SEC Comment Letter for Avantor, Inc. (AVTR) (CIK 0001722482) (AVTR) — Apr 13, 2026
Avantor, Inc. (AVTR) (CIK 0001722482)
Date: April 13, 2026 · CIK: 0001722482 · Accession: 0000000000-26-003691
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File numbers found in text: 001-38912
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April 13, 2026
Steven Eck
Senior Vice President
Avantor, Inc.
Radnor Corporate Center, Building One, Suite 200
100 Matsonford Road
Radnor , Pennsylvania 19087
Re:Avantor, Inc.
Form 10-K for Fiscal Year Ended December 31, 2025
Form 8-K Filed February 11, 2026
File No. 001-38912
Dear Steven Eck:
We have reviewed your filing and have the following comments. Please respond to this
letter within ten business days by providing the requested information or advise us as soon as
possible when you will respond. If you do not believe a comment applies to your facts and
circumstances, please tell us why in your response. After reviewing your response to this letter,
we may have additional comments.
Form 8-K Filed February 11, 2026
Exhibit 99.1
1.We note your presentation of adjusted operating income, adjusted operating income
margin, and adjusted net leverage without also presenting the most directly comparable
financial measure calculated and presented in accordance with US GAAP. Please
confirm that you will provide the disclosures required by Item 10(e)(1)(i)(A) of
Regulation S-K for each non-GAAP measure presented.
Form 10-K for Fiscal Year Ended December 31, 2025
Item 7. Management’s discussion and analysis of financial condition and results of operations
Reconciliations of non-GAAP measures, page 37
2.We note your adjustment for transformation expenses for your non-GAAP performance
measures, which you note are primarily related to the cost of external advisors. Please
provide us with a specific description of the nature of the activities performed by the
external advisor and address why these expenses are not related to your operations and
revenue generating activities. Refer to Question 100.01 of the Corporation Finance
Interpretations for Non-GAAP Financial Measures for guidance.
April 13, 2026
Page 2
Critical Accounting Policies, page 42
3.Please expand your disclosure on page 44 to quantify the remaining carrying value of the
Distribution reporting unit and how much of that amount is comprised of goodwill.
Please also expand your disclosure to fully describe the changes in operating results of
your Distribution reporting unit that precipitated the impairment charge. Such disclosure
is necessary for readers to fully understand the magnitude of the remaining assets at risk
as well as the specific operating performance factors that could reasonably cause another
impairment charge. See Item 303(a) of Regulation S-K.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff. Please contact Al Pavot at 202-551-3738 or Tracey Houser at 202-551-3736
if you have questions regarding comments on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services