What changed in this filing

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Item 1. Financial Statements

2023-03-31 compared with 2023-01-06 · 100 added, 95 removed, 566 unchanged (26% of the section changed)

4 unchanged sentences

(in thousands of dollars, except per share data)

Three Months Ended Six Months Ended

Nov 30, 2022 Nov 30, 2021 Nov 30, 2022 Nov 30, 2021

Three Months Ended Nine Months Ended

Feb 28, 2023 Feb 28, 2022 Feb 28, 2023 Feb 28, 2022

Net sales $ 80,712 $ 73,970 $ 247,678 $ 229,221

28 unchanged sentences

(in thousands of dollars)

Three Months Ended Six Months Ended

Nov 30, 2022 Nov 30, 2021 Nov 30, 2022 Nov 30, 2021

Three Months Ended Nine Months Ended

Feb 28, 2023 Feb 28, 2022 Feb 28, 2023 Feb 28, 2022

Net loss $ ( 9,485 ) $ ( 4,958 ) $ ( 30,975 ) $ ( 20,281 )

10 unchanged sentences

(in thousands of dollars, except share data)

Nov 30, 2022 May 31, 2022

Feb 28, 2023 May 31, 2022

Current assets

27 unchanged sentences

Common stock, par value $ 0.01 per share, 75,000,000 shares authorized;

39,874,144 and 39,541,173 shares issued and 39,504,144 and 39,171,173 shares outstanding at November 30, 2022 and May 31, 2022, respectively

39,976,422 and 39,541,173 shares issued and 39,606,422 and 39,171,173 shares outstanding at February 28, 2023 and May 31, 2022, respectively

Additional paid-in capital 596,225 586,879

Accumulated deficit ( 189,388 ) ( 158,413 )

Treasury stock, 370,000 shares at November 30, 2022 and May 31, 2022, respectively

Treasury stock, 370,000 shares at February 28, 2023 and May 31, 2022, respectively

( 5,714 ) ( 5,714 )

7 unchanged sentences

(in thousands of dollars)

Six Months Ended

Nov 30, 2022 Nov 30, 2021

Nine Months Ended

Feb 28, 2023 Feb 28, 2022

Cash flows from operating activities:

57 unchanged sentences

Balance at November 30, 2022 39,874,144 $ 381 $ 593,482 $ ( 179,903 ) $ ( 288 ) ( 370,000 ) $ ( 5,714 ) $ 407,958

Net loss ( 9,485 ) ( 9,485 )

Issuance/Cancellation of restricted stock units 9,394 ( 36 ) ( 36 )

Purchases of common stock under ESPP 92,884 1 976 977

Stock-based compensation 1,803 1,803

Other comprehensive loss, net of tax ( 3,562 ) ( 3,562 )

Balance at February 28, 2023 39,976,422 $ 382 $ 596,225 $ ( 189,388 ) $ ( 3,850 ) ( 370,000 ) $ ( 5,714 ) $ 397,655

Common Stock Additional

19 unchanged sentences

Balance at November 30, 2021 39,455,193 $ 379 $ 580,330 $ ( 147,189 ) $ 4,562 ( 370,000 ) $ ( 5,714 ) $ 432,368

Net loss ( 4,958 ) ( 4,958 )

Exercise of stock options 5,000 77 77

Issuance/Cancellation of restricted stock units 11,304 ( 84 ) ( 84 )

Purchases of common stock under ESPP 48,604 1 972 973

Stock-based compensation 2,352 2,352

Other comprehensive loss, net of tax ( 1,036 ) ( 1,036 )

Balance at February 28, 2022 39,520,101 $ 380 $ 583,647 $ ( 152,147 ) $ 3,526 ( 370,000 ) $ ( 5,714 ) $ 429,692

The accompanying notes are an integral part of these consolidated financial statements.

