What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-03-13 compared with 2024-03-13 · 147 added, 136 removed, 201 unchanged (58% of the section changed)

6 unchanged sentences

Within our Services

Segment, we continue to increase competitive procurement effectiveness and broaden the market penetration within both the commercial

Segment, we are attempting to increase competitive procurement effectiveness and broaden the market penetration within both the commercial

and government sectors.

We continue to increase our focus on expansion into both commercial and international markets (see “Foreign

Revenue and Initiatives” below for further discussion of a recently won foreign contract) to supplement government spending in

the United States of America (“USA”), from which a significant portion of our revenue is derived.

Revenue and Initiatives” below for further discussion of our international initiatives to supplement government spending in the

United States of America (“USA”), from which a significant portion of our revenue is derived).

This includes new services,

new customers and increased market share in our current markets.

experienced significant improvement in our 2023 financial results as the lingering effects of COVID-19 began to subside starting in the

early part of 2022.

Our Treatment Segment continued to see steady improvements in waste receipts from certain customers who had previously

delayed waste shipments due, in part, from the impact of COVID-19.

Within our Services Segment, certain projects which were delayed/curtailed

in the first part of 2022 due, in part, from the lingering effects of the COVID-19, achieved full operational status and improved productivity

in 2023 which positively impacted revenue.

Revenues from both of our Segments were also positively impacted from contracts won in 2023

as procurement and planning on behalf of our government clients continued to progress as the lingering effects of COVID-19 pandemic subsided.

into 2024, we expect to see overall continue steady improvements in waste receipts and increases in project work from certain

existing contracts, contracts won in 2023, and bids submitted in both segments that are awaiting awards.

However, due to our

operations which is subject to seasonal factor, we generally experience lower revenue in the first quarter due to overall reduced

activities by our customers from the usual slowdown in operations due, in part, from returning from the holiday periods and poorer

weather conditions.

Additionally, due to Congress’s inability to timely approve FY 2024 budget and the extension of the

continuing resolution, certain of our government related customers have informed us that waste shipments will likely be delayed.

Although we expect to see overall improvements in revenue in 2024 as disclosed above, if Congress is unable to enact the full FY

2024 appropriation bills or further extend the continuing resolutions to fund government spending by the late March deadline, the

government will enter into a partial shutdown.

The full impact of any additional continued resolution beyond March or a partial

government shutdown is uncertain.

If a partial government shutdown were to occur and were to continue an extended period,

our financial results of operations could be negatively impacted by delays in procurement actions, waste shipments and project

delays on newly awarded projects (See “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results

of Operations – for a full discussion of the Company’s results of operations for 2023).

Information and Foreign and Domestic Operations and Sales

2023, we have two reportable segments.

In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards

Codification (“ASC”) 280, “Segment Reporting”, we define an operating segment as:

business activity from which we may earn revenue and incur expenses;

operating results are regularly reviewed by the chief operating decision maker “(CODM”) to make decisions about resources

to be allocated and assess its performance;

which discrete financial information is available.

were disappointed with our 2024 financial results, which were negatively impacted by a number of unexpected events and factors.

events and factors included among other things,

Resolution (“CR”) impacts primarily in the first half of 2024, that directly resulted in delays in project starts for

existing services backlogs along with delays in procurement cycles for pipeline projects;

weather conditions, including two hurricanes, which resulted in delays in waste shipments and project mobilization activities by

certain customers and power outages and plant shutdowns at certain of our treatment facilities;

outages at certain of our facilities for equipment replacement and repairs, program enhancement and testing to support permit expansion

and broader market penetration, which contributed to revenue production delays;

investments in R&D of our new technology to treat PFAS (Per- and polyfluoroalkyl substances), which required significant management

and operation support, thereby also limiting resources needed for revenue production;

of two large projects in the fourth quarter of 2023 in the Services Segment that were not replaced by new projects of similar value.

we are disappointed with our 2024 financial results, we believe our base business is positioned for improvement and we expect that our

results of operations should improve in 2025.

We continue to advance a number of initiatives that are discussed within this report.

of these initiatives have been realized, with additional initiatives expected to be more fully realized in 2025.

In December 2024, BWXT

Technologies, Inc (“BWXT”) announced that the U.S.

Department of Energy (“DOE”) had awarded BWXT and its team,

of which we are a member, the contract for the cleanup operations at the West Valley Development Project in West Valley, NY.

by BWXT, the contract has a 10-year ordering period with a maximum value of up to $3 billion that can be performed for up to 15 years.

