What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-05-07 compared with 2025-11-06 · 197 added, 273 removed, 444 unchanged (51% of the section changed)

3 unchanged sentences

Dollars in thousands, except per share amounts

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

Net sales $ 589,151 $ 558,834

6 unchanged sentences

Restructuring charges 2,708 3,862

Goodwill impairment charge 548,442 — 548,442 —

Operating loss ( 558,488 ) ( 31,737 ) ( 622,053 ) ( 110,970 )

Operating income (loss) 6,530 ( 46,769 )

Interest expense, net 9,169 9,188

Other expense (income), net ( 448 ) ( 202 ) 508 ( 9,803 )

Loss from continuing operations before income taxes ( 566,868 ) ( 42,601 ) ( 649,871 ) ( 149,198 )

Other (income) expense , net ( 3,273 ) 1,392

Income (loss) from continuing operations before income taxes 634 ( 57,349 )

Income tax expense (benefit) 9,045 ( 1,769 )

Net loss from continuing operations ( 8,411 ) ( 55,580 )

Income (loss) from discontinued operations, net of taxes ( 40 ) 2,243 ( 258 ) 2,175

Loss from discontinued operations, net of taxes ( 39 ) ( 125 )

Net loss ( 8,450 ) ( 55,705 )

3 unchanged sentences

Continuing operations $ ( 0.15 ) $ ( 0.98 )

Discontinued operations $ — $ 0.04 $ — $ 0.04

Consolidated operations $ ( 0.15 ) $ ( 0.98 )

3 unchanged sentences

Dollars in thousands

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

Net loss $ ( 8,450 ) $ ( 55,705 )

3 unchanged sentences

6,243 ( 41,493 )

Amounts reclassified from Accumulated other comprehensive loss:

Amortization of pension net actuarial loss, net of tax benefit of $( 147 ), $( 8 ), $( 173 ), and $( 22 ).

Amounts reclassified from Accumulated other comprehensive income (loss):

Amortization of pension net actuarial loss, net of tax expense (benefit) of $ 37 and $( 12 )

( 190 ) ( 26 )

2 unchanged sentences

Other comprehensive income (loss) ( 12,396 ) 63,024

Comprehensive loss ( 566,377 ) ( 9,383 ) ( 607,719 ) ( 151,653 )

Comprehensive income (loss) ( 20,846 ) 7,319

comprehensive income attributable to noncontrolling interest 314 383

Comprehensive loss attributable to Enovis Corporation $ ( 566,602 ) $ ( 9,742 ) $ ( 608,650 ) $ ( 152,227 )

Comprehensive Income (loss) attributable to Enovis Corporation $ ( 21,160 ) $ 6,936

See Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

Dollars in thousands, except share amounts

October 3, 2025 December 31, 2024

April 3, 2026 December 31, 2025

CURRENT ASSETS:

5 unchanged sentences

Other current assets 110,286 101,222

Current portion of assets held for sale 44,362 —

Total current assets 1,239,681 1,207,059

10 unchanged sentences

Accrued liabilities 360,043 375,943

Current portion of liabilities held for sale 1,425 —

Total current liabilities 608,665 598,474

5 unchanged sentences

133,333,333 shares authorized;

57,189,761 and 55,876,517 shares issued and outstanding as of October 3, 2025 and December 31, 2024, respectively

57,553,143 and 57,194,781 shares issued and outstanding as of April 3, 2026 and December 31, 2025, respectively

Additional paid-in capital 3,056,849 3,048,414

13 unchanged sentences

Net income (loss) — — — ( 8,764 ) — 314 ( 8,450 )

Other comprehensive income (loss), net of tax benefit of $ 13,185

— — — — 62,902 122 63,024

Common stock issued for acquisition 971,343 1 44,409 — — — 44,410

Payments of tax withholding for stock-based awards — — ( 3,447 ) — — — ( 3,447 )

Common stock-based award activity 270,781 7,607 — — — 7,607

Balance at April 4, 2025 57,118,641 $ 57 $ 3,021,690 $ ( 338,989 ) $ ( 64,990 ) $ 2,450 $ 2,620,218

Net income (loss) — — — ( 36,739 ) — 191 ( 36,548 )

Other comprehensive income (loss), net of tax expense of $ 37

— — — — ( 12,396 ) — ( 12,396 )

Common stock-based award activity 40,837 — 9,403 — — — 9,403

Balance at July 4, 2025 57,159,478 $ 57 $ 3,031,093 $ ( 375,728 ) $ ( 77,235 ) $ 2,773 $ 2,580,960

Net income (loss) — — — ( 571,146 ) 233 ( 570,913 )

Other comprehensive income (loss), net of tax expense of $ 76

— — — — 4,544 ( 8 ) 4,536

Payments of tax withholding for stock-based awards — — ( 943 ) — — — ( 943 )

Common stock-based award activity 358,362 1 9,378 — — — 9,379

Balance at October 3, 2025 57,189,761 $ 57 $ 3,040,188 $ ( 946,874 ) $ ( 72,691 ) $ 2,998 $ 2,023,678

Balance at April 3, 2026 57,553,143 $ 58 $ 3,056,849 $ ( 1,476,227 ) $ ( 103,759 ) $ 2,571 $ 1,479,492

Common Stock Additional Paid-In Capital (Accumulated Deficit) Retained Earnings Accumulated Other Comprehensive Loss Noncontrolling Interest Total

2 unchanged sentences

Net income (loss) — — — ( 55,966 ) — 261 ( 55,705 )

Other comprehensive loss, net of tax expense of $ 7,752

— — — — ( 40,497 ) ( 51 ) ( 40,548 )

Payments of tax withholding for stock-based awards — — ( 4,772 ) — — — ( 4,772 )

Common stock-based award activity 243,439 — 7,302 — — — 7,302

Balance at March 29, 2024 54,840,581 $ 55 $ 2,903,277 $ 470,473 $ ( 65,378 ) $ 2,415 $ 3,310,842

Net income (loss) — — — ( 18,638 ) — 126 ( 18,512 )

Other comprehensive loss, net of tax benefit of $ 2,131

— — — — ( 11,352 ) ( 17 ) ( 11,369 )

Common stock-based award activity 25,779 — 7,977 — — — 7,977

Balance at June 28, 2024 54,866,360 $ 55 $ 2,911,254 $ 451,835 $ ( 76,730 ) $ 2,524 $ 3,288,938

Net income (loss) — — — ( 31,521 ) 259 ( 31,262 )

Other comprehensive income, net of tax of $( 16,933 )

Other comprehensive income, net of tax benefit of $( 13,185 )

— — — — 62,902 122 63,024

Common stock issued for acquisition 971,343 1 44,409 — — — 44,410

Payments of tax withholding for stock-based awards — — ( 3,447 ) — — — ( 3,447 )

Common stock-based award activity 270,781 7,607 — — — 7,607

Balance at September 27, 2024 55,866,099 $ 56 $ 2,964,997 $ 420,314 $ ( 54,951 ) $ 2,883 $ 3,333,299

Balance at April 4, 2025 57,118,641 $ 57 $ 3,021,690 $ ( 338,989 ) $ ( 64,990 ) $ 2,450 $ 2,620,218

See Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

Dollars in thousands

Nine Months Ended

October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

Cash flows from operating activities:

Net loss $ ( 8,450 ) $ ( 55,705 )

Adjustments to reconcile net loss to net cash provided by operating activities:

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation and amortization 73,355 71,435

Impairment of assets — 5,555

Impairment of goodwill 548,442 —

Stock-based compensation expense 8,750 7,407

Non-cash interest expense 1,788 1,348

Fair value loss (gain) on contingent acquisition shares 1,787 ( 19,922 )

Loss on currency hedges — 11,123

Deferred income tax expense (benefit) ( 565 ) ( 29,472 )

Fair value loss on contingent acquisition shares — 1,787

Deferred income tax benefit ( 37,711 ) ( 1,769 )

Loss (gain) on sale of property, plant and equipment ( 75 ) ( 527 )

4 unchanged sentences

Other operating assets and liabilities ( 14,174 ) 9,511

Net cash provided by operating activities 128,749 25,174

Net cash provided by (used in) operating activities 23,951 ( 1,596 )

Cash flows from investing activities:

4 unchanged sentences

Cash flows from financing activities:

Proceeds from borrowings on term credit facility — 400,000

Repayments of borrowings under term credit facility ( 8,750 ) ( 5,000 )

1 unchanged sentence

Repayments of borrowings on revolving credit facilities and other ( 35,516 ) ( 10,438 )

Payment of debt issuance costs — ( 703 )

Payments of tax withholding for stock-based awards ( 943 ) ( 3,447 )

6 unchanged sentences

Cash and cash equivalents, end of period $ 33,129 $ 38,460

Supplemental disclosures - Non-cash investing activities:

Fair value of contingently issuable shares in business acquisition $ — $ 107,877

See Notes to Condensed Consolidated Financial Statements.