3 unchanged sentences

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Loss for the three and six months ended November 30, 2022 and 2021, the Consolidated Balance Sheet as of November 30, 2022, the Consolidated Statements of Cash Flows for the six months ended November 30, 2022 and 2021, and the Consolidated Statements of Stockholders’ Equity for the six months ended November 30, 2022 and 2021 have been prepared by the Company and are unaudited.

The Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Loss for the three and nine months ended February 28, 2023 and 2022, the Consolidated Balance Sheet as of February 28, 2023, the Consolidated Statements of Cash Flows for the nine months ended February 28, 2023 and 2022, and the Consolidated Statements of Stockholders’ Equity for the nine months ended February 28, 2023 and 2022 have been prepared by the Company and are unaudited.

The Consolidated Balance Sheet as of May 31, 2022 was derived from audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America.

In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to state fairly the financial position, changes in stockholders’ equity and comprehensive income, results of operations and cash flows as of and for the period ended November 30, 2022 (and for all periods presented) have been made.

The unaudited interim consolidated financial statements for the three and six months ended November 30, 2022 and 2021 include the accounts of AngioDynamics, Inc.

In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to state fairly the financial position, changes in stockholders’ equity and comprehensive income, results of operations and cash flows as of and for the period ended February 28, 2023 (and for all periods presented) have been made.

The unaudited interim consolidated financial statements for the three and nine months ended February 28, 2023 and 2022 include the accounts of AngioDynamics, Inc.

and its wholly owned subsidiaries (collectively, the "Company", "we", "our" or "us").

22 unchanged sentences

The following table summarizes net sales by Med Tech, Med Device and by geography:

Three Months Ended November 30, 2022 Three Months Ended November 30, 2021

Three Months Ended February 28, 2023 Three Months Ended February 28, 2022

(in thousands) United States International Total United States International Total

2 unchanged sentences

Total $ 67,620 $ 13,092 $ 80,712 $ 62,445 $ 11,525 $ 73,970

Six Months Ended November 30, 2022

Six Months Ended November 30, 2021

Nine Months Ended February 28, 2023

Nine Months Ended February 28, 2022

(in thousands) United States International Total United States International Total

43 unchanged sentences

The Company currently estimates product return liabilities using its historical product return information and considers other factors that it believes could significantly impact its expected returns, including product recalls.

During the six months ended November 30, 2022, such product returns were not material.

During the nine months ended February 28, 2023, such product returns were not material.

Contract Balances with Customers

4 unchanged sentences

The following table presents changes in the Company’s receivables, contract assets and contract liabilities with customers:

(in thousands) Nov 30, 2022 May 31, 2022

(in thousands) Feb 28, 2023 May 31, 2022

Receivables $ 50,892 $ 52,304

1 unchanged sentence

Contract liabilities $ 571 $ 526

During the six months ended November 30, 2022, the Company had additions to contract liabilities of $ 0.5 million.

This was offset by $ 0.5 million in revenue that was recognized during the six months ended November 30, 2022.

During the nine months ended February 28, 2023, the Company had additions to contract liabilities of $ 0.6 million.

This was offset by $ 0.6 million in revenue that was recognized during the nine months ended February 28, 2023.

Costs to Obtain or Fulfill a Customer Contract

7 unchanged sentences

Inventories consisted of the following:

(in thousands) Nov 30, 2022 May 31, 2022

(in thousands) Feb 28, 2023 May 31, 2022

Raw materials $ 34,471 $ 28,251

5 unchanged sentences

Based on these assumptions, the Company estimates the amount of obsolete, expiring and slow-moving inventory.

The total inventory reserve at November 30, 2022 and May 31, 2022 was $ 3.9 million and $ 3.7 million, respectively.

The total inventory reserve at February 28, 2023 and May 31, 2022 was $ 3.1 million and $ 3.7 million, respectively.

GOODWILL AND INTANGIBLE ASSETS

17 unchanged sentences

Based on the results of this evaluation, there were no adjustments to goodwill for either reporting unit or the Company as a whole as of August 31, 2022.