The scope attributable to us has not yet been defined and is subject to certain approvals.

The West Valley Project is anticipated to

begin transition in the first quarter of 2025 and realize full operations 120 days from initiation.

Also, as previously disclosed, in

December 2023 we and our Italian team partner were awarded a multi-year contract for the treatment of radioactive waste from the Joint

Research Center in Ispra, Italy (see “Foreign Revenue and Initiatives” below for a discussion of this contract and further

international initiatives).

continuing initiatives include, among other things, positioning ourselves for further large and mid-size procurements within the DOE

Department of Defense (“DOD”) and waste treatment in support of DOE’s Hanford closure strategy, continued

investments in our facilities and capabilities to allow for broader waste treatment (including PFAS) (see “New Processing Technology”

below for a discussion of our PFAS technology), and continued expansion of our waste treatment offerings within the international and

commercial markets.

we expect our financial results to improve in 2025, uncertainties exist regarding how future federal government budget and program and

policy decisions will unfold, which include the spending priorities of the new Administration and Congress, passage of the 2025 fiscal

government budget and potential for enactment of additional continuing resolutions to keep government departments and agencies

in operations.

A significant amount of our revenues are generated indirectly as subcontractors for others who are contractors to federal

government authorities, which include the DOE and DOD, or directly as the prime contractor to federal government authorities.

impact of these uncertainties could negatively impact our financial results by impairing our ability to perform work on existing contracts,

delaying or cancelling procurement actions by government entities, and/or cause other disruptions or delays, including payment delays.

have two reporting segments:

SEGMENT reporting includes:

7 unchanged sentences

(“PFNWR”) and Oak Ridge Environmental Waste Operations Center (“EWOC”);

& Development (“R&D”) activities to identify, develop and implement innovative waste processing techniques for

problematic waste streams.

activities to identify, develop and implement innovative waste-processing techniques for problematic waste streams.

2024, the Treatment Segment accounted for $34,953,000, or 59.1%, of total revenue, as compared to $43,477,000, or 48.5%, of total revenue

See “Dependence Upon a Single or Few Customers” for further details and a discussion as to our Segments’

contracts with government clients (domestic) or with others as a subcontractor to government clients.

SEGMENT, which includes:

22 unchanged sentences

compliance demonstration, reporting, transportation, disposal and emergency response.

company owned equipment calibration and maintenance laboratory that services, maintains, calibrates, and sources (i.e., rental) health

physics, IH and customized nuclear, environmental, and occupational safety and health (“NEOSH”) instrumentation.

company-owned equipment calibration and maintenance laboratory that services, maintains,

calibrates, and sources (i.e., rental) health physics, IH and customized nuclear, environmental,

and occupational safety and health (“NEOSH”) instrumentation.

2024, the Services Segment accounted for $24,164,000, or 40.9%, of total revenue, as compared to $46,258,000, or 51.5%, of total revenue

See “Dependence Upon a Single or Few Customers” for further details and a discussion as to our Segments’

contracts with government clients (domestic) or with others as a subcontractor to government clients.

Treatment and Services Segments provide services primarily to research institutions, commercial companies, public utilities, and governmental

entities, including the U.S.

Department of Energy (“DOE”) and U.S.

Department of Defense (“DOD”).

entities, including the DOE and DOD.

However, we continue to increase our focus on expansion into international markets.

The distribution

1 unchanged sentence

corporate office is located at 8302 Dunwoody Place, Suite 250, Atlanta, Georgia 30350.

Revenue and Initiative

noted previously, we continue to increase our focus on expansion into international markets.

December 18, 2023, the joint venture (“JV”) where we and Campoverde Srl (“JV partner”) each owns 50% of the partnership,

was awarded a multi-year contract valued up to approximately EUR 50 million by the European Commission (the “Contracting Authority”)

for the treatment of radioactive waste from the Joint Research Center in Ispra, Italy.

Work under this JV has not started as of December

The scope of work to be performed in the initial phases of this contract will be performed predominately by our JV partner.

Revenue generated by us under the initial phases will be limited to project management support through 2025.

We expect to generate an

increase in revenue under this contract starting in 2026 when the waste treatment phases begin.

The Contracting Authority may terminate

the contract under certain conditions as set forth in the contract.

