HAEMONETICS CORP 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA HAEMONETICS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share data) Year Ended April 1, 2023 April 2, 2022 April 3, 2021 Net revenues $ 1,168,660 $ 993,196 $ 870,463 Cost of goods sold 553,563 487,694 472,625 Gross profit 615,097 505,502 397,838 Operating expenses: Research and development 50,131 46,801 32,857 Selling, general and administrative 376,675 340,140 275,216 Amortization of acquired intangible assets 32,640 47,414 32,830 Gains on divestitures and sale of assets ( 382 ) ( 9,603 ) ( 32,812 ) Total operating expenses 459,064 424,752 308,091 Operating income 156,033 80,750 89,747 Interest and other expense, net ( 14,630 ) ( 17,121 ) ( 16,834 ) Income before provision (benefit) for income taxes 141,403 63,629 72,913 Provision (benefit) for income taxes 26,002 20,254 ( 6,556 ) Net income $ 115,401 $ 43,375 $ 79,469 Net income per share – basic $ 2.27 $ 0.85 $ 1.57 Net income per share – diluted $ 2.24 $ 0.84 $ 1.55 Weighted average shares outstanding Basic 50,783 51,047 50,688 Diluted 51,420 51,353 51,292 The accompanying notes are an integral part of these consolidated financial statements. 47 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands) Year Ended April 1, 2023 April 2, 2022 April 3, 2021 Net income $ 115,401 $ 43,375 $ 79,469 Other comprehensive (loss) income: Impact of defined benefit plans, net of tax 2,456 2,179 ( 351 ) Foreign currency translation adjustment, net of tax ( 6,016 ) ( 6,391 ) 9,572 Unrealized gain (loss) on cash flow hedges, net of tax 4,269 5,785 ( 489 ) Reclassifications into earnings of cash flow hedge (gains) losses, net of tax ( 5,136 ) 2,020 6,856 Other comprehensive (loss) income ( 4,427 ) 3,593 15,588 Comprehensive income $ 110,974 $ 46,968 $ 95,057 The accompanying notes are an integral part of these consolidated financial statements. 48 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except share data) April 1, 2023 April 2, 2022 ASSETS Current assets: Cash and cash equivalents $ 284,466 $ 259,496 Accounts receivable, less allowance for credit losses of $ 4,932 at April 1, 2023 and $ 2,475 at April 2, 2022 179,142 159,376 Inventories, net 259,379 293,027 Prepaid expenses and other current assets 46,735 44,132 Total current assets 769,722 756,031 Property, plant and equipment, net 310,885 258,482 Intangible assets, less accumulated amortization of $ 417,422 at April 1, 2023 and $ 376,552 at April 2, 2022 275,771 310,261 Goodwill 466,231 467,287 Deferred tax asset 5,241 4,468 Other long-term assets 106,975 63,205 Total assets $ 1,934,825 $ 1,859,734 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Notes payable and current maturities of long-term debt $ 11,784 $ 214,148 Accounts payable 63,929 58,371 Accrued payroll and related costs 64,475 48,540 Other current liabilities 111,628 121,207 Total current liabilities 251,816 442,266 Long-term debt, net of current maturities 754,102 559,441 Deferred tax liability 36,195 28,727 Other long-term liabilities 74,715 79,876 Stockholders’ equity: Common stock, $ 0.01 par value; Authorized — 150,000,000 shares; Issued and outstanding — 50,448,519 shares at April 1, 2023 and 51,124,240 shares at April 2, 2022 504 511 Additional paid-in capital 594,706 572,476 Retained earnings 253,168 202,391 Accumulated other comprehensive loss ( 30,381 ) ( 25,954 ) Total stockholders’ equity 817,997 749,424 Total liabilities and stockholders’ equity $ 1,934,825 $ 1,859,734 The accompanying notes are an integral part of these consolidated financial statements. 49 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (In thousands, except share data) Common Stock Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income/(Loss) Total Stockholders’ Equity Shares Par Value Balance, March 28, 2020 50,323 $ 503 $ 553,229 $ 78,512 $ ( 45,135 ) $ 587,109 Employee stock purchase plan 44 1 4,012 — — 4,013 Exercise of stock options 128 1 6,218 — — 6,219 Issuance of restricted stock, net of cancellations 374 4 ( 4 ) — — — Share-based compensation expense — — 25,516 — — 25,516 Equity component of convertible notes, net of issuance costs — — 61,156 — — 61,156 Purchase of capped call related to convertible notes — — ( 47,400 ) — — ( 47,400 ) Net income — — — 79,469 — 79,469 Other comprehensive income — — — — 15,588 15,588 Balance, April 3, 2021 50,869 $ 509 $ 602,727 $ 157,981 $ ( 29,547 ) $ 731,670 Employee stock purchase plan 74 — 4,209 — — 4,209 Exercise of stock options 66 1 2,337 — — 2,338 Issuance of restricted stock, net of cancellations 115 1 — — — 1 Share-based compensation expense — — 24,359 — — 24,359 Cumulative effect of change in accounting standards — — ( 61,156 ) 1,035 — ( 60,121 ) Net income — — — 43,375 — 43,375 Other comprehensive income — — — — 3,593 3,593 Balance, April 2, 2022 51,124 $ 511 $ 572,476 $ 202,391 $ ( 25,954 ) $ 749,424 Employee stock purchase plan 102 — 4,378 — — 4,378 Exercise of stock options 59 1 2,637 — — 2,638 Shares repurchased ( 997 ) ( 10 ) ( 10,366 ) ( 64,624 ) — ( 75,000 ) Issuance of restricted stock, net of cancellations 161 2 ( 2 ) — — — Share-based compensation expense — — 25,583 — — 25,583 Net income — — — 115,401 — 115,401 Other comprehensive loss — — — — ( 4,427 ) ( 4,427 ) Balance, April 1, 2023 50,449 $ 504 $ 594,706 $ 253,168 $ ( 30,381 ) $ 817,997 The accompanying notes are an integral part of these consolidated financial statements. 