PHINMEDIUM SIGNALOPERATIONAL10-K

PHIN completed a $47M acquisition of Swedish Electromagnet Invest AB while implementing a significant organizational restructuring that moved substantial OES business from Aftermarket to Fuel Systems segment.

The SEM acquisition strengthens PHIN's position in alternative fuel technologies (natural gas, hydrogen) which aligns with energy transition trends, while the segment reorganization suggests management is optimizing operations for efficiency. However, the company reduced share count by 7% and spent significant cash on the acquisition, indicating active capital allocation decisions that investors should monitor for execution risk.

Comparing 2026-02-12 vs 2025-02-13View on EDGAR →
FINANCIAL ANALYSIS

PHIN demonstrated strong operational performance with net income surging 65% to $130M, while cash declined 26% to $359M primarily due to the $47M SEM acquisition ($15M cash plus $32M debt extinguishment). The substantial earnings growth combined with strategic cash deployment for acquisitions suggests effective capital allocation, though the reduced cash position warrants monitoring for future flexibility.

FINANCIAL STATEMENT CHANGES
Net Income
P&L
+64.6%
$79.0M$130.0M

Net income grew 64.6% — bottom-line growth signals improving overall business health.

Cash & Equivalents
Balance Sheet
-25.8%
$484.0M$359.0M

Cash decreased 25.8% — monitor burn rate and upcoming capital needs.

LANGUAGE CHANGES
NEW — 2026-02-12
PRIOR — 2025-02-13
ADDED
As of February 5, 2026, the registrant had 37,915,162 shares of common stock outstanding.
Recent Acquisition On August 1, 2025, the Company acquired 100% of Swedish Electromagnet Invest AB (SEM) for $47 million, comprised of $15 million of cash paid and $32 million cash used to extinguish debt assumed through the acquisition.
SEM is part of the Fuel Systems segment, and is a prominent provider of advanced natural gas, hydrogen and other alternative fuel ignition systems, injector stators and linear position sensors.
Refer to Note 2, Acquisition to the Consolidated Financial Statements in Item 8 of this Form 10-K for more information.
In the fourth quarter of 2025, the Company made a strategic decision to shift a significant portion of the OES business, previously reported in its Aftermarket segment, to the Fuel Systems segment, as distribution will now be handled by the Fuel Systems locations that manufacture the products.
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REMOVED
As of February 7, 2025, the registrant had 40,813,559 shares of common stock outstanding.
federal income tax purposes, and our or our Former Parent s failure to perform under, or additional disputes that may arise between the parties relating to, various transaction agreements executed in connection with the Spin-Off; and other risks and uncertainties described in Item 1A, Risk Factors and in our other reports filed from time to time with the Securities and Exchange Commission (the SEC).
Net sales by reportable segment were as follows: Year Ended December 31, (in millions) 2024 2023 2022 Fuel Systems $ 2,264 $ 2,407 $ 2,293 Aftermarket 1,393 1,329 1,284 Inter-segment eliminations (254) (236) (229) Net sales $ 3,403 $ 3,500 $ 3,348 The sales information presented above does not include the sales by the Company s unconsolidated joint venture (see sub-heading Joint Venture below).
Such unconsolidated sales totaled approximately $224 million, $228 million, and $235 million for the years ended December 31, 2024, 2023 and 2022, respectively.
In addition, the sales information for the years ended December 31, 2024 and 2023 includes $23 million and $50 million, respectively, of certain contract manufacturing agreements with BorgWarner that were entered into at the time of the Spin-Off.
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