What changed in this filing

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Item 1. Financial Statements

2022-02-08 compared with 2021-11-09 · 131 added, 116 removed, 587 unchanged (30% of the section changed)

3 unchanged sentences

(Unaudited in thousands, except per share data)

Three Months Ended Six Months Ended

2021 September 26,

2020 October 2,

2021 September 26,

Three Months Ended Nine Months Ended

2022 December 26,

2020 January 1,

2022 December 26,

Net revenues $ 259,769 $ 240,371 $ 728,194 $ 645,434

25 unchanged sentences

Cash and cash equivalents $ 236,877 $ 192,305

Accounts receivable, less allowance of $2,701 at October 2, 2021 and $2,226 at April 3, 2021 141,305 127,555

Accounts receivable, less allowance of $2,382 at January 1, 2022 and $2,226 at April 3, 2021 154,980 127,555

Inventories, net 305,741 322,614

2 unchanged sentences

Property, plant and equipment, net 238,841 217,559

Intangible assets, less accumulated amortization of $348,336 at October 2, 2021 and $320,640 at April 3, 2021 337,249 365,483

Intangible assets, less accumulated amortization of $362,637 at January 1, 2022 and $320,640 at April 3, 2021 323,951 365,483

Goodwill 468,199 466,444

15 unchanged sentences

Authorized — 150,000,000 shares;

Issued and outstanding — 51,060,192 shares at October 2, 2021 and 50,868,820 shares at April 3, 2021 511 509

Issued and outstanding — 51,111,046 shares at January 1, 2022 and 50,868,820 shares at April 3, 2021 511 509

Additional paid-in capital 566,963 602,727

27 unchanged sentences

Balance, October 2, 2021 51,060 $ 511 $ 558,156 $ 169,418 $ ( 29,536 ) $ 698,549

Employee stock purchase plan 36 — 1,999 — — 1,999

Exercise of stock options 12 — 353 — — 353

Issuance of restricted stock, net of cancellations 3 — — — — —

Share-based compensation expense — — 6,455 — — 6,455

Net income — — — 23,232 — 23,232

Other comprehensive income — — — — 187 187

Balance, January 1, 2022 51,111 $ 511 $ 566,963 $ 192,650 $ ( 29,349 ) $ 730,775

HAEMONETICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited in thousands)

Common Stock Additional

17 unchanged sentences

Balance, September 26, 2020 50,703 $ 507 $ 568,748 $ 137,140 $ ( 38,472 ) $ 667,923

Employee stock purchase plan 22 — 1,868 — — 1,868

Exercise of stock options 50 — 2,578 — — 2,578

Issuance of restricted stock, net of cancellations 42 1 ( 1 ) — — —

Share-based compensation expense — — 6,287 — — 6,287

Net income — — — 31,882 — 31,882

Other comprehensive income — — — — 8,614 8,614

Balance, December 26, 2020 50,817 $ 508 $ 579,480 $ 169,022 $ ( 29,858 ) $ 719,152

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

2 unchanged sentences

(Unaudited in thousands)

Six Months Ended

2021 September 26,

Nine Months Ended

2022 December 26,

Cash Flows from Operating Activities:

26 unchanged sentences

Cash Flows from Financing Activities:

Net increase in short-term loans — 90,000

Net (decrease) in short-term loans — ( 60,000 )

Repayment of term loan borrowings ( 13,125 ) ( 13,125 )

2 unchanged sentences

Other 8 ( 32 )

Net cash (used in) provided by financing activities ( 4,949 ) 84,633

Net cash used in financing activities ( 6,984 ) ( 65,307 )

Effect of exchange rates on cash and cash equivalents ( 824 ) 6,082

16 unchanged sentences

All intercompany transactions have been eliminated.

Operating results for the six months ended October 2, 2021 are not necessarily indicative of the results that may be expected for the full fiscal year ending April 2, 2022 or any other interim period.

Operating results for the nine months ended January 1, 2022 are not necessarily indicative of the results that may be expected for the full fiscal year ending April 2, 2022 or any other interim period.

The Company has assessed its ability to continue as a going concern.

As of October 2, 2021, the Company has concluded that substantial doubt about its ability to continue as a going concern does not exist.