March 2022, we signed a non-binding joint venture term sheet addressing plans to partner with Springfields Fuels Limited (“SFL”),

an affiliate of Westinghouse Electric Company LLC, to develop and manage a nuclear waste-materials treatment facility (the “Facility”)

in the United Kingdom.

The Facility is for the purpose of expanding the partners’ waste treatment capabilities for the European

nuclear market.

It is expected that upon finalization of a partnership agreement, SFL will have an ownership interest of fifty-five (55)

percent and our interest will be forty-five (45) percent.

The finalization, form and capitalization of this unpopulated partnership is

subject to numerous conditions, including but not limited to, completion and execution of a definitive agreement and facility design,

granting of required regulatory, lender or permitting approvals and updated cost and profitability analysis based on current and forecast

future economic conditions.

Upon finalization of this venture, we will be required to make an investment in this venture.

of our investment, the period of which it is to be made and the method of funding are to be determined.

Revenue and Initiatives

continue to increase our focus on expansion into international markets.

In 2024, we were awarded contracts in support of waste treatment

services from Mexico and Canada totaling approximately $6,000,000 (US$).

These contracts require specific permits that can include a

six to nine-month approval period.

As such, receipts of these waste shipments are expected in 2025.

We expect additional opportunities

forthcoming in Germany in support of existing commercial clients as well as providing support to Germany’s power utility decommissioning

previously disclosed, in December 2023, we and our partner, Campoverde Srl, each owning 50% of the partnership, in connection with an

Italian project, were awarded a multi-year contract valued up to approximately EUR 50 million by the European Commission (the “Contracting

Authority”) for the treatment of radioactive waste from the Joint Research Center in Ispra, Italy.

Revenue generated and to be

generated by us from this contract has been and will be limited to project management support through 2025.

The scope of work in the

initial phases of this contract is being performed predominantly by our partner.

We expect to generate an increase in revenue under this

contract starting in 2026 when the waste treatment phases begin.

The Contracting Authority may terminate the contract under certain conditions

as set forth in the contract.

consolidated revenue for 2024 and 2023 included approximately $2,452,000, or 4.1%, and $2,066,000, or 2.3%, respectively, from foreign

Processing Technology

2024, we completed the fabrication, installation, commissioning and startup of our first full scale commercial Perma-FAS system (“System”)

for PFAS destruction, located at our Perma-Fix Florida, Inc.

PFAS, commonly known as “forever chemicals,” is the

acronym for Perfluoroalkyl and Polyfluoroalkyl Substances, a diverse group of thousands of humanmade chemical pollutants that have the

potential to persist in both the environment and the human body.

An increasing number of studies have documented adverse health risks

that are associated with PFAS exposure, including increased risks of some cancers, reduced immune function, and developmental delays

Commercial destruction of PFAS offers a promising new source of revenue for us, as it complements our core waste remediation

technologies, and wee have filed patent applications relating to our System technology for PFAS destruction.

With the successful startup

of our pilot System, we have already processed commercial quantities of PFAS-containing waste materials.

There are limited current treatment

options for these materials, and we expect that our process will exceed any of these other current methods.

Some of the sizable markets

for PFAS include AFFF (aqueous film-forming foam) firefighting foams, both expired concentrate and flushing liquids, contaminated liquids

from PFAS systems, and other water-based separation products from a variety of industrial systems.

We have already secured and are treating

approximately 6,000 gallons of AFFF liquids to support ongoing operations, demonstration, and further testing of our System.

that we will receive an additional 20,000 gallons in the coming months.

strategy for our System includes continued treatment of PFAS liquids over the coming months and targeting engineering refinements to

support larger-scale Systems.

With significant upgrades to our prototype currently in the design phase, we anticipate deployment of the

second generation unit in the third quarter of 2025 at one of our other existing treatment facilities.

By the third quarter of 2025,

we expect to advance this technology into pilot-scale applications for soil, biosolids, and filter media, broadening the reach of our

System’s PFAS destruction capabilities.

Factors of our Business

12 unchanged sentences

The permits and licenses have terms ranging from one to ten years, and provide that we maintain a reasonable

level of compliance, renew with minimal effort, and cost.

level of compliance, and renew with minimal effort and cost.