There were no adjustments to goodwill for the six months ended November 30, 2022 other than foreign currency translation adjustments.

Even though the Company determined that there was no goodwill impairment at November 30, 2022, the future occurrence of a potential indicator of impairment, such as a significant adverse change in legal, regulatory, business or economic conditions or a more-likely-than-not expectation that one of the reporting units or a significant portion of either of the reporting units will be sold or disposed of, would require an interim assessment for the reporting units prior to the next required annual assessment as of April 30, 2023.

Goodwill for each reporting unit is allocated as follows:

Six Months Ended Nov 30, 2022

Nine months ended Feb 28, 2023

(in thousands) Med Tech Med Device Total

4 unchanged sentences

Balance, November 30, 2022 $ 160,226 $ 40,529 $ 200,755

Foreign currency translation adjustments $ ( 779 ) $ — $ ( 779 )

Balance, February 28, 2023

$ 159,447 $ 40,529 $ 199,976

There were no adjustments to goodwill for the six months ended November 30, 2022 other than foreign currency translation adjustments.

There were no adjustments to goodwill for the nine months ended February 28, 2023 other than foreign currency translation adjustments.

Even though the Company determined that there was no goodwill impairment at February 28, 2023, the future occurrence of a potential indicator of impairment, such as a significant adverse change in legal, regulatory, business or economic conditions or a more-likely-than-not expectation that one of the reporting units or a significant portion of either of the reporting units will be sold or disposed of, would require an interim assessment for the reporting units prior to the next required annual assessment as of April 30, 2023.

Definite Lived Intangible Assets

16 unchanged sentences

$ 314,369 $ ( 161,989 ) $ 152,380

Amortization expense for the three months ended November 30, 2022 and 2021 was $ 4.8 million and $ 4.9 million, respectively.

Amortization expense for the six months ended November 30, 2022 and 2021 was $ 9.6 million and $ 9.7 million, respectively.

Amortization expense for the three months ended February 28, 2023 and 2022 was $ 4.7 million and $ 4.9 million, respectively.

Amortization expense for the nine months ended February 28, 2023 and 2022 was $ 14.4 million and $ 14.6 million, respectively.

Expected future amortization expense related to the intangible assets for each of the following fiscal years is as follows:

4 unchanged sentences

Accrued liabilities consisted of the following:

(in thousands) Nov 30, 2022 May 31, 2022

(in thousands) Feb 28, 2023 May 31, 2022

Payroll and related expenses $ 9,355 $ 20,232

23 unchanged sentences

* The definitions of consolidated total indebtedness, consolidated EBITDA, consolidated capital expenditures and consolidated interest expense are specifically defined in the Credit Agreement included as an exhibit to Form 8-K filed on August 31, 2022.

As of November 30, 2022, there was $ 25.0 million outstanding on the Revolving Facility and $ 25.0 million outstanding on the Delayed Draw Term Loan and the interest rate at November 30, 2022 applicable to each was 5.59 %.

As of November 30, 2022 and May 31, 2022, the carrying value of long-term debt approximated its fair market value.

(in thousands) Nov 30, 2022

As of February 28, 2023, there was $ 25.0 million outstanding on the Revolving Facility and $ 25.0 million outstanding on the Delayed Draw Term Loan and the interest rate at February 28, 2023 applicable to each was 6.15 %.

As of February 28, 2023 and May 31, 2022, the carrying value of long-term debt approximated its fair market value.

(in thousands) Feb 28, 2023

Revolving Facility $ 25,000

4 unchanged sentences

The Company provides for income taxes at the end of each interim period based on the estimated effective tax rate for the full fiscal year adjusted for any discrete events, which are recorded in the period that they occur.

The estimated annual effective tax rate prior to discrete items was 5.8 % as of the second quarter of fiscal year 2023, as compared to 12.3 % for the same period in fiscal year 2022.