As of January 1, 2022, the Company has concluded that substantial doubt about its ability to continue as a going concern does not exist.

These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and footnotes included in the Annual Report on Form 10-K for the fiscal year ended April 3, 2021.

1 unchanged sentence

Subsequent events have been evaluated as required.

There were no material recognized or unrecognized subsequent events as of or for the six months ended October 2, 2021.

There were no material recognized or unrecognized subsequent events as of or for the three and nine months ended January 1, 2022.

RECENT ACCOUNTING PRONOUNCEMENTS

5 unchanged sentences

2019-12 effective April 4, 2021.

The adoption did not have a material impact on the financial position or results of operations.

In August 2020, the FASB issued ASC ASU Update No.

The adoption did not have a material impact on the Company’s financial position or results of operations.

In August 2020, the FASB issued ASC Update No.

2020-06 — Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40).

11 unchanged sentences

2021-05 effective in the second quarter of fiscal year 2022.

The adoption did not have a material impact on the financial position or results of operations.

The adoption did not have a material impact on the Company’s financial position or results of operations.

RESTRUCTURING

5 unchanged sentences

The majority of charges will result in cash outlays, including severance and other employee costs, and will be incurred as the specific actions required to execute these initiatives are identified and approved.

During the three and six months ended October 2, 2021, the Company incurred $ 4.6 million and $ 14.5 million, respectively, of restructuring and restructuring related costs under this program.

During the three and six months ended September 26, 2020, the Company incurred $ 4.4 million and $ 8.0 million, respectively, of restructuring and restructuring related costs under this program.

During the three and nine months ended January 1, 2022, the Company incurred $ 5.7 million and $ 20.2 million, respectively, of restructuring and restructuring related costs under this program.

During the three and nine months ended December 26, 2020 , the Company incurred $ 3.1 million and $ 11.1 million, respectively, of restructuring and restructuring related costs under this program.

Total cumulative charges under this program are $ 47.2 million.

The following table summarizes the activity for restructuring reserves related to the 2020 Program and prior programs for the six months ended October 2, 2021, substantially all of which relates to employee severance and other employee costs:

The following table summarizes the activity for restructuring reserves related to the 2020 Program and prior programs for the nine months ended January 1, 2022, substantially all of which relates to employee severance and other employee costs:

(In thousands) 2020 Program Prior Programs Total

2 unchanged sentences

Payments ( 1,988 ) ( 33 ) ( 2,021 )

Balance at October 2, 2021 $ 3,214 $ 454 $ 3,668

Balance at January 1, 2022 $ 2,595 $ 432 $ 3,027

The following presents the restructuring costs by line item within our accompanying unaudited Condensed Consolidated Statements of Income and Comprehensive Income:

Three Months Ended Six Months Ended

(In thousands) October 2,

2021 September 26,

2020 October 2,

2021 September 26,

Three Months Ended Nine Months Ended

(In thousands) January 1,

2022 December 26,

2020 January 1,

2022 December 26,

Cost of goods sold $ ( 187 ) $ ( 49 ) $ 2,276 $ 218

2 unchanged sentences

$ ( 79 ) $ ( 92 ) $ 4,036 $ 900

As of October 2, 2021, the Company had a restr ucturing liability of $ 3.7 million, of which $ 3.2 million is paya ble within the next twelve months.

As of January 1, 2022, the Company had a restr ucturing liability of $ 3.0 million, of which $ 2.6 million is paya ble within the next twelve months.

In addition to the restructuring costs included in the table above, the Company also incurred costs that do not constitute restructuring under ASC 420, Exit and Disposal Cost Obligations, and which the Company instead refers to as restructuring related costs.

1 unchanged sentence

The tables below present restructuring and restructuring related costs by reportable segment:

Restructuring costs Three Months Ended Six Months Ended

(In thousands) October 2, 2021 September 26, 2020 October 2, 2021 September 26, 2020

Restructuring costs Three Months Ended Nine Months Ended

(In thousands) January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020

Plasma $ ( 192 ) $ ( 27 ) $ 2,507 $ 454

3 unchanged sentences

Total $ ( 79 ) $ ( 92 ) $ 4,036 $ 900

Restructuring related costs Three Months Ended Six Months Ended

(In thousands) October 2, 2021 September 26, 2020 October 2, 2021 September 26, 2020

Restructuring related costs Three Months Ended Nine Months Ended

(In thousands) January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020

Plasma $ 1,400 $ 431 $ 4,541 $ 1,235

8 unchanged sentences

The contingent consideration, which could total a maximum of $ 35.0 million, is payable over the next two years based on sales growth.