We believe that these permit and license requirements represent a potential

17 unchanged sentences

combination of RCRA Part B hazardous waste permits, TSCA authorizations, and radioactive material licenses held by us and our subsidiaries

comprising our Treatment Segment is very difficult to obtain for a single facility and make this Segment unique.

comprising our Treatment Segment are very difficult to obtain for a single facility and make this Segment unique.

believe that the permitting and licensing requirements, and the cost to obtain such permits, are barriers to the entry of hazardous waste

2 unchanged sentences

hazardous waste treatment, storage, and disposal (“TSD”) activities and/or the licensing requirements for the handling of

low-level radioactive matters are eliminated or if such licenses or permits were made less rigorous to obtain, we believe such would

allow companies to enter into these markets and provide greater competition.

December 31, 2023, we employed approximately 297 employees, of whom 288 are full-time employees and 9 are part-time/temporary employees.

None of our current employees are unionized.

Company entered into a Project Labor Agreement (“PLA”) dated June 21, 2023, with UA Plumbers & Steamfitters Local 598.

The goal of this partnership is to supply our PFNWR facility with the organized labor force needed to take on the challenges of providing

a supplement treatment alternative to include concrete-like grout for Hanford’s Low Activity Tank Waste if and when the DOE grants

a contract to PFNWR to treat the Low Activity Tank Waste.

This supplemental capability would support DOE’s glassifying process

provided by the Hanford Vitrification Plant for safe transport and disposal off-site.

Environmental,

Social and Governance (“ESG”)

have a ESG subcommittee under our Corporate Governance and Nominating Committee to provide guidance on ESG management.

Our executive

team is responsible for the continuing development of our ESG strategic roadmap with support from management from key functional areas.

The key areas of focus under our ESG initiatives continue to be health and safety, environmental performance, DEI (diversity, equality

and inclusion), talent retention and development, corporate governance and climate-forward service development that support our customers’

transition to low carbon economy.

Our executive team is involved in policy planning and coordination of corporate-wide ESG efforts.

our website at https://www.perma-fix.com/esg.aspx for some highlights of our ESG initiatives

as well as our policies under our ESG as we continue to improve our ESG initiatives.

The information on our website is not part of, or

incorporated by reference in this Form 10-K.

low-level radioactive matters are eliminated or if such licenses or permits were made less rigorous to obtain, we believe we would face

greater competition in this segment.

of December 31, 2024, we employed approximately 305 employees, of whom 293 are full-time employees and 12 are part-time/temporary employees.

previously disclosed, the Company entered into a Project Labor Agreement (“PLA”), dated June 21, 2023, with UA Plumbers &

Steamfitters Local 598.

The goal of this partnership is to supply our PFNWR facility with the organized labor force needed to take on

the challenges of providing a supplement treatment alternative to include concrete-like grout for Hanford’s Low Activity Tank Waste

if and when the DOE grants a contract to PFNWR to treat the Low Activity Tank Waste.

We believe that this supplemental capability would

support DOE’s glassifying process provided by the Hanford Vitrification Plant for safe transport and disposal off-site of the Low

Activity Tank Waste.

Upon a Single or Few Customers

Treatment and Services Segments have significant relationships with the U.S.

governmental authorities.

Treatment and Services Segments have significant relationships with federal government authorities.

A significant amount of our revenues

from our Treatment and Services Segments are generated indirectly as subcontractors for others who are prime contractors to government

authorities, particularly the DOE and DOD, or directly as the prime contractor to government authorities.

The contracts that we are a

party to with others as subcontractors to the U.S federal government or directly with the U.S federal government generally provide that

from our Treatment and Services Segments are generated indirectly as subcontractors for others who are contractors to federal government

authorities, particularly the DOE and DOD, or directly as the prime contractor to federal government authorities.

The contracts that

we are a party to with others as subcontractors to federal government or directly with the federal government generally provide that

the government may terminate the contract at any time for convenience at the government’s option.

Our inability to continue under

existing contracts that we have with U.S government authorities (directly or indirectly as a subcontractor) or significant reductions

in the level of governmental funding in any given year could have a material adverse impact on our operations and financial condition.

performed services relating to waste generated by government clients (domestic), either indirectly for others as a subcontractor to government

entities or directly as a prime contractor to government entities, representing approximately $70,642,000 or 78.7%, of our total revenue

during 2023, as compared to $59,658,000, or 84.5%, of our total revenue during 2022.

existing contracts that we have with federal government authorities (directly or indirectly as a subcontractor) or significant reductions

in the level of federal governmental funding in any given year could have a material adverse impact on our operations and financial condition.

performed services relating to waste generated by federal government clients, either indirectly for others as a subcontractor to federal

government entities or directly as a prime contractor to federal government entities, representing approximately $40,550,000 or 68.6%

of our total revenue during 2024, as compared to $68,595,000 or 76.4% of our total revenue during 2023.

revenues are project/event based where the completion of one contract with a specific customer may be replaced by another contract with

a different customer from year to year.