The estimated annual effective tax rate prior to discrete items was 5.2 % as of the third quarter of fiscal year 2023, as compared to 12.7 % for the same period in fiscal year 2022.

In fiscal year 2023, the Company’s effective tax rate differs from the U.S.

4 unchanged sentences

Based on the review of all available evidence, the Company determined that it has not yet attained a sustained level of profitability and the objectively verifiable negative evidence outweighed the positive evidence.

Therefore, the Company has provided a valuation allowance on its federal and state net operating loss carryforwards, federal and state R&D credit carryforwards and other net deferred tax assets that have a limited life and are not supportable by the naked credit deferred tax liability sourced income as of November 30, 2022.

The Company will continue to assess the level of the valuation allowance required.

4 unchanged sentences

On November 3, 2022 the Company's shareholders approved an amendment to the 2020 Plan to increase the reserve of shares of common stock available for future grants by 1,950,000 shares.

As of November 30, 2022, there was a maximum of 2.8 million shares of common stock available for future grant under the 2020 Plan.

As of February 28, 2023, there was a maximum of 2.9 million shares of common stock available for future grant under the 2020 Plan.

Prior to the adoption of the 2020 Plan, equity awards were issued under the 2004 Stock and Incentive Award Plan (the “2004 Plan”).

2 unchanged sentences

On November 3, 2022 the Company's shareholders approved an amendment to the employee stock purchase plan to increase the reserve of shares of common stock available for future grants by 1,000,000 shares.

As of November 30, 2022, there was a maximum of 3.3 million shares of common stock available for future grant under the employee stock purchase plan.

For the three months ended November 30, 2022 and 2021, share-based compensation expense was $ 3.4 million and $ 3.0 million, respectively.

For the six months ended November 30, 2022 and 2021, share-based compensation expense was $ 6.4 million and $ 5.4 million, respectively.

During the six months ended November 30, 2022 and 2021, the Company granted stock options and restricted stock units under the 2020 Plan to certain employees and members of the Board of Directors.

As of February 28, 2023, there was a maximum of 3.2 million shares of common stock available for future grant under the employee stock purchase plan.

For the three months ended February 28, 2023 and 2022, share-based compensation expense was $ 1.8 million and $ 2.4 million, respectively.

For the nine months ended February 28, 2023 and 2022, share-based compensation expense was $ 8.2 million and $ 7.8 million, respectively.

During the nine months ended February 28, 2023 and 2022, the Company granted stock options and restricted stock units under the 2020 Plan to certain employees and members of the Board of Directors.

Stock option awards are valued using the Black-Scholes option-pricing model and then amortized on a straight-line basis over the requisite service period of the award.

Restricted stock unit awards are valued based on the closing trading value of the Company’s common stock on the date of grant and then amortized on a straight-line basis over the requisite service period of the award.

During the six months ended November 30, 2022 and 2021, the Company granted performance share units under the 2020 Plan to certain employees.

During the nine months ended February 28, 2023 and 2022, the Company granted performance share units under the 2020 Plan to certain employees.

The awards may be earned by achieving performance levels over the requisite service period.

1 unchanged sentence

The fair value of these awards is based on a Monte Carlo simulation model.

As of November 30, 2022, there was $ 24.4 million of unrecognized compensation expense related to share-based payment arrangements.

These costs are expected to be recognized over a weighted-average period of approximately two years .

As of February 28, 2023, there was $ 17.6 million of unrecognized compensation expense related to share-based payment arrangements.

These costs are expected to be recognized over a weighted-average period of approximately three years .

The Company has sufficient shares to satisfy expected share-based payment arrangements.

4 unchanged sentences

The following table reconciles basic to diluted weighted-average shares outstanding:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2022 Nov 30, 2021 Nov 30, 2022 Nov 30, 2021

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2023 Feb 28, 2022 Feb 28, 2023 Feb 28, 2022

Basic 39,509 39,092 39,436 38,959

7 unchanged sentences

Commencing with the first quarter of fiscal year 2023, the Company began to manage its operations through two segments, Med Tech and Med Device to align with the transformation from a company with a broad portfolio of largely undifferentiated products to a more focused medical technology company.