The Company financed the acquisition through a combination of cash, borrowings under its revolving credit facility and an additional $ 150.0 million term loan under the existing credit facility.

The Company financed the acquisition through a combination of cash, borrowings under its revolving credit facility and an additional $ 150.0 million term loan under its existing credit facility.

Cardiva’s portfolio includes two catheter-based vascular access site closure devices.

7 unchanged sentences

The assessment of fair value is preliminary and is based on information that was available at the time the consolidated financial statements were prepared.

The most significant open items included the valuation of certain intangible assets and the accounting for income taxes as the Company is finalizing additional information to complete its assessment of these matters.

The accounting for income taxes remains preliminary, as the Company is finalizing additional information to complete its assessment.

Measurement period adjustments will be recorded in the period in which they are determined, as if they had been completed at the acquisition date.

The finalization of the Company’s purchase accounting assessment could result in changes in the valuation of assets acquired and liabilities assumed, which could be material.

The finalization of the Company’s purchase accounting assessm ent could result in changes in the valuation of assets acquired and liabilities assumed, which could be material.

The final determination of the fair value of certain assets and liabilities will be completed within the measurement period as required by Topic 805.

As of October 2, 2021, the valuation studies necessary to determine the fair market value of the assets acquired and liabilities assumed are preliminary, including the projection of the underlying cash flows used to determine the fair value of the identified tangible, intangible and financial assets and liabilities.

As of January 1, 2022, the valuation studies necessary to determine the fair market value of the assets acquired and liabilities assumed are completed.

The purchase price of $ 442.3 million, net of $ 47.3 million of cash acquired, consisted of the amounts presented below, which represent the preliminary determination of the fair value of the identifiable assets acquired and liabilities assumed:

22 unchanged sentences

In developing the discount rates applied to the cash flow projections, the discount rates were benchmarked with reference to the implied rate of return from the transaction model and the weighted average cost of capital and then adjusted to reflect the relative risk of the asset .

As of October 2, 2021, the valuation of the intangible assets is preliminary as the Company is still finalizing information related to the assets’ cash flow projections.

The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill.

12 unchanged sentences

The amount of acquisition-related costs incurred associated with the acquisition was $ 9.6 million for the fiscal year ending April 3, 2021 .

The Company incurred acquisition costs related legal and other professional fees in the amount of $ 6.6 million and an additional $ 3.0 million of debt financing costs and lender fees which were recognized in selling, general and administrative and as interest expense on the unaudited Condensed Consolidated Statements of Income and Comprehensive Income, respectively.

The Company incurred acquisition costs related to legal and other professional fees in the amount of $ 6.6 million and an additional $ 3.0 million of debt financing costs and lender fees which were recognized in selling, general and administrative and as interest expense on the unaudited Condensed Consolidated Statements of Income and Comprehensive Income, respectively.

HAS Intellectual Property

3 unchanged sentences

In connection with the transaction, the Company has agreed to pay up to $ 15.0 million to HemoAssay in contingent consideration based on certain developmental and manufacturing based milestones.

During the six months ended October 2, 2021, the Company made $ 2.5 million of milestone payments which were recorded within intangible assets on the Condensed Consolidated Balance Sheets.

During the nine months ended January 1, 2022, the Company made $ 2.5 million of milestone payments which were recorded within intangible assets on the Condensed Consolidated Balance Sheets.

These products augment the Company’s portfolio of hemostasis analyzers within the Hospital business unit.

30 unchanged sentences

Acquisition-Related Costs

The amount of acquisition-related costs incurred associated with the acquisition was $ 0.2 million for the three and six months ended September 26, 2020.

The amount of acquisition-related costs incurred associated with the acquisition was $ 0.2 million for the nine months ended December 26, 2020.