Treatment Segment’s largest competitor is EnergySolutions which operates treatment facilities in Oak Ridge, TN and Erwin, TN and

treatment/disposal facilities for low level radioactive waste in Clive, UT and Barnwell, SC.

Waste Control Specialists, which has licensed

treatment/disposal capabilities for low level radioactive waste in Andrews, TX, is also a competitor in the treatment market with increasing

market share.

Treatment Segment’s largest competitor is EnergySolutions which operates numerous treatment facilities and two treatment/disposal

facilities for low level radioactive waste.

Waste Control Specialists is also a competitor in the treatment/disposal market of low-level

radioactive waste.

These two competitors also provide us with options for disposal of our treated nuclear waste.

The Treatment Segment treats

and disposes of DOE generated waste largely at DOE owned sites.

Our Treatment Segment currently solicits business primarily on a North

America basis with both government and commercial clients;

however, we continue to focus on emerging international markets for additional

The Treatment Segment

treats and disposes of DOE generated waste largely at DOE owned sites.

Our Treatment Segment currently solicits business primarily on

a North American basis with both government and commercial clients;

however, we continue to focus on emerging international markets for

additional work.

Services Segment is engaged in highly competitive businesses in which a number of our government contracts and some of our commercial

5 unchanged sentences

Segment competes, especially projects subject to the governmental bid process.

We also have the ability to prime federal government small

business procurements (small business set asides).

Based on past experience, we believe that large businesses are more willing to team

with small businesses in order to be part of these often-substantial procurements.

There are a number of qualified small businesses in

our market that will provide intense competition that may provide a challenge to our ability to maintain strong growth rates and acceptable

We also have the ability to directly bid on prime federal

government small business procurements (small business set asides).

Based on past experience, we believe that large businesses are more

willing to team with small businesses in order to be part of these often-substantial procurements.

There are a number of qualified small

businesses in our market that will provide intense competition that may challenge our ability to maintain strong growth rates and acceptable

profit margins.

5 unchanged sentences

Environmental

have three remediation projects, which are currently in progress relating to our Perma-Fix of Dayton, Inc.

have three remediation projects, that are currently in progress relating to our Perma-Fix of Dayton, Inc.

(“PFD”), Perma-Fix

9 unchanged sentences

31, 2023, balance of $845,000.

The decrease represents payments for remediation projects.

As of December 31, 2023, $61,000 of the total

accrued environmental liabilities was recorded as current.

The decrease represents payments for our PFSG remediation project.

As of December 31, 2024, $1,000 of

the total accrued environmental liabilities was recorded as current.

nature of our business exposes us to significant cost to comply with governmental environmental laws, rules and regulations and risk

21 unchanged sentences

and $561,000 for 2024 and 2023, respectively.

The increase in our R&D expenses was attributable primarily to R&D in connection

with developing our new technology in treating PFAS (See “New Processing Technology” above for a discussion of this new technology).

Environmental

40 unchanged sentences

with states to carry out those regulatory functions in those respective states except for Nuclear Power Plants and federal facilities

like the VA hospitals and the DOE operations.” The State of Florida Department of Health (with the USNRC oversight), Office of

Radiation Control, regulates the licensing and radiological program of the PFF facility;

the State of Tennessee (with the USNRC oversight),

Tennessee Division of Radiological Health, regulates licensing and the radiological program of the DSSI facility and the EWOC facility;

and the State of Washington (with the USNRC oversight) Department of Health, regulates licensing and the radiological operations of the

PFNWR facility.

like the VA hospitals and the DOE operations.” The State of Florida Department of Health (with USNRC oversight), Office of Radiation

Control, regulates the licensing and radiological program of the PFF facility;

the State of Tennessee (with USNRC oversight), Tennessee

Division of Radiological Health, regulates licensing and the radiological program of the DSSI facility and the EWOC facility;

State of Washington (with USNRC oversight) Department of Health, regulates licensing and the radiological operations of the PFNWR facility.

activities are subject to other federal environmental protection and similar laws, including, without limitation, the Clean Water Act,

15 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business