UL Solutions (ULS) Registration Filing summary

Company overview and business model

• Global leader in safety science, providing independent testing, inspection, certification (TIC), and related software and advisory services to over 80,000 customers in 110+ countries as of 2023.

• Operates through two main businesses: TIC (Industrial and Consumer segments) and Software & Advisory (S&A), with a global network of 89 laboratories in 28 countries.

• Owns the UL Mark, a globally recognized certification symbol, and maintains over 650 technical accreditations and 76 commercial software solutions.

• Business model emphasizes recurring revenue from regulatory-driven services, high customer retention (99% among top 500 accounts), and a blend of organic and acquisition-driven growth.

Financial performance and metrics

• 2023 revenue: $2.68 billion; net income: $276 million; adjusted EBITDA: $563 million.

• Six months ended June 30, 2024: revenue $1.4 billion, net income $166 million, adjusted EBITDA $304 million.

• Compound annual revenue growth rate of ~7% from 2011 to 2023.

• Total debt as of June 30, 2024: $815 million; cash and cash equivalents: $295 million.

• Segment revenue mix (2023): Industrial 43%, Consumer 44%, Software & Advisory 13%.

• 2023 revenue by service: Certification Testing 27%, Ongoing Certification Services 33%, Non-certification Testing & Other Services 30%, Software 10%.

Use of proceeds and capital allocation

• No proceeds to the company; all shares in this offering are sold by the selling stockholder (UL Standards & Engagement).

• Company will not receive any proceeds from the sale, including any exercise of the underwriters' option.

• Capital allocation focuses on organic investments, acquisitions (56 since 2010, $1.3B deployed), and regular quarterly dividends ($25M per quarter in 2024).