Fajardo, Puerto Rico Manufacturing Operations

19 unchanged sentences

statutory tax rate.

For the three and six months ended October 2, 2021, the Company reported income tax expense of $ 5.1 million and $ 6.5 million, respectively, representing effective tax rates of 25.4 % and 38.5 %, respectively.

The effective tax rates for the three and six months ended October 2, 2021 includes discrete tax expense relating to stock compensation shortfalls of $ 0.1 million and $ 0.9 million, respectively.

For the three and six months ended September 26, 2020, the Company reported income tax expense of $ 6.9 million and $ 4.3 million, respectively, representing effective tax rates of 12.5 % and 6.8 %, respectively.

The effective tax rates for the three and six months ended September 26, 2020 included discrete tax benefits recognized from excess stock compensation deductions of $ 0.1 million and $ 4.1 million, respectively.

For the three and nine months ended January 1, 2022, the Company reported income tax expense of $ 8.2 million and $ 14.7 million, respectively, representing effective tax rates of 26.0 % and 30.4 %, respectively.

The effective tax rate for the nine months ended January 1, 2022 includes discrete tax expense relating to stock compensation shortfalls of $ 0.9 million, with no discrete tax expense relating to stock compensation shortfalls recorded in the three months ended January 1, 2022.

For the three and nine months ended December 26, 2020, the Company reported income tax expense of $ 5.5 million and $ 9.8 million, respectively, representing effective tax rates of 14.7 % and 9.8 %, respectively.

The effective tax rates for the three and nine months ended December 26, 2020 included discrete tax benefits recognized from excess stock compensation deductions of $ 1.0 million and $ 5.1 million, respectively.

The effective tax rates were also impacted by the jurisdictional mix of earnings including divestiture transactions.

During the three and six months ended September 26, 2020, the Company sold its Fajardo, Puerto Rico manufacturing operations, certain U.S.

During the nine months ended December 26, 2020, the Company sold its Fajardo, Puerto Rico manufacturing operations, certain U.S.

blood donor management software solution assets, and its wholly-owned subsidiary, Inlog Holdings France SAS.

2 unchanged sentences

The following table provides a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations.

Three Months Ended Six Months Ended

(In thousands, except per share amounts) October 2,

2021 September 26,

2020 October 2,

2021 September 26,

Three Months Ended Nine Months Ended

(In thousands, except per share amounts) January 1,

2022 December 26,

2020 January 1,

2022 December 26,

Net income $ 23,232 $ 31,882 $ 33,634 $ 90,510

9 unchanged sentences

From the time of the issuance of the convertible senior notes, the average market price of the Company's common shares has been less than the initial conversion price, and consequently no shares have been included in diluted earnings per share for the conversion value of the convertible senior notes.

For the three and six months ended October 2, 2021, weighted average shares outstanding, assuming dilution, excludes the impact of 0.9 million anti-dilutive shares.

For the three and six

months ended September 26, 2020, weighted average shares outstanding, assuming dilution, excludes the impact of 0.8 million and 0.6 million anti-dilutive shares, respectively.

For the three and nine months ended January 1, 2022, weighted average shares outstanding, assuming dilution, excludes the impact of 0.9 million anti-dilutive shares.

For the three and nine

months ended December 26, 2020, weighted average shares outstanding, assuming dilution, excludes the impact of 0.4 million and 0.6 million anti-dilutive shares, respectively.

The Company’s revenue recognition policy is to recognize revenues from product sales, software and services in accordance with ASC Topic 606, Revenue from Contracts with Customers .

10 unchanged sentences

For goods or services for which observable standalone selling prices are not available, the Company uses an expected cost plus a margin approach to estimate the standalone selling price of each performance obligation.

As of October 2, 2021, the Company had $ 21.0 million of its transaction price allocated to remaining performance obligations related to executed contracts with an original duration of one year or more.

As of January 1, 2022, the Company had $ 23.4 million of its transaction price allocated to remaining performance obligations related to executed contracts with an original duration of one year or more.

The Company expects to recognize approximately 74 % of this amount as revenue within the next twelve months and the remaining balance thereafter.

1 unchanged sentence

The difference in timing between billing and revenue recognition primarily occurs in software licensing arrangements, resulting in contract assets and contract liabilities.