The Company's chief operating decision maker evaluates these two segments based on net sales and gross margin to, among other items, allocate resources and assess performance.

The CEO evaluates these two segments based on net sales and gross margin to, among other items, allocate resources and assess performance.

Executives reporting to the CEO include those responsible for commercial operations, manufacturing operations, regulatory and quality and certain corporate functions.

2 unchanged sentences

therefore, the CEO does not review any asset information by operating segment and, accordingly, asset information is not reported or evaluated by operating segment.

Total assets were $ 558.2 million as of November 30, 2022.

Total assets were $ 542.8 million as of February 28, 2023.

The table below summarizes net sales and gross margin by Med Tech and Med Device including prior periods during which the Company considered the business to be a single operating segment, in order to conform to the current period presentation:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2022 Nov 30, 2021 Nov 30, 2022 Nov 30, 2021

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2023 Feb 28, 2022 Feb 28, 2023 Feb 28, 2022

Med Tech Net Sales $ 22,874 $ 19,612 $ 70,193 $ 56,106

9 unchanged sentences

The table below summarizes net sales by geographic area based on external customer location:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2022 Nov 30, 2021 Nov 30, 2022 Nov 30, 2021

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2023 Feb 28, 2022 Feb 28, 2023 Feb 28, 2022

United States $ 67,620 $ 62,445 $ 208,274 $ 192,259

1 unchanged sentence

Total $ 80,712 $ 73,970 $ 247,678 $ 229,221

For the three months ended November 30, 2022 and 2021, international sales as a percentage of total net sales were 16.2 % and 16.5 %, respectively.

For the six months ended November 30, 2022 and 2021, international sales as a percentage of total net sales were 15.8 % and 16.4 %, respectively.

For the three months ended February 28, 2023 and 2022, international sales as a percentage of total net sales were 16.2 % and 15.6 %, respectively.

For the nine months ended February 28, 2023 and 2022, international sales as a percentage of total net sales were 15.9 % and 16.1 %, respectively.

Sales to any one country outside the U.S., as determined by shipment destination, did not comprise a material portion of net sales in any of the last three fiscal years.

13 unchanged sentences

Fair Value Measurements using inputs considered as:

Fair Value at Nov 30, 2022

Fair Value at Feb 28, 2023

(in thousands) Level 1 Level 2 Level 3

8 unchanged sentences

Total Financial Liabilities $ — $ — $ 16,948 $ 16,948

There were no transfers between Level 1, 2 and 3 for the three and six months ended November 30, 2022 and 2021.

There were no transfers between Level 1, 2 and 3 for the three and nine months ended February 28, 2023 and 2022.

The table below presents the changes in fair value components of Level 3 instruments:

Three Months Ended Nov 30, 2022

Three Months Ended Feb 28, 2023

(in thousands) Fair Value Measurements Using Significant Unobservable Inputs (Level 3)

Balance, August 31, 2022 $ 17,158

Change in present value of contingent consideration (1)

Currency gain from remeasurement 28

Balance, November 30, 2022 $ 18,832

Six Months Ended Nov 30, 2022

Change in present value of contingent consideration (1)

Balance, February 28, 2023

Nine Months Ended Feb 28, 2023

(in thousands) Fair Value Measurements Using Significant Unobservable Inputs (Level 3)

2 unchanged sentences

Currency gain from remeasurement 27

Balance, November 30, 2022

Balance, February 28, 2023

(1) Change in the fair value of contingent consideration is included in earnings and comprised of changes in estimated earn out payments based on projections of Company performance and amortization of the present value discount.

8 unchanged sentences

Increases or decreases in any valuation inputs in isolation may result in a significantly lower or higher fair value measurement in the future.