13 unchanged sentences

Recently Issued Accounting Pronouncements

The Company adopted (“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures as of December 31, 2024 .

The adoption did not have a material impact on the Company’s Consolidated Financial Statements but did require updates to the presentation of certain information for the Company’s segment disclosures.

See Note 14 “Segment Information” for additional information regarding the updates made.

The Company is currently reviewing updated disclosure requirements related to (“ASU”) 2023-09 — Income Taxes (Topic 740):

Improvements to Income Tax Disclosures, which is effective for annual periods beginning after December 15, 2024.

The ASU does not have a material impact on the Company’s Consolidated Financial Statements but will require updates to the presentation of certain information for the Company’s income tax disclosures for its annual filing.

There is no impact to the Company’s quarterly consolidated financial statements.

Other recently issued accounting pronouncements are not expected to have a material impact on the Company's quarterly consolidated financial statements.

The Company is currently reviewing updated disclosure requirements related to (“ASU”) 2024-03, Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses.

The amendments in this ASU clarify the requirements for certain categories of expenses included in expense line items on the face of the income statement to be disclosed in a disaggregated manner in the notes to the financial statements.

In addition, the update requires that the entity disclose both the total amount of selling expenses reported and how it defines selling expenses.

2024-03 is effective, as clarified by ASU No.

2025-01, for public business entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027.

The Company is currently reviewing updated disclosure requirements related to (“ASU”) 2025-09 — Derivatives and Hedging (Topic 815):

Hedge Accounting Improvements.

This updates certain aspects of hedge accounting guidance to better reflect an entity’s risk management activities in its financial statements.

2025-09 is effective for all annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods.

The Company is currently evaluating the impact of this ASU on its consolidated financial statement disclosures.

Other recently issued accounting pronouncements are not expected to have a material impact on the Company's consolidated financial statements.

ENOVIS CORPORATION

2 unchanged sentences

2025 Acquisitions

In the second quarter of 2025, the Company completed a business combination of a distributor and an asset acquisition of intellectual property for total consideration of $7.6 million.

In the first quarter of 2025, the Company completed an asset acquisition of intellectual property and four business combinations, including the acquisitions of two P&R businesses and two distributors for total consideration of $ 30.1 million, including deferred and estimated contingent consideration.

Of the 2025 transactions mentioned, three are in the P&R segment and four are in the Recon segment.

For the transactions in P&R completed during the nine months ended October 3, 2025, the Company (i) paid a total of $ 7.0 , net of cash received, and recorded estimated contingent consideration for future expected payments of $ 1.9 million for the acquisition of two businesses, and (ii) paid a total of $ 6.5 million in cash and recorded a $ 8.3 million liability for deferred payments for an asset acquisition of intellectual property.

In 2025, the Company completed five business combinations and two asset acquisitions of intellectual property for total consideration of $ 36.9 million, including deferred and estimated contingent consideration.

The business combinations include two P&R businesses and three Recon distributors, and the intellectual property asset acquisitions include one in each segment.

For the transactions in P&R completed during the year ended December 31, 2025, the Company (i) paid a total of $ 7.8 million, net of cash received, and recorded estimated contingent consideration for future expected payments of $ 1.9 million for the acquisition of two businesses, and (ii) paid a total of $ 6.5 million in cash and recorded a $ 8.3 million liability for deferred payments for an asset acquisition of intellectual property.

The transactions added complementary product offerings to the P&R segment.

For the transactions in Recon completed during the nine months ended October 3, 2025, the Company (i) paid a total of $ 9.7 million, net of cash received, and recorded estimated contingent consideration for future expected payments of $ 0.9 million for three business combinations of distributors, and (ii) paid $ 1.5 million in cash for an asset acquisition of intellectual property.

For the transactions in Recon completed during the year ended December 31, 2025, the Company (i) paid a total of $ 9.7 million, net of cash received, plus subsequent contingent consideration payments of approximately $ 1.0 million for three business combinations of distributors, and (ii) paid $ 1.5 million in cash for an asset acquisition of intellectual property.

The transactions expanded distribution partners for the Company’s surgical implant products in Europe and added a complementary surgical product technology.

The business combinations acquisitions are accounted for under the acquisition method of accounting, and accordingly, the Consolidated Financial Statements include the financial position and results of operations from the acquisition dates.

The Company preliminarily recorded approximately $ 19.5 million in definite-lived intangible assets associated with the business combinations acquisitions.

Purchase accounting procedures are ongoing and revisions may be recorded in future periods during the measurement period.

The Company recorded approximately $ 20.7 million in definite-lived intangible assets associated with the business combinations acquisitions.

The accounting for these business combinations have been finalized, and the assets and liabilities acquired are no longer subject to adjustment.

The intellectual property acquisitions are accounted for as asset acquisitions.

The Company also recorded an additional $ 16.3 million in definite-lived intangible assets associated with its asset acquisitions.

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

2025 Divestiture

On October 3, 2025, the Board of Directors of Enovis Corporation approved the divestiture of the Company’s Dr Comfort Footcare Solutions product line of our P&R segment to Promus Equity Partners in an asset deal that includes inventory, machinery and equipment, and intangible assets for consideration of up to $ 60 million in cash, consisting of an upfront payment of $ 45 million and up to $ 15 million payable in the future upon the achievement of certain milestones (the “Dr Comfort Sale”).

The intangibles include all trademarks and technology of Dr Comfort as well as U.S.

On October 7, 2025, the Company completed the divestiture of the Dr.

Comfort Footcare Solutions product line of the Company’s P&R segment to Promus Equity Partners in an asset transaction that included inventory, machinery and equipment, and intangible assets for consideration of up to $ 60.0 million in cash, consisting of an upfront payment of $ 45.0 million and up to $ 15.0 million payable in the future upon the achievement of certain milestones (the “Dr.

Comfort Divestiture”).

The intangibles include all trademarks and technology of Dr.

Comfort as well as U.S.

customer relationships.

On October 7, 2025, the Company signed the agreement of sale and closed the transaction.

The accompanying Condensed Consolidated Balance Sheet reflects the Dr Comfort assets as held for sale on the balance sheet as of October 3, 2025.

The Dr Comfort Sale does not represent a strategic shift that has a major effect on the Company’s operations and financial results and is therefore not presented as a discontinued operation.

Management allocated approximately $ 18.8 million of the total P&R goodwill to Dr Comfort, for a total carrying value of $ 50.6 million.

The estimated fair value was determined to be $ 42.9 million based on the expected sale price of the business less the cost to sell.

This estimate does not include any contingent consideration as management concluded it is not probable at this time.

Accordingly, the Company recognized a loss of $ 7.6 million on the held for sale net assets for the three months ended October 3, 2025, which has been recorded within Goodwill impairment charge on the Condensed Consolidated Statements of Operations.