50 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Year Ended April 1, 2023 April 2, 2022 April 3, 2021 Cash Flows from Operating Activities: Net income $ 115,401 $ 43,375 $ 79,469 Adjustments to reconcile net income to net cash provided by operating activities: Non-cash items: Depreciation and amortization 93,307 97,747 84,287 Impairment of assets 607 7,953 21,969 Share-based compensation expense 25,583 24,359 25,516 Gain on divestitures and sale of assets ( 382 ) ( 9,603 ) ( 32,812 ) Contingent consideration ( 504 ) 10,461 — Deferred tax benefit 4,783 5,013 ( 19,866 ) Amortization of deferred financing costs 1,970 3,404 564 Provision (benefit) for losses on inventory 664 ( 861 ) 7,860 Other non-cash operating activities 6,126 5,592 1,500 Change in operating assets and liabilities: Change in accounts receivable ( 24,421 ) ( 34,974 ) 44,121 Change in inventories 30,754 24,307 ( 38,909 ) Change in prepaid income taxes 1,688 2,870 ( 3,822 ) Change in other assets and other liabilities ( 22,334 ) ( 15,022 ) ( 4,650 ) Change in accounts payable and accrued expenses 39,816 7,642 ( 56,422 ) Net cash provided by operating activities 273,058 172,263 108,805 Cash Flows from Investing Activities: Capital expenditures ( 110,191 ) ( 96,509 ) ( 37,040 ) Proceeds from divestitures 850 10,642 44,587 Proceeds from sale of property, plant and equipment 1,608 2,022 1,815 Acquisitions ( 2,850 ) ( 2,500 ) ( 434,804 ) Other investments ( 33,205 ) — — Net cash used in investing activities ( 143,788 ) ( 86,345 ) ( 425,442 ) Cash Flows from Financing Activities: Term loan borrowings 280,000 — — Term loan redemption ( 280,000 ) — — Repayment of term loan borrowings ( 9,625 ) ( 17,500 ) ( 21,875 ) Proceeds from revolving facility 50,000 — — Payments on revolving facility ( 50,000 ) — — Debt issuance costs ( 1,118 ) — ( 13,457 ) Net decrease in short-term loans — — ( 60,000 ) Proceeds from issuance of convertible notes — — 500,000 Purchase of capped call related to convertible notes — — ( 47,400 ) Contingent consideration payments ( 21,593 ) ( 4,791 ) — Proceeds from employee stock purchase plan 4,378 4,209 4,013 Proceeds from exercise of stock options 2,638 2,338 6,217 Share repurchases ( 75,000 ) — — Other financing activities ( 44 ) ( 5 ) ( 46 ) Net cash (used in) provided by financing activities ( 100,364 ) ( 15,749 ) 367,452 Effect of exchange rates on cash and cash equivalents ( 3,936 ) ( 2,978 ) 4,179 Net Change in Cash and Cash Equivalents 24,970 67,191 54,994 Cash and Cash Equivalents at Beginning of Year 259,496 192,305 137,311 Cash and Cash Equivalents at End of Year $ 284,466 $ 259,496 $ 192,305 Supplemental Disclosures of Cash Flow Information: Interest paid $ 13,587 $ 6,187 $ 7,824 Income taxes paid $ 17,967 $ 24,298 $ 12,487 Non-Cash Investing and Financing Activities: Transfers from inventory to fixed assets for placement of Haemonetics equipment $ 81,136 $ 51,800 $ 9,287 The accompanying notes are an integral part of these consolidated financial statements. 51 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION Haemonetics is a global healthcare company dedicated to providing a suite of innovative medical products and solutions for customers, to help them improve patient care and reduce the cost of healthcare. Our technology addresses important medical markets: blood and plasma component collection, the surgical suite and hospital transfusion services. When used in this report, the terms “we,” “us,” “our,” “Haemonetics” and the “Company” mean Haemonetics Corporation. Blood is essential to a modern healthcare system. Blood and its components (plasma, red cells and platelets) have many vital and frequently life-saving clinical applications. Plasma is used for patients with major blood loss and is manufactured into biopharmaceuticals to treat a variety of illnesses, including immune diseases and coagulation disorders. Red cells treat trauma patients or patients undergoing surgery with high blood loss, such as open heart surgery or organ transplant. Platelets have many uses in patient care, including supporting cancer patients undergoing chemotherapy. Haemonetics manages its business in three principal reporting segments: Plasma, Blood Center and Hospital. For that purpose, “Plasma” includes plasma collection devices and disposables, plasma donor management software, and anticoagulant and saline sold to plasma customers. “Blood Center” includes blood collection and processing devices and disposables for red cells, platelets and whole blood. “Hospital”, which is comprised of Hemostasis Management, Vascular Closure, Cell Salvage and Transfusion Management products, includes devices and methodologies for measuring coagulation characteristics of blood, vascular closure devices, specialized blood cell processing systems and disposables, surgical blood salvage systems and blood transfusion management software. The accompanying consolidated financial statements present separately the Company’s consolidated financial position, results of operations, cash flows and changes in shareholders’ equity. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). All amounts presented, except per share amounts, are stated in thousands of U.S. dollars, unless otherwise indicated. The Company considers events or transactions that occur after the balance sheet date but prior to the issuance of the financial statements to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated as required. There were no material recognized or unrecognized subsequent events. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Fiscal Year Haemonetics’ fiscal year ends on the Saturday closest to the last day of March. Fiscal years 2023 and 2022 included 52 weeks with each quarter having 13 weeks. Fiscal 2021 included 53 weeks with each of the first three quarters having 13 weeks and the fourth quarter having 14 weeks. Principles of Consolidation The accompanying consolidated financial statements include all accounts including those of its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. In addition, we assess our strategic investments to determine whether they meet the definition of a variable interest entity (“VIE”), and if so, whether the Company has controlling financial interest. Controlling financial interest occurs if the Company has both the power to direct activities of the VIE that most significantly impact the VIE’s economic performance and an obligation to absorb losses of or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company’s strategic investments did not meet the controlling financial interest criteria, as such no VIEs were consolidated during fiscal 2023, 2022 or 2021. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results 52 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) could vary from the amounts derived from its estimates and assumptions. The Company considers estimates to be critical if they are required to make assumptions about material matters that are uncertain at the time of estimation or if materially different estimates could have been made or it is reasonably likely that the accounting estimate will change from period to period. The following are areas considered to be critical and require management’s judgment: revenue recognition, inventory provisions, intangible asset and goodwill valuation, legal and other judgmental accruals and income taxes. Contingencies The Company may become involved in various legal proceedings that arise in the ordinary course of business, including, without limitation, patent infringement, product liability and environmental matters. Accruals recorded for various contingencies including legal proceedings, employee related litigation, self-insurance and other claims are based on judgment, the probability of losses and, where applicable, the consideration of opinions of internal and/or external legal counsel and actuarially determined estimates. When a loss is probable and a range of loss is established but a best estimate cannot be made, the Company records the minimum loss contingency amount, which could be zero. These estimates are often initially developed substantially earlier than the ultimate loss is known and the estimates are reevaluated each accounting period, as additional information is available. As information becomes known, an additional loss provision is recorded when either a best estimate can be made or the minimum loss amount is increased. When events result in an expectation of a more favorable outcome than previously expected, the best estimate is changed to a lower amount. Revenue Recognition The Company's revenue recognition policy is to recognize revenues from product sales, software and services in accordance with the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) Update No. 2014-19, Revenue from Contracts with Customers (Topic 606) . Revenue is recognized when obligations under the terms of a contract with a customer are satisfied; this occurs with the transfer of control of the Company’s goods or services. The Company considers revenue to be earned when all of the following criteria are met: it has a contract with a customer that creates enforceable rights and obligations; promised products or services are identified; the transaction price, or the consideration the Company expects to receive for transferring goods or providing services, is determinable and it has transferred control of the promised items to the customer. A promise in a contract to transfer a distinct good or service to the customer is identified as a performance obligation. A contract’s transaction price is allocated to each performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Some of the Company’s contracts have multiple performance obligations. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation based on the estimated standalone selling prices of the good or service in the contract. 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. Product Revenues The majority of the Company’s performance obligations related to product sales are satisfied at a point in time. Product revenue consists of the sale of its disposable blood component collection and processing sets and the related equipment. The Company’s performance obligation related to product sales is satisfied upon shipment or delivery to the customer based on the specified terms set forth in the customer contract. Shipping and handling activities performed after a customer obtains control of the good are treated as fulfillment activities and are not considered to be a separate performance obligation. Revenue is recognized over time for maintenance plans provided to customers that provide services beyond the Company’s standard warranty period. Payment terms between customers related to product sales vary by the type of customer, country of sale, and the products or services offered and could result in an unbilled receivable or deferred revenue balance depending on whether the performance obligation has been satisfied (or partially satisfied). For product sales to distributors, the Company recognizes revenue for both equipment and disposables upon shipment to distributors, which is when its performance obligations are complete. The Company's standard contracts with its distributors state that title to the equipment passes to the distributors at point of shipment to a distributor’s location. The distributors are responsible for shipment to the end customer along with any installation, training and acceptance of the equipment by the end customer. Payments from distributors are not contingent upon resale of the product. The Company also places equipment at customer sites. While the Company retains ownership of this equipment, the customer has the right to use it for a period of time provided they meet certain agreed to conditions. The Company recovers the cost of providing the equipment from the sale of its disposables. 53 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Software and Other Revenues To a lesser extent, the Company enters into other types of contracts including certain software licensing arrangements to provide software solutions to support its plasma, blood collection and hospital customers. A portion of its software sales are perpetual licenses typically accompanied by significant implementation services related to software customization as well as other professional and technical services. The Company generally recognizes revenue from the sale of perpetual licenses and related customization services over time (the Company is creating or enhancing an asset that the customer controls) using an input method which requires it to make estimates of the extent of progress toward completion of the contract. When the Company provides other services, including in some instances hosting, technical support and maintenance, it recognizes these fees and charges over time (the customer simultaneously receives and consumes benefits), as performance obligations for these services are satisfied during the contract period. Certain of the Company’s software licensing arrangements are term-based licenses that include a per-collection or a usage-based fee related to the use of the license and the related technical support and hosting services. For these usage-based arrangements, the Company applies the revenue recognition exception resulting in revenue recognition occurring upon the later of actual usage or satisfaction of the related performance obligations. The payment terms for software licensing arrangements vary by customer pursuant to the terms set forth in the customer contract and result in an unbilled receivable or deferred revenue balance depending on whether the performance obligation has been satisfied (or partially satisfied). Significant Judgments Revenues from product sales are recorded at the net sales price, which includes estimates of variable consideration related to rebates, product returns and volume discounts. These reserves, which are based on estimates of the amounts earned or to be claimed on the related sales, are recorded as a reduction of revenue and a current liability. The Company’s estimates take into consideration historical experience, current contractual and statutory requirements, specific known market events and trends, industry data, and forecasted customer buying and payment patterns. Overall, these reserves reflect the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the contract. The amount of variable consideration included in the net sales price is limited to the amount that is probable not to result in a significant reversal in the amount of the cumulative revenue recognized in a future period. Revenue recognized in the current period related to performance obligations satisfied in prior periods was not material. If the Company is unable to estimate the expected rebates reasonably, it records a liability for the maximum potential rebate or discount that could be earned. In circumstances where the Company provides upfront rebate payments to customers, it capitalizes the rebate payments and amortizes the resulting asset as a reduction of revenue using a systematic method over the life of the contract. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables and contract assets, as well as customer advances, customer deposits and deferred revenue (contract liabilities) on the consolidated balance sheets. The difference in timing between billing and revenue recognition primarily occurs in software licensing arrangements, resulting in contract assets and contract liabilities. Practical Expedients The Company elected not to disclose the value of transaction price allocated to unsatisfied performance obligations for contracts with an original expected length of one year or less. When applicable, the Company has also elected to use the practical expedient to not adjust the promised amount of consideration for the effects of a significant financing component if it is expected, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service, will be one year or less. Translation of Foreign Currencies All assets and liabilities of foreign subsidiaries are translated at the rate of exchange at year-end while sales and expenses are translated at an average rate in effect during the year. The net effect of these translation adjustments is shown in the accompanying financial statements as a component of stockholders’ equity. Foreign currency transaction gains and losses, including those resulting from intercompany transactions, are charged directly to earnings and included in other expense, net on the consolidated statements of income. The impact of foreign exchange on long-term intercompany loans, for which repayment has not been scheduled or planned, are recorded in accumulated other comprehensive loss on the consolidated balance sheet. 54 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Cash and Cash Equivalents Cash equivalents include various instruments such as money market funds, U.S. government obligations and commercial paper with maturities of three months or less at date of acquisition. Cash and cash equivalents are recorded at cost, which approximates fair market value. As of April 1, 2023, cash and cash equivalents consisted primarily of investments in United States Government Agency and institutional money market funds. Allowance for Credit Losses The Company establishes a specific allowance for customers when it is probable that they will not be able to meet their financial obligations. Customer accounts are reviewed individually on a regular basis and reserves are established as deemed appropriate. The Company also maintains a general reserve using a percentage that is established based upon the age of its receivables and its collection history. The Company establishes allowances for balances not yet due and past due accounts based on past experience. Inventories Inventories are stated at the lower of cost or net realizable value and include the cost of material, labor and manufacturing overhead. Cost is determined with the first-in, first-out method. The Company has based its provisions for excess, expired and obsolete inventory primarily on its estimates of forecasted net sales. Significant changes in the timing or level of demand for the Company’s products result in recording additional provisions for excess, expired and obsolete inventory. Additionally, uncertain timing of next-generation product approvals, variability in product launch strategies, non-cancelable purchase commitments, product recalls and variation in product utilization all affect the Company’s estimates related to excess, expired and obsolete inventory. Property, Plant and Equipment Property, plant and equipment is recorded at historical cost. The Company provides for depreciation and amortization by charges to operations using the straight-line method in amounts estimated to recover the cost of the building and improvements, equipment and furniture and fixtures over their estimated useful lives as follows: Asset Classification Estimated Useful Lives Building 30 - 40 Years Building improvements 5 - 20 Years Plant equipment and machinery 3 - 15 Years Office equipment and information technology 3 - 10 Years Haemonetics equipment 3 - 7 Years The Company evaluates the depreciation periods of property, plant and equipment to determine whether events or circumstances warrant revised estimates of useful lives. All property, plant and equipment are also tested for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. The Company’s