The recurring Level 3 fair value measurements of the contingent consideration liabilities include the following significant unobservable inputs as of November 30, 2022:

The recurring Level 3 fair value measurements of the contingent consideration liabilities include the following significant unobservable inputs as of February 28, 2023:

(in thousands) Fair Value Valuation Technique Unobservable Input Range

2 unchanged sentences

Projected fiscal year of payment 2023 - 2025

At November 30, 2022, the amount of undiscounted future contingent consideration that the Company expects to pay as a result of all completed acquisitions is approximately $ 20.0 million.

At February 28, 2023, the amount of undiscounted future contingent consideration that the Company expects to pay as a result of all completed acquisitions is approximately $ 20.0 million.

The milestones, including revenue projections and technical milestones associated with the contingent consideration, must be reached in future periods ranging from fiscal years 2023 to 2029 in order for the associated consideration to be paid.

5 unchanged sentences

The following table presents supplemental balance sheet information related to leases:

(in thousands) Balance Sheet Location Nov 30, 2022 May 31, 2022

(in thousands) Balance Sheet Location Feb 28, 2023 May 31, 2022

Operating lease ROU asset Other assets $ 5,143 $ 6,974

8 unchanged sentences

The maturities of the lease liabilities for each of the following fiscal years is:

(in thousands) Nov 30, 2022

(in thousands) Feb 28, 2023

Remainder of 2023 $ 699

5 unchanged sentences

Long-term lease obligations $ 3,049

During the three months ended November 30, 2022 and 2021, the Company recognized $ 0.7 million and $ 0.7 million of operating lease expense, respectively, which includes immaterial short-term leases.

During the six months ended November 20, 2022 and 2021, the Company recognized $ 1.4 million and $ 1.4 million of operating leases expense, respectively, which includes immaterial short-term leases.

During the three months ended February 28, 2023 and 2022, the Company recognized $ 0.7 million and $ 0.7 million of operating lease expense, respectively, which includes immaterial short-term leases.

During the nine months ended February 28, 2023 and 2022, the Company recognized $ 2.0 million and $ 2.1 million of operating leases expense, respectively, which includes immaterial short-term leases.

The expenses on the Consolidated Statement of Operations were classified as follows:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2022

Nov 30, 2021 Nov 30, 2022

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2023

Feb 28, 2022 Feb 28, 2023

Cost of sales $ 221 $ 218 $ 661 $ 656

3 unchanged sentences

$ 696 $ 684 $ 2,044 $ 2,114

The following table presents supplemental cash flow and other information related to leases for the six months ended:

(in thousands) Nov 30, 2022 Nov 30, 2021

The following table presents supplemental cash flow and other information related to leases for the nine months ended:

(in thousands) Feb 28, 2023 Feb 28, 2022

Cash paid for amounts included in the measurement of lease liabilities

15 unchanged sentences

Thereafter, the case was transferred from the District of Utah to the United States District Court for the District of Delaware (“District of Delaware”).

A scheduling order was entered on March 23, 2021.

On July 22, 2021, in another case against a different defendant, the District of Utah invalidated multiple claims of the ‘302, ‘022, and ‘615 Patents under 35 USC §101, including claims asserted against the Company.

Following the Utah court’s decision, the Company filed a Motion for Judgment on the Pleadings based on collateral estoppel on August 9, 2021.

Bard filed its opposition brief on September 2, 2021 and the

Company filed a reply on September 9, 2021.

Following a hearing on the Motion for Judgment on the Pleadings on December 21, 2021, the District of Delaware stayed the case pending the Federal Circuit's resolution of Bard's appeal from the Utah Decision.

Previously, the Company had filed a Motion for Leave to Amend its Answer and Counterclaims on April 14, 2021.

This motion sought to add counterclaims for infringement of U.S.

and 10,632,295, as well as a counterclaim of inequitable conduct.

On November 5, 2021, the Company notified the District of Delaware that the Utah decision was certified for appeal to the Court of Appeals for the Federal Circuit.