The following table summarizes the major classes of assets and liabilities held for sale that were included in the Company’s consolidated balance sheets as of October 3, 2025 and December 31, 2024:

October 3, 2025

(In thousands)

ASSETS HELD FOR SALE

Inventories, net $ 13,736

Property, plant, and equipment, net 624

Lease asset - right of use 1,429

Intangible assets, net 17,370

Total assets held for sale $ 44,362

LIABILITIES HELD FOR SALE

Lease liabilities 1,425

Total liabilities held for sale $ 1,425

(1) This represents the remaining goodwill balance in Assets held for sale as of October 3, 2025 after the held for sale impairment charge .

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

2024 Acquisitions

On January 3, 2024, the Company acquired LimaCorporate S.p.A.

(“Lima”), a privately held global orthopedic company, at an enterprise value of € 800 million (the “Lima Acquisition”), consisting of (i) approximately € 700 million in cash consideration, which includes the repayment at closing of certain indebtedness of Lima and (ii) 1,942,686 shares of common stock of Enovis, par value $ 0.001 per share (the “Contingent Acquisition Shares”), based upon a € 100 million value divided by the 30-day volume weighted average price of Enovis common stock as of the close of business on September 21, 2023.

The Contingent Acquisition Shares were issuable in two equal tranches within six and twelve months of the acquisition date upon non-occurrence of certain future events, in each case subject to certain adjustments and conditions as provided for in the purchase agreement.

The first tranche of Contingent Acquisition Shares was issued to the seller on July 16, 2024 and the second tranche was issued on January 15, 2025.

The cash paid for acquisition was $ 757.7 million, net of acquired cash.

Since the acquisition occurred at the beginning of 2024, the results of operations are fully included in both periods presented, and the purchase accounting was finalized as of December 31, 2024.

See Note 5, “Acquisitions” in the Notes to Consolidated Financial Statements in the Company’s 2024 Form 10-K for further information regarding the Lima Acquisition.

The Company also completed one distributor acquisition in its Reconstructive segment in the second quarter of 2024 and one distributor acquisition in its Prevention & Recovery segment in the third quarter of 2024 for aggregate purchase consideration of $ 4.0 million.

For the quarter ended October 3, 2025, the Company made two new investments for aggregate cash consideration of $ 2.4 million.

As of October 3, 2025, the balance of investments held by the Company without readily determinable fair values was $ 22.8 million.

Comfort Divestiture does not represent a strategic shift that has a major effect on the Company’s operations and financial results and is therefore not presented as a discontinued operation.

As of April 3, 2026, the balance of investments held by the Company without readily determinable fair values was $ 22.4 million.

The majority of these investments are carried at cost less impairments, if any, plus adjustments for fair value indicators from observable price changes in orderly transactions for the identical or similar investment of the same issuer.

6 unchanged sentences

The Company disaggregates its revenue into the following geographic/product type groups within its segments:

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

(In thousands)

19 unchanged sentences

A summary of the activity in the Company’s allowance for credit losses included within Trade receivables in the Condensed Consolidated Balance Sheets is as follows:

Nine Months Ended October 3, 2025

Three Months Ended April 3, 2026

of Period Charged to Expense, net Write-Offs, Deductions, and Other, net Foreign

6 unchanged sentences

Net income (loss) per share from continuing operations was computed using the treasury stock method as follows:

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

(In thousands, except share and per share data)

18 unchanged sentences

The following table presents the potentially dilutive shares of Common stock from stock-based compensation awards excluded from the calculation of Weighted-average shares of Common stock outstanding – diluted as inclusion would be anti-dilutive in Net income (loss) per share (“Anti-dilutive shares”):

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

Anti-dilutive shares 2,301,362 1,867,454

In conjunction with the Lima Acquisition, the Company agreed to a contingent issuance of 1,942,686 Contingent Acquisition Shares in two equal tranches within six and twelve months of the acquisition date upon the non-occurrence of certain future events, in each case subject to certain adjustments and conditions as provided for in the purchase agreement.

The first tranche of Contingent Acquisition Shares was issued to the seller on July 16, 2024 and the second tranche was issued on January 15, 2025.

The Contingent Acquisition Shares were only included in the weighted-average calculation of basic shares when there were no circumstances the shares would not be issued.

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

(In thousands)

1 unchanged sentence

Income tax expense (benefit) $ 9,045 $ ( 1,769 )

Effective tax rate:

( 0.7 ) % 21.4 % ( 2.0 ) % 17.0 %

The effective tax rate for the three months ended October 3, 2025 differs from the 2025 federal statutory rate of 21%, primarily due to non-deductible goodwill impairment charges and an increase in valuation allowance on U.S.

deferred tax assets, which had a significant impact on the effective tax rate.

Additionally, non-deductible expenses and U.S.

taxation on international operations also contributed to the rate difference.

This was partially offset by tax credits for research and development and non-U.S.

income taxed at lower rates.

The effective tax rate for the nine months ended October 3, 2025 differs from the 2025 federal statutory rate of 21%, primarily due to non-deductible goodwill impairment charges and an increase in valuation allowance on U.S.

deferred tax assets, which had a significant impact on the effective tax rate.

Additionally, non-deductible expenses and U.S.

taxation on international operations also contributed to the rate difference.

The effective tax rate for the three months ended April 3, 2026 differs from the 2026 federal statutory rate of 21% , primarily due to an increase in valuation allowance on U.S.

deferred tax assets, non-deductible expenses and U.S.

taxation on international operations.

This was partially offset by tax credits for research and development and non-U.S.

income taxed at lower rates.

The effective tax rate for the three months ended September 27, 2024 was higher than the 2024 U.S.

federal statutory rate of 21%, primarily due to tax credits for research and development, non-U.S.

income taxed at lower rates, non-taxable fair value gain on the Contingent Acquisition Shares, and release of uncertain tax positions.

This was partially offset by an increase in valuation allowance on interest limitation carryforwards, non-deductible expenses, and U.S.

taxation on international operations.

The effective tax rate for the nine months ended September 27, 2024 was lower than the 2024 U.S.

The effective tax rate for the three months ended April 4, 2025 differs from the 2025 U.S.

federal statutory rate of 21%, primarily due to an increase in valuation allowance on interest limitation carryforwards, non-deductible expenses, and U.S.

taxation on international operations.

This was partially offset by tax credits for research and development, non-U.S.

income taxed at lower rates, and non-taxable fair value gain on the Contingent Acquisition Shares.

This was partially offset by tax credits for research and development and non-U.S.

income taxed at lower rates.

On July 4th, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted, introducing significant changes to U.S.

The Company evaluated the potential impact of OBBBA and reflected relevant changes within the accompanying financial statements for the three and nine months ended October 3, 2025;

The Company evaluated the potential impact of OBBBA and reflected relevant changes within the accompanying financial statements beginning in the second quarter of 2025;

the most significant being an estimated increase to current year U.S.

6 unchanged sentences

No repurchases of the Company’s Common stock have been made under this plan since the third quarter of 2018.

As of October 3, 2025, the remaining stock repurchase authorization provided by the Board of Directors was $ 100 million.

As of April 3, 2026, the remaining stock repurchase authorization provided by the Board of Directors was $ 100 million.

The timing, amount and method of shares repurchased is determined by management based on its evaluation of market conditions and other factors.

1 unchanged sentence

Accumulated Other Comprehensive Income (Loss)

The following tables present the changes in the balances of each component of Accumulated other comprehensive income (loss) including reclassifications out of Accumulated other comprehensive loss for the nine months ended October 3, 2025 and September 27, 2024.

The following tables present the changes in the balances of each component of Accumulated other comprehensive income (loss) including reclassifications out of Accumulated other comprehensive loss for the three months ended April 3, 2026 and April 4, 2025.

All amounts are presented net of tax and noncontrolling interest, if any.