As of October 2, 2021 and April 3, 2021, the Company had contract assets of $ 4.4 million and $ 4.8 million, respectively.

As of January 1, 2022 and April 3, 2021, the Company had contract assets of $ 5.5 million and $ 4.8 million, respectively.

Contract assets are classified as other current assets and other long-term assets on the Condensed Consolidated Balance Sheets.

As of October 2, 2021 and April 3, 2021, the Company had contract liabilities of $ 23.9 million and $ 20.9 million, respectively.

During the three and six months ended October 2, 2021, the Company recognized $ 4.6 million and $ 13.2 million of revenue, respectively, that was included in the above April 3, 2021 contract liability balance.

As of January 1, 2022 and April 3, 2021, the Company had contract liabilities of $ 24.4 million and $ 20.9 million, respectively.

During the three and nine months ended January 1, 2022, the Company recognized $ 4.0 million and $ 17.2 million of revenue, respectively, that was included in the above April 3, 2021 contract liability balance.

Inventories are stated at the lower of cost or market and include the cost of material, labor and manufacturing overhead.

Cost is determined using the first-in, first-out method.

(In thousands) October 2,

(In thousands) January 1,

2022 April 3,

5 unchanged sentences

During fiscal 2021, the Company entered into a lease for manufacturing space in Clinton, PA.

The Company's current manufacturing operations in Leetsdale, PA will be relocated.

The Company’s current manufacturing operations in Leetsdale, PA will be relocated to the Clinton, PA facility.

The lease term associated with the new manufacturing facility is 15 years and 7 months and includes two five year renewal options followed by one four year renewal option.

16 unchanged sentences

The 2026 Notes will mature on March 1, 2026, unless earlier converted, redeemed or repurchased.

During the second quarter of fiscal 2022, the conditions allowing holders of the 2026 Notes to convert have not been met.

The 2026 Notes were therefore not convertible as of October 2, 2021 and were classified as long-term debt on the Company’s Condensed Consolidated Balance Sheets.

During the third quarter of fiscal 2022, the conditions allowing holders of the 2026 Notes to convert have not been met.

The 2026 Notes were therefore not convertible as of January 1, 2022 and were classified as long-term debt on the Company’s Condensed Consolidated Balance Sheets.

In accounting for the issuance of the 2026 Notes, the 2026 Notes were separated into liability and equity components.

4 unchanged sentences

The impact to retained earnings on the Condensed Consolidated Balance Sheets as of April 4, 2021 is an increase of $ 1.0 million.

As of October 2, 2021, the $ 500.0 million principal balance was netted down by $ 11.9 million of deferred financing costs.

As of January 1, 2022, the $ 500.0 million principal balance was netted down by $ 11.2 million of deferred financing costs.

Credit Facilities

3 unchanged sentences

Under the Credit Facilities, the Company is required to maintain certain leverage and interest coverage ratios specified in the credit agreement as well as other customary non-financial affirmative and negative covenants.

At October 2, 2021, $ 293.1 million was outstanding under the Term Loan with an effective interest rate of 1.9 %.

At January 1, 2022, $ 288.8 million was outstanding under the Term Loan with an effective interest rate of 1.9 %.

There were no borrowings outstanding on the Revolving Credit Facility.

The Company also has $ 25.6 million of uncommitted operating lines of credit to fund its global operations under which there were no outstanding borrowings as of October 2, 2021.

The Company has required scheduled principal payments of $ 8.8 million during the remainder of fiscal 2022, $ 214.4 million during fiscal 2023 and $ 70.0 million during fiscal 2024.

The Company was in compliance with the leverage and interest coverage ratios specified in the Credit Facilities as well as all other bank covenants as of October 2, 2021.

The Company also has $ 24.7 million of uncommitted operating lines of credit to fund its global operations under which there were no outstanding borrowings as of January 1, 2022.

The Company has required scheduled principal payments of $ 4.4 million during the remainder of fiscal 2022, $ 214.4 million during fiscal 2023 and $ 70.0 million during the first quarter of fiscal 2024.

The Company was in compliance with the leverage and interest coverage ratios specified in the Credit Facilities as well as all other bank covenants as of January 1, 2022.

FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS

The Company manufactures, markets and sells its products globally.

During the three and six months ended October 2, 2021, 36.6 % and 37.4 %, respectively, of the Company's sales were generated outside the U.S., generally in foreign currencies.

During the three and nine months ended January 1, 2022, 35.6 % and 36.8 %, respectively, of the Company’s sales were generated outside the U.S., generally in foreign currencies.

The Company also incurs certain manufacturing, marketing and selling costs in international markets in local currency.

7 unchanged sentences

Designated Foreign Currency Hedge Contracts

All of the Company's designated foreign currency hedge contracts as of October 2, 2021 and April 3, 2021 were cash flow hedges under ASC 815, Derivatives and Hedging (“ASC 815”).

All of the Company’s designated foreign currency hedge contracts as of January 1, 2022 and April 3, 2021 were cash flow hedges under ASC 815, Derivatives and Hedging (“ASC 815”).

The Company records the effective portion of any change in the fair value of designated foreign currency hedge contracts in other comprehensive income until the related third-party transaction occurs.

1 unchanged sentence

In the event the hedged forecasted transaction does not occur, or it becomes probable that it will not occur, the Company would reclassify the amount of any gain or loss on the related cash flow hedge to earnings at that time.

The Company had designated foreign currency hedge contracts outstanding in the contract amount of $ 61.9 million as of October 2, 2021 and $ 56.0 million as of April 3, 2021.

At October 2, 2021, a loss of $ 0.8 million, net of tax, will be reclassified to earnings within the next twelve months.

Substantially all currency cash flow hedges outstanding as of October 2, 2021 mature within twelve months.

The Company had designated foreign currency hedge contracts outstanding in the contract amount of $ 39.1 million as of January 1, 2022 and $ 56.0 million as of April 3, 2021.

At January 1, 2022, a gain of $ 0.4 million, net of tax, will be reclassified to earnings within the next twelve months.

Substantially all currency cash flow hedges outstanding as of January 1, 2022 mature within twelve months.

Non-Designated Foreign Currency Contracts

4 unchanged sentences

These forward contracts are marked-to-market with changes in fair value recorded to earnings.

The Company had non-designated foreign currency hedge contracts under ASC 815 outstanding in the contract amount of $ 77.4 million as of October 2, 2021 and $ 95.6 million as of April 3, 2021.

The Company had non-designated foreign currency hedge contracts under ASC 815 outstanding in the contract amount of $ 47.6 million as of January 1, 2022 and $ 95.6 million as of April 3, 2021.

Interest Rate Swaps

8 unchanged sentences

The Company designated the Swaps as cash flow hedges of variable interest rate risk associated with $ 345.6 million of indebtedness.

For the six months ended October 2, 2021, a gain of $ 3.2 million, net of tax, was recorded in accumulated other comprehensive loss to recognize the effective portion of the fair value of the Swaps that qualify as cash flow hedges.

For the nine months ended January 1, 2022, a gain of $ 4.9 million, net of tax, was recorded in accumulated other comprehensive loss to recognize the effective portion of the fair value of the Swaps that qualify as cash flow hedges.

Trade Receivables

7 unchanged sentences

The following is a rollforward of the allowance for credit losses:

Three Months Ended Six Months Ended

(In thousands) October 2, 2021 September 26, 2020 October 2, 2021 September 26, 2020

Three Months Ended Nine Months Ended

(In thousands) January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020

Beginning balance $ 2,701 $ 2,699 $ 2,226 $ 3,824

3 unchanged sentences

Fair Value of Derivative Instruments

The following table presents the effect of the Company's derivative instruments designated as cash flow hedges and those not designated as hedging instruments under ASC 815 in its unaudited Condensed Consolidated Statements of Income and Comprehensive Income for the six months ended October 2, 2021:

The following table presents the effect of the Company’s derivative instruments designated as cash flow hedges and those not designated as hedging instruments under ASC 815 in its unaudited Condensed Consolidated Statements of Income and Comprehensive Income for the nine months ended January 1, 2022:

(In thousands) Amount of Gain

10 unchanged sentences

Designated interest rate swaps, net of tax $ 1,488 $ ( 3,367 ) Interest and other expense, net $ —

The Company did not have fair value hedges or net investment hedges outstanding as of October 2, 2021 or April 3, 2021.