Contemporaneously, the Company withdrew its Motion for Leave to Amend its Answer and Counterclaims without prejudice to refile.

Oral argument has been scheduled for February 10, 2023, and the appeal remains pending.

The Company believes these claims are without merit and intends to defend them vigorously.

On December 27, 2021, the District of Delaware stayed the case pending the Federal Circuit's resolution of Bard's appeal from the Utah Decision.

On February 17, 2023, the Federal Circuit Reversed-in-Part, Vacated-in-Part, and Remanded the Utah

The other defendant subsequently filed a Petition for Rehearing with the Federal Circuit on March 20, 2023, and a mandate has not yet issued.

The District of Delaware lifted the stay on February 28, 2023 and held a status conference on March 23, 2023.

A scheduling order has not yet been entered, but a jury trial is currently scheduled for April 29, 2024.

The Company has not recorded an expense related to the outcome of this litigation because it is not yet possible to determine if a potential loss is probable nor reasonably estimable.

12 unchanged sentences

The issues presented to the jury do not comprise all of the issues to be determined in the case.

Equitable issues and patent eligibility issues remain to be decided by the judge, and damages remain to be decided by a jury.

Equitable issues remain to be decided by the judge, and damages remain to be decided by a jury.

The Company believes it has meritorious defenses and positions with respect to the matters remaining to be decided and the jury decision, and intends to vigorously pursue all available remedies and defenses, including post-trial motions and appeals.

The parties proposed a post-trial briefing schedule with opening briefs to be filed January 20, 2023.

The parties have filed post-trial briefs, and the Court heard argument on March 13, 2023.

A decision is forthcoming.

The Company maintains its belief that Bard’s claims are without merit.

2 unchanged sentences

8,025,639, 9,603,992 and 9,603,993.

On May 20, 2021, the Company filed a Motion to Dismiss Bard’s claims with respect to the ’992 and ’993 patents.

On July 22, 2021, the Company submitted the Utah court’s decision invalidating claims of the related ‘302, ‘022, and ‘615 Patents as supplemental authority in support of its Motion to Dismiss.

The parties agreed to submit supplemental briefing to address the Utah court’s decision.

Bard submitted its brief on August 12, 2021, and the Company submitted its reply on September 2, 2021.

On December 27, 2021, the District of Delaware stayed the case pending the Federal Circuit's resolution of Bard's appeal of the Utah decision invalidating multiple claims of the ‘302, ‘022, and ‘615 patents under 35 USC §101.

Following the Federal Circuit’s decision on appeal, the District of Delaware lifted the stay on February 28, 2023, and held a scheduling conference on March 23, 2023.

A scheduling order has not yet been entered, but a jury trial is currently scheduled for June 9, 2025.

The Company maintains its belief that Bard's claims are without merit.

9 unchanged sentences

Acquisition, restructuring and other items, net, consisted of:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2022 Nov 30, 2021 Nov 30, 2022 Nov 30, 2021

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2023 Feb 28, 2022 Feb 28, 2023 Feb 28, 2022

$ 2,614 $ 1,681 $ 6,899 $ 5,837

11 unchanged sentences

Changes in each component of accumulated other comprehensive income, net of tax, are as follows:

Three Months Ended Nov 30, 2022

Three Months Ended Feb 28, 2023

(in thousands) Foreign currency translation income

Balance at August 31, 2022 $ 807

Balance at November 30, 2022 $ ( 288 )

Other comprehensive loss, net of tax ( 3,562 )

Net other comprehensive loss $ ( 3,562 )

Balance at November 30, 2022

Six Months Ended Nov 30, 2022

Balance at February 28, 2023

Nine Months Ended Feb 28, 2023

(in thousands) Foreign currency translation income

2 unchanged sentences

Net other comprehensive loss $ ( 5,207 )

Balance at November 30, 2022

Balance at February 28, 2023

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

12 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-Q

Item 1. Financial Statements