4 unchanged sentences

Other comprehensive income (loss) before reclassifications:

Net actuarial gain

Foreign currency translation adjustment ( 89 ) ( 17,292 ) — ( 17,381 )

Loss on hedge activity — — ( 152,883 ) ( 152,883 )

Gain on hedge activity — — 6,243 6,243

Other comprehensive income (loss) before reclassifications ( 89 ) ( 17,292 ) 6,243 ( 11,138 )

1 unchanged sentence

Net Other comprehensive income (loss) ( 279 ) ( 17,292 ) 5,175 ( 12,396 )

Balance at October 3, 2025 $ 9,601 $ 92,338 $ ( 174,630 ) $ ( 72,691 )

Balance at April 3, 2026 $ 9,577 $ 64,332 $ ( 177,668 ) $ ( 103,759 )

Accumulated Other Comprehensive Loss Components

4 unchanged sentences

Other comprehensive income (loss) before reclassifications:

Net actuarial gain 8 — — 8

Foreign currency translation adjustment ( 3 ) 104,809 — 104,806

3 unchanged sentences

Net Other comprehensive income (loss) ( 29 ) 104,809 ( 41,878 ) 62,902

Balance at September 27, 2024 $ 4,907 $ 4,915 $ ( 64,773 ) $ ( 54,951 )

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Company evaluates the recoverability of Goodwill annually or more frequently if an event occurs or circumstances change in the interim that would be more likely than not to reduce the fair value of the asset below its carrying amount.

For the quarter ended October 3, 2025, the Company identified an impairment indicator associated with a sustained decrease in the Company’s publicly quoted share price and market capitalization, relative to the carrying value of our reporting units.

Accordingly, the Company performed an interim quantitative assessment of Goodwill.

We determined the fair values of the reporting units by equally weighting a discounted cash flow approach and market valuation approach.

Determining the fair value of a reporting unit requires the application of judgment and involves the use of significant estimates and assumptions which can be affected by changes in business climate, economic conditions, the competitive environment, and other factors.

We base these fair value estimates on assumptions our management believes to be reasonable but which are unpredictable and inherently uncertain.

Based upon the results of the quantitative impairment test, the Company determined that the carrying values of the Prevention & Recovery and Reconstructive reporting units exceeded their respective fair values as of October 3, 2025.

In order to align each reporting unit’s fair value model with the Company’s overall market capitalization, the Company increased the weighted average cost of capital and reduced market multiples to the low end of acceptable ranges.

As a result, the Company recognized a non-cash goodwill impairment charge of $ 540.8 million ($ 222.3 million for the Prevention & Recovery reporting unit and $ 318.6 million for the Reconstructive reporting unit) in the quarter ended October 3, 2025.

The accumulated non-cash goodwill impairment loss is $ 1,185.8 million, inclusive of the charges from the prior year ($ 537.3 million for the P&R reporting unit and $ 648.6 million for the Recon reporting unit).

A further sustained decline in our share price and market capitalization, future cash flows, end-markets, and/or geographic markets could result in additional impairment charges that could materially affect our financial statements in any given year.

Actual results could differ from our estimates and projections, which would also affect the assessment of impairment.

For further information regarding accounting for Goodwill and Intangibles , reference is made to Note 2 “Summary of Significant Accounting Policies - Impairment of Goodwill and Indefinite-Lived Intangible Assets ” in the Notes to Consolidated Financial Statements in the Company’s 2024 Form 10-K.

The following table summarizes the activity in Goodwill, by segment during the nine months ended October 3, 2025:

Prevention & Recovery Reconstructive Total

(In thousands)

Balance, December 31, 2024 $ 767,862 $ 924,847 $ 1,692,709

Goodwill impairment charge ( 222,264 ) ( 318,558 ) ( 540,822 )

Reclassified as held for sale (1)

( 18,823 ) — ( 18,823 )

Impact of foreign currency translation 31,109 54,496 85,605

Balance, October 3, 2025 $ 557,884 $ 660,785 $ 1,218,669

(1) As a result of the Dr Comfort Sale, management allocated a portion of the P&R goodwill to the Dr Comfort assets which are presented as Assets held for sale.

Balance at April 4, 2025 $ 8,383 $ ( 8,855 ) $ ( 64,518 ) $ ( 64,990 )

ENOVIS CORPORATION

2 unchanged sentences

Inventories, net consisted of the following:

October 3, 2025 December 31, 2024

April 3, 2026 December 31, 2025

(In thousands)

6 unchanged sentences

Long-term debt consisted of the following:

October 3, 2025 December 31, 2024

April 3, 2026 December 31, 2025

(In thousands)

6 unchanged sentences

Term Loan and Revolving Credit Facility

The Company’s credit agreement (the “Enovis Credit Agreement”) consists of a $ 900 million revolving credit facility (the “Revolver”) with an April 4, 2027 maturity date and a term loan in an initial aggregate principal amount of $ 400 million, which was funded on January 3, 2024, the date the Lima Acquisition was consummated.

The term loan requires quarterly principal repayments at 1.25 % of the initial aggregate principal amount, which is $ 5 million each quarter, and matures on April 4, 2027 (the “2024 Term Loan”).

The Company’s credit agreement, which was amended December 8, 2025, consists of a $ 1,100 million revolving credit facility (the “Revolver”) with a December 8, 2030 maturity date and a term loan facility with an initial aggregate principal amount of $ 700 million (the “Term Loan”) (collectively, the “Enovis Credit Agreement”).

The Revolver contains a $ 50 million swing line loan sub-facility.

All facilities under the Enovis Credit Agreement (including the 2024 Term Loan Facility) are secured by certain personal property of the Company and certain of its subsidiaries, subject to limitations and exclusions.

All facilities under the Enovis Credit Agreement (including the Term Loan) are guaranteed and secured by certain personal property of the Company and certain of its subsidiaries, subject to limitations and exclusions.

The Enovis Credit Agreement contains customary covenants limiting the ability of the Company and its subsidiaries to, among other things, incur debt or liens, merge or consolidate with others, dispose of assets, make investments, or pay dividends.

There are also restrictions on repayments of junior financing and amendments to junior financing documents.

In addition, the Enovis Credit Agreement contains financial covenants requiring the Company to maintain (i) a maximum senior secured leverage ratio of not more than 3.50 :1.00 for the fiscal quarter ending June 30, 2024 and thereafter, and (ii) a minimum interest coverage ratio of 3.00 :1:00.

In addition, the Enovis Credit Agreement contains financial covenants requiring the Company to maintain (i) a maximum senior secured leverage ratio of not more than 3.50 :1.00 and (ii) a minimum interest coverage ratio of 3.00 :1:00.

The Enovis Credit Agreement contains various events of default (including failure to comply with the covenants under the Enovis Credit Agreement and related agreements), and upon an event of default the lenders may, subject to various customary cure rights, require the immediate payment of all amounts outstanding under the Enovis Credit Agreement.

As of October 3, 2025, the Company was in compliance with the covenants under the Enovis Credit Agreement.

As of October 3, 2025, the weighted-average interest rate of borrowings under the Enovis Credit Agreement was 5.75 % excluding accretion of deferred financing fees, and there was $ 355 million available on the Revolver.

Convertible Notes and Capped Calls

The Company has $ 460 million aggregate principal senior unsecured convertible notes that were issued in October 2023 via a private placement pursuant to Rule 144A in conjunction with the financing for the Lima Acquisition (the “2028 Notes”).

The 2028 Notes have an interest rate of 3.875 %, payable semiannually in arrears on April 15 and October 15 of each year,

As of April 3, 2026, the Company was in compliance with the covenants under the Enovis Credit Agreement.

The Term Loan extended to the Company under the Enovis Credit Agreement was funded on December 8, 2025.

A portion of the incremental borrowings under the Term Loan were used to repay the outstanding principal balance under the Revolver of approximately $ 335 million.

The Term Loan requires quarterly principal repayments at 1.25 % of the initial aggregate principal amount, which is $ 8.8 million each quarter, and matures on December 8, 2030.

As of April 3, 2026, the weighted-average interest rate of borrowings under the Enovis Credit Agreement was 5.19 % excluding accretion of deferred financing fees, and there was $ 906 million available on the Revolver.

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

beginning April 15, 2024 and will mature on October 15, 2028 unless earlier repurchased, redeemed, or converted.