As of October 2, 2021, no material deferred tax assets were recognized for designated foreign currency hedges.

The Company did not have fair value hedges or net investment hedges outstanding as of January 1, 2022 or April 3, 2021.

As of January 1, 2022, no material deferred taxes were recognized for designated foreign currency hedges.

ASC 815 requires all derivative instruments to be recognized at their fair values as either assets or liabilities on the balance sheet.

5 unchanged sentences

and inputs derived principally from, or corroborated by, observable market data by correlation or other means.

As of October 2, 2021, the Company has classified its derivative assets and liabilities within Level 2 of the fair value hierarchy prescribed by ASC 815, as discussed below, because these observable inputs are available for substantially the full term of its derivative instruments.

The following tables present the fair value of the Company's derivative instruments as they appear in its Condensed Consolidated Balance Sheets as of October 2, 2021 and April 3, 2021:

As of January 1, 2022, the Company has classified its derivative assets and liabilities within Level 2 of the fair value hierarchy prescribed by ASC 815, as discussed below, because these observable inputs are available for substantially the full term of its derivative instruments.

The following tables present the fair value of the Company’s derivative instruments as they appear in its Condensed Consolidated Balance Sheets as of January 1, 2022 and April 3, 2021:

(In thousands) Location in Condensed Consolidated

Balance Sheets As of As of

October 2, 2021 April 3, 2021

January 1, 2022 April 3, 2021

Derivative Assets:

16 unchanged sentences

Fair Value Measured on a Recurring Basis

Financial assets and financial liabilities measured at fair value on a recurring basis consist of the following as of October 2, 2021 and April 3, 2021.

As of October 2, 2021

Financial assets and financial liabilities measured at fair value on a recurring basis consist of the following as of January 1, 2022 and April 3, 2021.

As of January 1, 2022

(In thousands) Level 1 Level 2 Level 3 Total

27 unchanged sentences

Fair Value at Valuation Unobservable

(In thousands) October 2, 2021 Technique Input Range

Revenue-based payments $ 34,073 Monte Carlo Simulation Model Discount rate 2.2 %

(In thousands) January 1, 2022 Technique Input Range

Revenue-based payments $ 35,000 Discounted cash flow Discount rate 2.2 %

Projected year of payment 2022

4 unchanged sentences

Projected year of payment 2022 - 2023

As of October 2, 2021, the remaining maximum potential contingent consideration that the Company could be required to pay i s $ 39.1 million.

During the six months ended October 2, 2021, the Company increased the fair value of the contingent consideration related to the acquisition of Cardiva by $ 9.8 million, which was recorded as selling, general and administrative expenses within the unaudited Condensed Consolidated Statements of Income and Comprehensive Income.

The fair value of contingent consideration associated with acquisitions was $ 37.5 million at October 2, 2021.

As of October 2, 2021, $ 32.5 million was included in other liabilities and $ 5.0 million was in cluded in other long-term liabilities on the condensed consolidated balance sheet.

As of January 1, 2022, the remaining maximum potential contingent consideration that the Company could be required to pay i s $ 39.1 million.

During the nine months ended January 1, 2022, the Company increased the fair value of the contingent consideration related to the acquisition of Cardiva by $ 10.7 million, which was recorded as selling, general and administrative expenses within the unaudited Condensed Consolidated Statements of Income and Comprehensive Income.

The fair value of contingent consideration associated with acquisitions was $ 38.4 million at January 1, 2022.

As of January 1, 2022, $ 36.2 million was included in other liabilities and $ 2.2 million was in cluded in other long-term liabilities on the condensed consolidated balance sheet.

A reconciliation of the change in the fair value of contingent consideration is included in the following table:

4 unchanged sentences

Currency translation ( 261 )

Balance at October 2, 2021 $ 37,517

Balance at January 1, 2022 $ 38,377

Other Fair Value Disclosures

The Term Loan, which is carried at amortized cost, accounts receivable and accounts payable approximate fair value.

The Term Loan, which is carried at amortized cost, accounts receivable and accounts payable approximate fa ir value.

