$ 7.9
Stock options
Other information about options outstanding
Contractual life (in years)			10 years
Award vesting period (in years)			4 years
RSUs | Minimum
Other information about options outstanding
Award vesting period (in years)			3 years
RSUs | Maximum
Other information about options outstanding
Award vesting period (in years)			4 years

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Other income or expense, net (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Other Income and Expenses [Abstract]
Net foreign currency gain from financing activities	$ 0.5	$ 1.2	$ 2.3	$ 0.2
Income related to defined benefit plans	0.3	1.4	1.0	4.4
Other	(0.1)
Other		0.1	0.0	0.2
Other income, net	$ 0.7	$ 2.7	$ 3.3	$ 4.8

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Income taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income before income taxes	$ 136.5	$ 208.3	$ 291.0	$ 676.4
Income tax expense	$ (28.1)	$ (41.3)	$ (68.4)	$ (131.6)
Effective income tax rate	20.60%	19.80%	23.50%	19.50%

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Derivative and hedging activities - Outstanding Interest Rate Derivatives (Details)	Sep. 30, 2023 USD ($) instrument
Cash Flow Hedging | Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of instruments | instrument	2
Notional	$ 850,000,000.0
Net Investment Hedging | Cross-currency swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of instruments | instrument	1,000,000
Notional sold	$ 732,100,000
Notional	$ 750,000,000.0

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Derivative and hedging activities - Effect on AOCI (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) recognized in OCI on Derivative	$ 8.0	$ 20.7	$ 24.7	$ 27.7
Amount of gain or (loss) reclassified from AOCI into income	8.4	(0.2)	22.5	1.1
Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) recognized in OCI on Derivative	4.9	19.4	15.0	22.0
Amount of gain or (loss) reclassified from AOCI into income	5.2	(1.1)	12.7	(3.6)
Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)	(72.4)	(67.3)	(219.5)	(196.0)
Cash Flow Hedging | Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) recognized in OCI on Derivative	4.9	19.4	15.0	22.0
Cash Flow Hedging | Interest rate swaps | Interest income (expense)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) reclassified from AOCI into income	5.2	(1.1)	12.7	(3.6)
Net Investment Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) recognized in OCI on Derivative	22.8	48.6	9.6	79.4
Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)	3.2	3.3	9.5	6.4
Net Investment Hedging | Cross-currency swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) recognized in OCI on Derivative	22.8	48.6	9.6	79.4
Net Investment Hedging | Cross-currency swaps | Interest income
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) recognized in income on Derivative (amount excluded from effectiveness testing)	$ 3.2	$ 3.3	$ 9.5	$ 6.4

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Derivative and hedging activities - Effect on Income Statement (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of gain or (loss) reclassified from AOCI into income	$ 8.4	$ (0.2)	$ 22.5	$ 1.1
Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Total amounts of line items presented in the statements of operations where the effects of cash flow hedges are recorded	(72.4)	(67.3)	(219.5)	(196.0)
Amount of gain or (loss) reclassified from AOCI into income	$ 5.2	$ (1.1)	$ 12.7	$ (3.6)

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Derivative and hedging activities - Derivative Instruments Classification on Balance Sheet (Details) - Designated as Hedging Instrument - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Derivatives, Fair Value [Line Items]
Derivative Asset	$ 28.5	$ 26.2
Derivative Liability	$ (21.3)	$ (21.4)
Interest rate swaps
Derivatives, Fair Value [Line Items]
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other current assets	Other current assets
Derivative Asset	$ 28.5	$ 26.2
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Derivative Liability	$ 0.0	$ 0.0
Foreign exchange products
Derivatives, Fair Value [Line Items]
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other current assets	Other current assets
Derivative Asset	$ 0.0	$ 0.0
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Derivative Liability	$ (21.3)	$ (21.4)

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Derivative and hedging activities - Narrative (Details) € in Millions	12 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2023 EUR (€)	Apr. 30, 2023 USD ($)	Apr. 11, 2023 USD ($)	Dec. 31, 2022 USD ($)
Forecast
Derivatives, Fair Value [Line Items]
Gain reclassified to interest expense, next 12 months	$ 20,300,000
Cross-currency swaps | Net Investment Hedging
Derivatives, Fair Value [Line Items]
Derivative, Notional Amount		$ 750,000,000.0
Foreign exchange products | Designated as Hedging Instrument | 3.875% unsecured notes
Derivatives, Fair Value [Line Items]
Derivative liability | €			€ 400.0
Debt Instrument, Interest Rate, Effective Percentage		3.875%	3.875%
Foreign currency denominated debt | Designated as Hedging Instrument | 3.875% unsecured notes
Derivatives, Fair Value [Line Items]
Accumulated loss related to the foreign currency denominated debt designated as net investment hedges		$ (28,500,000)				$ (24,300,000)
Interest rate swaps | Coversion of SOFR Floating Rate to Fixed Rate
Derivatives, Fair Value [Line Items]
Derivative, Notional Amount				$ 100,000,000
Interest rate swaps | Conversion from LIBOR to SOFR Floating Rate
Derivatives, Fair Value [Line Items]
Derivative, Notional Amount					$ 750,000,000

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Derivative and hedging activities - Gain (Loss) on Net Investment Hedges (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
3.875% unsecured notes | Foreign currency denominated debt | Net Investment Hedging | Designated as Hedging Instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Net investment hedges	$ (13.5)	$ (27.1)	$ (4.2)	$ (63.3)

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Financial instruments and fair value measurements (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	$ 5,672.7		$ 5,672.7		$ 6,349.1
Fair value	5,367.1		5,367.1		5,998.6
Property, plant and equipment, estimated fair value	25.9		25.9
Impairment charges	0.0	$ 0.0	160.8	$ 0.0
Customer relationships
Estimated Fair Value Of Financial Instruments [Line Items]
Finite-lived intangibles, estimated fair value	31.4		31.4
Developed technology
Estimated Fair Value Of Financial Instruments [Line Items]
Finite-lived intangibles, estimated fair value	19.3		19.3
Receivables facility
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	297.7		297.7		327.2
Fair value	297.7		297.7		327.2
Senior secured credit facilities: | 2% EURO Term Loan | Euro
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	336.0		336.0		342.0
Fair value	338.2		338.2		340.7
Senior secured credit facilities: | 2.75% EURO Term Loan | Euro
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	625.6		625.6		636.7
Fair value	626.4		626.4		627.5
Senior secured credit facilities: | 2.25% USD Term Loan | U.S. dollars
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	872.7		872.7		1,488.3
Fair value	873.3		873.3		1,485.5
Notes | 2.625% secured notes
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	687.6		687.6		694.5
Fair value	658.9		658.9		658.5
Notes | 3.875% unsecured notes
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	800.0		800.0		800.0
Fair value	689.4		689.4		672.0
Notes | 3.875% unsecured notes
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	423.1		423.1		427.3
Fair value	390.1		390.1		396.5
Notes | 4.625 % unsecured notes
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	1,550.0		1,550.0		1,550.0
Fair value	1,413.1		1,413.1		1,407.6
Finance lease liabilities
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	67.9		67.9		68.9
Fair value	67.9		67.9		68.9
Other Debt
Estimated Fair Value Of Financial Instruments [Line Items]
Gross amount	12.1		12.1		14.2
Fair value	$ 12.1		$ 12.1		$ 14.2