Convertible Notes and Capped Calls

The Company has $ 460 million aggregate principal senior unsecured convertible notes that were issued in October 2023 via a private placement pursuant to Rule 144A (the “2028 Notes”).

The 2028 Notes have an interest rate of 3.875 %, payable semiannually in arrears on April 15 and October 15 of each year, beginning April 15, 2024 and will mature on October 15, 2028 unless earlier repurchased, redeemed, or converted.

The effective interest rate on the 2028 Notes is 4.6 %.

For the nine months ended October 3, 2025, the interest expense on the 2028 Notes was $ 15.6 million, including $ 13.5 million based upon the coupon rate and $ 2.1 million from accretion of the discount.

For the three months ended April 3, 2026, the interest expense on the 2028 Notes was $ 5.3 million, including $ 4.5 million based upon the coupon rate and $ 0.7 million from accretion of the discount.

Holders may convert their 2028 Notes in multiples of $1,000 principal amount prior to the close of business April 15, 2028 under the following circumstances:

7 unchanged sentences

There have been no redemptions or conversions of the 2028 Notes.

The Company also entered into privately negotiated capped call transactions in October 2023 with certain of the initial purchasers of the 2028 Notes in conjunction with the financing for the Lima Acquisition.

The Company also entered into privately negotiated capped call transactions in October 2023 with certain of the initial purchasers of the 2028 Notes.

The capped call transactions are intended generally to mitigate potential dilution to the Company’s common stock upon conversion of any Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap.

1 unchanged sentence

Other Indebtedness

In addition to the d ebt agreements discussed above, the Company is party to overdraft facilities with a borrowing capacity of $ 30.0 million.

Total letters of credit and surety bonds of $ 47.5 million were outstanding as of October 3, 2025 .

In addition to the d ebt agreements discussed above, the Company is party to overdraft facilities with a borrowing capacity o f $ 30.0 million.

Total letters of credit and surety bonds of $ 49.6 million we re outstanding as of April 3, 2026 .

Deferred Financing Fees

As of October 3, 2025, t he Company has $ 1.6 million in deferred financing fees included in Other assets related to the Revolver and $ 10.5 million of original issue discount fees and other issuance costs included as a reduction of Long-term debt related to the 2024 Term Loan and the 2028 Notes.

As of April 3, 2026, t he Company has $ 5.3 million in deferred financing fees included in Other assets related to the Revolver and $ 10.7 million of original issue discount fees and other issuance costs included as a reduction of Long-term debt related to the Term Loan and the 2028 Notes.

ENOVIS CORPORATION

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Accrued liabilities in the Condensed Consolidated Balance Sheets consisted of the following:

October 3, 2025 December 31, 2024

April 3, 2026 December 31, 2025

(In thousands)

Accrued compensation and related benefits $ 77,090 $ 105,112

Accrued taxes 60,335 27,178

Derivative liability – current portion 48,257 51,485

Accrued third-party commissions 34,691 38,174

Accrued rebates 25,578 19,964

Lease liability – current portion 25,227 24,742

Accrued taxes 19,159 21,341

Accrued rebates 21,783 31,033

Accrued professional fees 14,873 11,495

Deferred and contingent consideration - current portion 13,712 49,719

Accrued interest 9,641 4,193

Purchase of royalty interest 8,643 —

Accrued freight 5,681 5,314

Deferred and contingent consideration – current portion 6,644 8,873

Customer advances and billings in excess of costs incurred 6,082 6,495

Accrued restructuring liability 5,814 7,975

Accrued freight 5,267 4,876

Accrued royalties 4,976 4,990

Purchase of royalty interest – current portion 4,247 6,430

Warranty liability 2,633 2,621

Accrued restructuring liability 1,963 2,938

Other 32,483 40,271

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A summary of the activity in the Company’s restructuring liability included in Accrued liabilities in the Condensed Consolidated Balance Sheets is as follows:

Nine Months Ended October 3, 2025

Three Months Ended April 3, 2026

Balance at Beginning of Period Provisions Payments Foreign Currency Translation Balance at End of Period

5 unchanged sentences

— 1,418 ( 1,418 ) — —

Total $ 2,938 $ 6,488 $ ( 7,468 ) $ 5 $ 1,963

Non-cash charges (3)

Total Provisions (4)

$ 7,975 $ 2,708 $ ( 4,870 ) $ 1 $ 5,814

(1) Includes severance and other termination benefits, including outplacement services.

(2) Includes the cost of relocating associates, relocating equipment, lease termination expense and other costs in connection with the closure and optimization of office sites, shared service centers, and manufacturing facilities.

(3) Non-cash charges are classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the nine months ended October 3, 2025.

(4) For the nine months ended October 3, 2025, $ 4.0 million and $ 4.2 million of the Company’s total provisions were related to the P&R and Recon segments, respectively.

(3) For the three months ended April 3, 2026, $ 1.4 million and $ 1.3 million of the Company’s total provisions were related to the P&R and Recon segments, respectively.

ENOVIS CORPORATION

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The carrying values of financial instruments, including trade receivables, other receivables and accounts payable, approximate their fair values due to their short-term maturities.

The carrying value of the Company’s term loan and revolving credit facility debt, which bears a variable interest rate indexed to the Secured Overnight Financing Rate (SOFR), approximates fair value as it reprices when market interest rates change.

Based on current interest rates for similar types of borrowings, the estimated fair value of the Company’s total debt, including the Senior unsecured convertible notes, the 2024 Term Loan, and the Revolver, was $ 1.4 billion and $ 1.4 billion as of October 3, 2025 and December 31, 2024, respectively.

The carrying value of the outstanding balances under the Enovis Credit Agreement, which bears a variable interest rate indexed to the Secured Overnight Financing Rate (SOFR), approximates fair value as it reprices when market interest rates change.

Based on current interest rates for similar types of borrowings, the estimated fair value of the Company’s total debt, including the Senior unsecured convertible notes, the Term Loan, and the Revolver, was $ 1.3 billion and $ 1.3 billion as of April 3, 2026 and December 31, 2025, respectively.

The estimated fair value, a Level Two valuation in the fair value hierarchy, may not represent actual values of the financial instruments that could be realized as of the balance sheet date or that will be realized in the future.

As of October 3, 2025, the Company held $ 19.1 million in Level Three liabilities arising from contingent consideration related to acquisitions that may settle in cash.

As of April 3, 2026, the Company held $ 16.1 million in Level Three liabilities arising from contingent consideration related to acquisitions that may settle in cash.

The fair value of the contingent consideration liabilities is determined using unobservable inputs and the inputs vary based on the nature of the purchase agreements.

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A change in these unobservable inputs to a different amount might result in a significantly higher or lower fair value measurement at the reporting date due to the nature of uncertainty inherent to the estimates.

During the nine months ended October 3, 2025, the Company recorded a net increase in the Level Three liabilities primarily due to $ 3.1 million from bolt-on acquisitions closed in the first quarter of 2025, partially offset by payments from a prior acquisition.

The gross range of outcomes for contingent consideration arrangements that have a fixed limit on the maximum payout is zero to $ 3.3 million.

There is one contingent consideration arrangement remaining that has no limit and is based on a percentage of sales in excess of benchmark through 2027.

Additionally, in conjunction with the Lima Acquisition, the Company agreed to a contingent issuance of 1,942,686 Contingent Acquisition Shares in two equal tranches within six and twelve months of the acquisition date upon the non-occurrence of certain future events, in each case subject to certain adjustments and conditions as provided for in the purchase agreement.

The Contingent Acquisition Shares liability has been fully settled with the first tranche of Contingent Acquisition Shares issued to the seller on July 16, 2024 and the second tranche issued on January 15, 2025.

The liability, which was recorded in Accrued liabilities, was adjusted to fair value each reporting period with the adjustments reflected in Other expense (income), net in the Condensed Consolidated Statement of Operations.