The fair value of the 2026 Notes as of January 1, 2022 was $ 421.4 million, which was determined by using the market price on the last trading day of the reporting period.

COMMITMENTS AND CONTINGENCIES

15 unchanged sentences

In addition, certain amounts that management considers to be non-recurring or non-operational are excluded from segment operating income because management evaluates the operating results of the segments excluding such items.

These items include restructuring and restructuring related costs, deal amortization, gains and losses on dispositions and sale of assets, asset impairments, accelerated device depreciation and related costs, costs related to compliance with the European Union Medical Device Regulation, transaction and integration costs and certain tax settlements and unusual or infrequent and material litigation-related charges.

These items include integration and transaction costs, deal amortization, restructuring and restructuring related costs, impairments, accelerated device depreciation and related costs, costs related to compliance with the European Union Medical Device Regulation (“MDR”) and In Vitro Diagnostic Regulation (“IVDR”), unusual or infrequent and material litigation-related charges and gains and losses on dispositions and sale of assets.

Although these amounts are excluded from segment operating income, as applicable, they are included in the reconciliations that follow.

2 unchanged sentences

Selected information by reportable segment is presented below:

Three Months Ended Six Months Ended

(In thousands) October 2,

2021 September 26,

2020 October 2,

2021 September 26,

Three Months Ended Nine Months Ended

(In thousands) January 1,

2022 December 26,

2020 January 1,

2022 December 26,

Plasma $ 96,692 $ 102,154 $ 250,499 $ 249,587

6 unchanged sentences

(1) Reflects revenue for service, maintenance and parts

Three Months Ended Six Months Ended

(In thousands) October 2,

2021 September 26,

2020 October 2,

2021 September 26,

Three Months Ended Nine Months Ended

(In thousands) January 1,

2022 December 26,

2020 January 1,

2022 December 26,

Segment operating income

12 unchanged sentences

MDR and IVDR costs ( 2,453 ) ( 1,207 ) ( 7,171 ) ( 2,696 )

( 2,347 ) ( 736 ) ( 4,718 ) ( 1,489 )

Litigation-related charges ( 138 ) — ( 1,221 ) —

2 unchanged sentences

(1) Reflects shared service expenses including quality and regulatory, customer and field service, research and development, manufacturing and supply chain, as well as other corporate support functions.

(2) Refers to the European Union Medical Device Regulation (“MDR”) and In Vitro Diagnostic Regulation (“IVDR”) costs.

Management reviews revenue based on the reportable segments noted above.

3 unchanged sentences

Net revenues by product line are as follows:

Three Months Ended Six Months Ended

(In thousands) October 2,

2021 September 26,

2020 October 2,

2021 September 26,

Three Months Ended Nine Months Ended

(In thousands) January 1,

2022 December 26,

2020 January 1,

2022 December 26,

Plasma products and services $ 116,347 $ 123,510 $ 308,931 $ 309,933

3 unchanged sentences

Net revenues generated in the Company’s principle operating regions on a reported basis are as follows:

Three Months Ended Six Months Ended

(In thousands) October 2,

2021 September 26,

2020 October 2,

2021 September 26,

Three Months Ended Nine Months Ended

(In thousands) January 1,

2022 December 26,

2020 January 1,

2022 December 26,

United States $ 167,270 $ 147,607 $ 460,404 $ 382,600

8 unchanged sentences

Balance as of April 3, 2021 $ ( 21,528 ) $ ( 560 ) $ ( 7,459 ) $ ( 29,547 )

Other comprehensive income before reclassifications (1)

Other comprehensive income (loss) before reclassifications (1)

( 3,488 ) — 1,839 ( 1,649 )

1 unchanged sentence

— — 1,847 1,847

Net current period other comprehensive income ( 1,619 ) — 1,630 11

Balance as of October 2, 2021 $ ( 23,147 ) $ ( 560 ) $ ( 5,829 ) $ ( 29,536 )

Net current period other comprehensive income (loss) ( 3,488 ) — 3,686 198

Balance as of January 1, 2022 $ ( 25,016 ) $ ( 560 ) $ ( 3,773 ) $ ( 29,349 )

(1) Presented net of income taxes, the amounts of which are insignificant.

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