The fair value adjustments were a loss of $ 1.8 million for the three and nine months ended October 3, 2025 and gains of $ 0.1 million and $ 19.9 million for the three and nine months ended September 27, 2024, respectively.

The fair value of the Contingent Acquisition Shares liability was Level One in the fair value hierarchy as it is determined using the quoted market prices.

There were no transfers in or out of Level One, Two or Three during the nine months ended October 3, 2025.

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

There were no transfers in or out of Level One, Two or Three during the three months ended April 3, 2026.

Total Contingent Consideration Rollforward

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(In thousands)

Contingent Consideration - Level One $ 42,622 $ — $ 1,787 $ — $ ( 44,409 ) $ — $ —

Contingent Consideration - Level Three $ 15,699 $ — $ — $ — $ — $ 352 $ 16,051

Total Contingent Consideration $ 59,937 $ 3,069 $ 1,787 $ — $ ( 46,394 ) $ 740 $ 19,139

Purchase of royalty interest liability

1 unchanged sentence

reconstructive products.

The aggregate gross buyout amount under such agreements is $ 56.5 million, which will be paid over nine years.

The Company recorded charges to the Condensed Consolidated Statements of Operations of $ 45.8 million for the nine months ended October 3, 2025, representing the discounted liability upon entering the agreements of which $ 8.6 million is recorded in Accrued liabilities as of October 3, 2025, and the non-current portion is recorded in Other liabilities on the Condensed Consolidated Balance Sheet.

The aggregate gross buyout amount under such agreements is $ 56.5 million, which is paid over nine years.

The Company recorded charges to the Condensed Consolidated Statements of Operations of $ 45.8 million in the year ended December 31, 2025, representing the discounted liability upon entering the agreements.

As of April 3, 2026, the outstanding liability under these agreements due within the next twelve months is $ 4.2 million, which is recorded in Accrued liabilities, and the non-current portion is $ 31.6 million, which is recorded in Other liabilities on the Condensed Consolidated Balance Sheet.

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Deferred Compensation Plans

The Company maintains deferred compensation plans for the benefit of certain employees and non-executive officers.

As of October 3, 2025 and December 31, 2024 the fair value of these plans were $ 19.6 million and $ 17.0 million, respectively.

As of April 3, 2026 and December 31, 2025 the fair value of these plans were $ 19.8 million and $ 19.9 million, respectively.

These plans are deemed to be Level Two within the fair value hierarchy.

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Dollar value of forecasted transactions.

To accomplish this objective, the Company has entered into forward currency contract agreements between the U.S.

To accomplish this objective, the Company had entered into forward currency contract agreements between the U.S.

Dollar and the Mexican Peso as part of its risk management strategy.

These forward currency contract agreements are designated and qualify as cash flow hedges.

At December 31, 2025, the Company’s Mexican Peso forward currency contracts were fully settled and there were no notional amounts outstanding as of April 3, 2026.

These forward currency contract agreements were designated and qualified as cash flow hedges.

The gain or loss on a derivative instrument designated as a cash flow hedge is recorded in Unrealized gain (loss) on hedging activities, net of tax within the Company’s unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) until the underlying third-party transaction occurs.

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The contracts are recorded at fair value and deemed to be Level Two in the fair value hierarchy.

At October 3, 2025, the Company’s forward currency contracts have a Mexican Peso notional amount of approximately 253.0 million and a U.S.

Dollar aggregate notional amount of $ 12.3 million.

During the three and nine months ended October 3, 2025, the Company recognized a realized gain of $ 0.6 million and a realized loss of $ 0.9 million, respectively, on its Condensed Consolidated Statements of Operations related to its forward currency contracts designated as cash flow hedges.

At September 27, 2024, the Company’s forward currency contracts have a Mexican Peso notional amount of approximately $ 210.0 million and a U.S.

During the three months ended April 3, 2026, the Company recognized a gain of $ 1.0 million in Cost of Sales on its Condensed Consolidated Statements of Operations related to its forward currency contracts designated as cash flow hedges that previously settled in the fourth quarter of 2025.

At April 4, 2025, the Company’s forward currency contracts had a Mexican Peso notional amount of approximately $ 763.0 million and a U.S.

Dollar aggregate notional amount of $ 37.6 million.

During the three and nine months ended September 27, 2024, the Company recognized a realized loss of $ 0.1 million and a realized gain of $ 0.4 million, respectively on its Condensed Consolidated Statements of Operations related to its forward currency contracts designated as cash flow hedges.

Net Investment Hedges

The Company has cross-currency swap agreements to hedge its net investment in its Swiss Franc-denominated subsidiaries against adverse movements in exchange rates between the U.S.

During the three months ended April 4, 2025, the Company recognized a realized loss of $ 1.1 million in Cost of Sales on its Condensed Consolidated Statements of Operations related to its forward currency contracts designated as cash flow hedges.

The Company also entered into forward currency contracts on February 19, 2026 for the purpose of managing its exposure to currency exchange rate risk arising from intercompany loan balances between foreign-denominated subsidiaries.

These forward currency contract agreements were designated and qualified as fair value hedges.

The gain or loss on derivative instruments designated as fair value hedges of currency exchange rate risk related to intercompany loan balances is recorded in Selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

This presentation is consistent with and offsets the recognition of foreign currency gains and losses resulting from the remeasurement of the hedged intercompany loan balances denominated in currencies other than their functional currencies.

The contracts are recorded at fair value and deemed to be Level Two in the fair value hierarchy.

During the three months ended April 3, 2026, the Company recognized a net gain of $ 7.9 million on its Consolidated Statements of Operations related to the effect of exchange rate movements on its forward currency contract derivatives.

At April 3, 2026, the Company had outstanding forward currency contracts with notional amounts of $ 130.2 million to purchase Euros and sell Swiss Francs, and $ 282.3 million to purchase U.S.

dollars and sell Euros.

These contracts mature on July 2, 2026.

Cross-currency Swap Contracts

The Company has cross-currency swap agreements to hedge its net investment in its Swiss Franc-denominated legal entity and its subsidiaries against adverse movements in exchange rates between the U.S.

Dollar and the Swiss Franc.

These swap agreements are designated and qualified as net investment hedges.

These contracts have a Swiss Franc notional amount of approximately 1.22 billion Swiss Franc and a U.S.

Dollar aggregate notional amount of $ 1.54 billion as of October 3, 2025.

Cross-currency swaps involve the receipt of functional-currency fixed-rate amounts from a counterparty in exchange for the Company making foreign-currency fixed-rate payments over the life of the agreement.

For derivatives designated as net investment hedges, the gain or loss on the derivative is reported in the Condensed Consolidated Balance Sheet as part of Accumulated other comprehensive loss and in the Company’s Condensed Consolidated Statements of Comprehensive Income

Certain of these cross-currency swap agreements are designated and qualified as net investment hedges.

As of April 3, 2026, the designated cross-currency swap agreements had an aggregate Swiss Franc notional amount of approximately CHF 951.4 million and an aggregate U.S.

Dollar notional amount of $ 759.9 million.

The remaining cross-currency swap agreements were not designated as hedging instruments and had an aggregate Swiss Franc notional amount of CHF 273.0 million and an aggregate U.S.

Dollar notional amount of $ 218.1 million as of April 3, 2026.

Both the designated and undesignated cross-currency swap agreements are recorded at fair value and deemed to be Level Two in the fair value hierarchy.

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Loss) as part of the foreign currency translation adjustment.

Amounts are reclassified out of Accumulated other comprehensive income (loss) into earnings when the hedged net investment is either sold or substantially liquidated.

The Company received interest income on its cross-currency swap derivatives of $ 12.0 million and $ 36.3 million for the three and nine months ended October 3, 2025 and $ 11.7 million and $ 19.9 million for the three and nine months ended September 27, 2024, respectively, which is included within Interest expense, net in the Condensed Consolidated Statements of Operations.

The increased benefit for the nine months ended reflects the increase in net investment hedging activity with cross-currency swap agreements entered into July 2, 2024.

In January 2025, cross-currency swap agreements designated as net investment hedges with a 272 million Swiss Franc notional amount were de-designated and settled for a $ 1.6 million cash inflow reflected within investing activities in the Consolidated Statements of Cash Flows.

The $ 2.5 million gain on settlement is reported in the Condensed Consolidated Balance Sheet as part of Accumulated other comprehensive income (loss) and in the Company’s Condensed Consolidated Statements of Comprehensive Income (Loss) as part of the foreign currency translation adjustment.

The Company contemporaneously entered into new cross-currency swap agreements for the same Swiss Franc notional amount and designated them as a hedge of its net investment in its Swiss Franc-denominated subsidiaries.

In April 2024, cross-currency swap agreements designated as net investment hedges with a 403 million Swiss Franc notional amount were de-designated and settled for a $ 4.6 million cash outflow reflected within investing activities in the Consolidated Statements of Cash Flows.

For derivatives designated as net investment hedges, the change in fair value attributable to foreign currency exchange rate movements are recorded in Accumulated other comprehensive loss within the Condensed Consolidated Balance Sheet and reported as part of the foreign currency translation adjustment in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Amounts recorded in Accumulated other comprehensive income (loss) are reclassified out of Accumulated other comprehensive income (loss) into earnings only upon the sale or substantial liquidation of the hedged net investment.

The Company recognized interest income on its designated cross-currency swap agreements of $ 10.0 million and $ 12.2 million for the three months ended April 3, 2026 and April 4, 2025, respectively, which is included within Interest expense, net in the Condensed Consolidated Statements of Operations, consistent with the accounting for designated derivative instruments.

As of January 1, 2026, three cross-currency swap agreements previously designated as net investment hedges, with an aggregate Swiss Franc notional amount of CHF 273.0 million, were dedesignated.

The dedesignation resulted from the aggregate notional amount of designated cross-currency swaps exceeding the Company’s net investment in its Swiss Franc-denominated legal entity and its subsidiaries due to the prior-year goodwill impairment charges.

For the cross-currency swap agreements that are not designated as net investment hedges, changes in fair value are recognized in non-operating Other income (expense), net in the Consolidated Statement of Operations.

For the three months ended April 3, 2026, the Company recognized a mark-to-market fair value gain of $ 0.3 million and received $ 2.3 million cash interest benefit related to its undesignated cross-currency swap agreements, which are both presented within Other income (expense), net in the Consolidated Statement of Operations, consistent with the accounting for undesignated derivative instruments.

In February 2026, the Company partially reduced the excess of the cross-currency swap notional amount relative to the hedge of net investment through a legal entity restructuring.

In the event the Company is unable to designate the remaining undesignated cross-currency swap agreements as net investment hedges during 2026, changes in fair value will continue to be recognized in non-operating Other income (expense), net until such time as hedge designation is achieved.

In January 2025, cross-currency swap agreements designated as net investment hedges with an aggregate Swiss Franc notional amount of CHF 272 million were de-designated and settled for a $ 1.6 million cash inflow reflected within investing activities in the Consolidated Statements of Cash Flows.

The following table presents the effect of the Company’s designated hedging instruments on Accumulated other comprehensive income (loss) for the three and nine months ended October 3, 2025 and September 27, 2024:

Three Months Ended Nine months ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

(In thousands) (In thousands)

The following table presents the effect of the Company’s designated hedging instruments on Accumulated other comprehensive income (loss) for the three months ended April 3, 2026 and April 4, 2025:

Three Months Ended

April 3, 2026 April 4, 2025

(In thousands)

Gain (loss) on cross-currency swaps $ 6,243 $ ( 57,935 )

3 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Non-Designated Hedging Instruments

The Company also used non-designated forward currency contracts for the purpose of managing its exposure to currency exchange rate risk related to the Euro-denominated purchase price of the Lima Acquisition which closed in January 2024.

In the first quarter of 2024, the Company recorded a loss of $ 11.1 million on its Consolidated Statements of Operations related to the exchange rate movements over the first three days of 2024.

The loss is recorded in Other expense (income), net on the Condensed Consolidated Statements of Operations.

From inception of the forward contracts on October 4, 2023 through the closing of the Lima Acquisition on January 3, 2024, the foreign currency forward contracts settled in an overall realized gain position of $ 13.4 million.

The following table presents the fair value of the Company’s derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets as of October 3, 2025 and December 31, 2024:

(In thousands) Location on Unaudited Consolidated Balance Sheets (1)

October 3, 2025 December 31, 2024

April 3, 2026 December 31, 2025

Derivative Assets

2 unchanged sentences

Cross-currency swaps Other current assets 22,173 34,176

29,975 34,176

Non-Designated Hedging Instruments

Cross-currency swaps Other current assets $ 11,112 $ —

Total Derivative Assets $ 41,087 $ 34,176

1 unchanged sentence

Designated Hedging Instruments

Forward currency contracts Accrued liabilities $ — $ 2,631

Cross-currency swaps Accrued liabilities 48,257 51,485

Cross-currency swaps Other long-term liabilities 117,645 170,666

$ 165,902 $ 222,151

Non-Designated Hedging Instruments

Cross-currency swaps Other long-term liabilities $ 48,781 $ —

Total Derivative Liabilities $ 214,683 $ 222,151

14 unchanged sentences

• Recon - an innovation market-leader positioned in the fast-growing surgical implant business, offering a comprehensive suite of reconstructive joint products for the hip, knee, shoulder, elbow, foot, ankle, and finger, and surgical productivity tools.

The Company’s management, including the chief operating decision maker, evaluates the operating results of each of its reportable segments based upon Net sales and Adjusted EBITDA, which excludes the effect of Other (income) expense, net, non-operating (gain) loss on investments, debt extinguishment charges, interest expense, net, restructuring charges, Medical Device Regulation (MDR) and other costs, strategic transaction costs, stock-based compensation, depreciation and other amortization, acquisition-related intangible asset amortization, purchase of royalty interest, goodwill impairment charges, and inventory step-up charges from the results of the Company’s operating segments.

The Company’s management, including the chief operating decision maker, evaluates the operating results of each of its reportable segments based upon Net sales and Adjusted EBITDA.

Net sales represents revenue from external customers.

There are no revenues from transactions between our segments reported in our segment measures of profitability.

There are certain costs incurred centrally which are allocated to the segments generally using the proportionate share of net sales.

Adjusted EBITDA excludes the effect of Other (income) expense, net, non-operating (gain) loss on investments, debt extinguishment charges, interest expense, net, restructuring charges, Medical Device Regulation (MDR) and other costs, strategic transaction costs, stock-based compensation, depreciation and other amortization, acquisition-related intangible asset amortization, purchase of royalty interest, and goodwill impairment charges from the results of the Company’s operating segments.

For the three months ended April 3, 2026, we revised our definition of Adjusted EBITDA to no longer adjust for inventory step-up charges.

Adjusted EBITDA in prior periods has been revised to reflect this change for consistency of presentation.

The chief operating decision maker is a group, which includes both the Company’s Chief Executive Officer and Chief Financial Officer.

The chief operating decision maker uses Adjusted EBITDA because this measure assists our management in comparing operating performance over time because certain items are not normal recurring charges necessary to operate our business, and these items may obscure underlying business trends and make comparisons of long-term performance difficult, as they are of a nature and/or size that occur with inconsistent frequency or relate to discrete restructuring plans and other initiatives that are fundamentally different from our ongoing productivity improvements.

The chief operating decision maker utilizes Adjusted EBITDA to assess segment performance, incorporating it into the annual budgeting process and monthly comparisons of actual results to budget and updated forecasts.

This analysis supports decisions regarding the allocation of capital and personnel to the segments.

ENOVIS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Company’s segment results were as follows:

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

(In thousands)

15 unchanged sentences

Adjusted EBITDA (non-GAAP) (1)

$ 72,458 $ 56,149

Net Sales $ 589,151 $ 558,834

Adjusted EBITDA (non-GAAP) (1)

$ 103,567 $ 87,052

(1) For the three months ended April 3, 2026, we revised our definition of Adjusted EBITDA to no longer adjust for inventory step-up charges.

Adjusted EBITDA in prior periods has been revised to reflect this change for consistency of presentation.

Accordingly, Adjusted EBITDA for the three months ended April 4, 2025 has been revised from $ 99.2 million, as presented in our Form 10-Q for the period ended April 4, 2025, to $ 87.1 million, reflecting the removal of a $ 12.1 million adjustment for inventory step-up in connection with acquired businesses.

Adjusted EBITDA for our Recon segment for the three months ended April 4, 2025 has also been revised from $ 68.3 million, as presented in our Form 10-Q for the period ended April 4, 2025, to $ 56.1 million, reflecting the removal of the same $ 12.1 million adjustment for inventory step-up in connection with acquired businesses from the prior period.

ENOVIS CORPORATION

1 unchanged sentence

The following is a reconciliation of Net Loss to Adjusted EBITDA:

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

(In thousands)

Net Loss (GAAP) $ ( 8,450 ) $ ( 55,705 )

Loss (income) from discontinued operations, net of taxes 40 ( 2,243 ) 258 ( 2,175 )

Loss from discontinued operations, net of taxes 39 125

Income tax expense (benefit) 9,045 ( 1,769 )

Restructuring charges (1)

3,376 7,786 8,204 25,284

MDR and other costs (2)

2,426 5,297 8,985 14,757

Strategic transaction costs (3)

3 unchanged sentences

Amortization of acquired intangibles 41,904 41,812

Goodwill impairment charge 548,442 — 548,442 —

Purchase of royalty interest (5)

Inventory step-up — 8,376 18,119 37,361

Interest expense, net 9,169 9,188

2 unchanged sentences

Adjusted EBITDA (non-GAAP) (6)

(1) Restructuring charges include $ 1.5 million and $ 1.7 million expense classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the three and nine months ended October 3, 2025, respectively.

Restructuring charges include $ 2.7 million expense classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the three and nine months ended September 27, 2024, respectively.

(2) MDR and other costs includes (i) $ 2.1 million and $ 7.6 million for the three and nine months ended October 3, 2025 and $ 3.5 million and $ 12.3 million for the three and nine months ended September 27, 2024, respectively, in non-recurring costs specific to updating our quality system, product labeling, asset write-offs and product remanufacturing to comply with the medical device reporting regulations and other requirements of the new medical device regulations in the European Union for devices which were introduced to the market prior to the regulation and (ii) $ 0.4 million and $ 1.4 million for the three and nine months ended October 3, 2025 and $ 1.8 million and $ 2.4 million for the three and nine months ended September 27, 2024, respectively, of expenses to resolve certain infrequent, non-recurring regulatory or other legal matters.

$ 103,567 $ 87,052

(1) Restructuring charges includes immaterial expenses classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the three months ended April 4, 2025.

There were no similar charges for the three months ended April 3, 2026.

(2) MDR and other costs includes (i) $ 0.8 million for the three months ended April 3, 2026 and $ 2.5 million for the three months ended April 4, 2025, respectively, in non-recurring costs specific to updating our quality system, product labeling, asset write-offs and product remanufacturing to comply with the medical device reporting regulations and other requirements of the new medical device regulations in the European Union for devices which were introduced to the market prior to the regulation and (ii) $ 0.4 million for the three months ended April 3, 2026 and $ 0.7 million for the three months ended April 4, 2025, respectively, of expenses to resolve certain infrequent, non-recurring regulatory or other legal matters.

These costs are classified as Selling, general and administrative expense on our Condensed Consolidated Statements of Operations.

(3) Strategic transaction costs includes:

(i) $ 9.2 million and $ 28.1 million for the three and nine months ended October 3, 2025 and $ 17.5 million and $ 55.1 million for the three and nine months ended September 27, 2024, respectively, related to non-recurring integration costs associated with the Lima Acquisition, which includes payroll and retention costs for roles to be eliminated or that are dedicated to integration activities, professional and consulting fees specifically incurred to consummate the acquisition and advise and facilitate on post-acquisition integration matters including legal entity consolidation, costs associated with rebranding and marketing acquired business under Enovis name, such as marketing materials, trade show redesign costs and product labeling, and integration related costs associated with sales agent and distributor network rationalization, including contract termination and retention expenses, supply chain and portfolio integration, and quality management system consolidation, (ii) $ 6.1 million and $ 11.8 million for the three and nine months ended October 3, 2025 and $ 2.6 million and $ 5.7 million for the three and nine months ended September 27, 2024, respectively, of non-recurring (non-Lima) acquisition integration costs and other non-recurring project costs for global ERP rationalization and shared service center start-up, and (iii) $ 0.4 million and $ 1.3 million for the three and nine months ended October 3, 2025 and $ 1.3 million and $ 4.2 million for the three and nine months ended September 27, 2024, respectively, related to the Separation of our former fabrication technology business.

(i) $ 7.4 million for the three months ended April 3, 2026 and $ 8.7 million for the three months ended April 4, 2025, respectively, related to non-recurring integration costs associated with the Lima Acquisition which includes (a) payroll and retention costs for roles eliminated in connection with the integration of our recent acquisition of Lima where a legal notice period was required prior to the employee’s separation from the Company, or integration-related daily activities not related to former roles performed by an employee during their legal notice period and prior to their separation from the Company.

In each case, such costs relate solely to roles eliminated in connection with the integration of the Lima acquisition, and are non-recurring and not part of our normal business operations;

(b) professional and consulting fees specifically incurred to consummate the acquisition and advise and facilitate on post-acquisition integration matters including legal entity consolidation, costs associated with rebranding and marketing acquired business under Enovis name, such as marketing materials, trade show redesign costs and product labeling;

and (c) integration related costs associated with sales agent and distributor network rationalization, including contract termination and retention expenses, supply chain and portfolio integration, and quality management system consolidation, (ii) $ 3.4 million for the three months ended April 3, 2026 and $ 2.9 million for the three months ended April 4, 2025, respectively, of non-recurring (non-Lima) acquisition integration costs and other non-recurring project costs for global ERP rationalization and shared service center start-up, and (iii) $ 0.2 million for the three months ended April 3, 2026 and $ 0.5 million for the three months ended April 4, 2025, respectively, related to the Separation of our former fabrication technology business.

These costs are classified as Selling, general and administrative expense on our Condensed Consolidated Statements of Operations.

(4) Includes the final fair value loss adjustment for the Contingent Acquisition Shares in 2025, and the fair value gain on Contingent Acquisition Shares in 2024, partially offset by a loss on the non-designated forward currency hedge for managing exchange rate risk related to the Euro-denominated purchase price of the Lima Acquisition.

(4) Includes the fair value gain adjustment for non-designated cross-currency swaps in 2026.

Includes the final fair value loss adjustment for the Contingent Acquisition Shares issued in the first quarter of 2025.

(5) Purchase of royalty interest represents the one-time, up-front expense incurred by the Company to acquire the economic rights to future royalties under product development agreements in connection with the termination of such agreements as part of a strategic shift to a new product development model.

The Company believes that excluding the impact of such expense enhances comparability between periods, provides investors with a clear and meaningful view of our underlying business trends and aligns with how management evaluates the ongoing business performance.

(6) For the three months ended April 3, 2026, we revised our definition of Adjusted EBITDA to no longer adjust for inventory step-up charges.

Adjusted EBITDA in prior periods has been revised to reflect this change for consistency of presentation.

ENOVIS CORPORATION

1 unchanged sentence

The Company’s total assets and capital expenditures by segment were as follows:

October 3, 2025 December 31, 2024

April 3, 2026 December 31, 2025

(In thousands)

4 unchanged sentences

(1) Includes allocation of certain centrally managed assets, including cash and cash equivalents.

Three Months Ended Nine Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Three Months Ended

April 3, 2026 April 4, 2025

(In thousands)

4 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