installed base of devices includes devices owned by the Company and devices sold to the customer. The asset on its balance sheet classified as Haemonetics equipment consists of medical devices installed at customer sites but owned by Haemonetics. Generally, the customer has the right to use it for a period of time as long as they meet the conditions the Company has established, which among other things, generally include one or more of the following: • Purchase and consumption of a certain level of disposable products • Payment of monthly rental fees • An asset utilization performance metric, such as performing a minimum level of procedures per month per device Consistent with the impairment tests noted below for other intangible assets subject to amortization, the Company reviews Haemonetics equipment and the related useful lives of such equipment at least once a year, or more frequently if certain conditions arise, to determine if any adverse conditions exist that would indicate the carrying value of these assets may not be recoverable. To conduct these reviews, the Company estimates the future amount and timing of demand for disposables used 55 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) with these devices, from which it generates revenues. The Company also considers product life cycle in its evaluation of useful life and recoverability. Changes in expected demand can result in additional depreciation expense, which is classified as cost of goods sold. Any significant unanticipated changes in demand could impact the value of the Company’s devices and its reported operating results. Leasehold improvements are depreciated over the lesser of their useful lives or the term of the lease. Maintenance and repairs are generally expensed to operations as incurred. When the repair or maintenance costs significantly extend the life of the asset, these costs may be capitalized. When equipment and improvements are sold or otherwise disposed of, the asset cost and accumulated depreciation are removed from the accounts and the resulting gain or loss, if any, is included in the consolidated statements of income. Goodwill and Intangible Assets Goodwill represents the excess purchase price over the fair value of the net tangible and other identifiable intangible assets acquired. Goodwill is not amortized and is instead reviewed for impairment at least annually, or on an interim basis between annual tests when events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying value. The Company performs its annual impairment test on the first day of the fiscal fourth quarter for each of its reporting units. Under ASC Update No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment entities perform their goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying value exceeds the reporting unit’s fair value. A reporting unit is defined as an operating segment or one level below an operating segment, referred to as a component. The Company determines its reporting units by first identifying its operating segments and then by assessing whether any components of these segments constitute a business for which discrete financial information is available and where segment management regularly reviews the operating results of that component. The Company aggregates components within an operating segment that have similar economic characteristics. The Company’s reportable segments and reporting units are as follows: Plasma, Blood Center and Hospital. When allocating goodwill from business combinations to its reporting units, the Company assigns goodwill to the reporting units that it expects to benefit from the respective business combination at the time of acquisition. In addition, for purposes of performing its goodwill impairment tests, assets and liabilities, including corporate assets, which relate to a reporting unit’s operations and would be considered in determining its fair value, are allocated to the individual reporting units. The Company allocates assets and liabilities not directly related to a specific reporting unit, but from which the reporting unit benefits, based primarily on the respective revenue contribution of each reporting unit. The Company uses the income approach, specifically the discounted cash flow method, to derive the fair value of each of its reporting units in preparing its goodwill impairment assessments. This approach calculates fair value by estimating the after-tax cash flows attributable to a reporting unit and then discounting these after-tax cash flows to a present value using a risk-adjusted discount rate. The Company selected this method as being the most meaningful in preparing its goodwill assessments because the use of the income approach typically generates a more precise measurement of fair value than the market approach. In applying the income approach to its accounting for goodwill, the Company makes assumptions about the amount and timing of future expected cash flows, terminal value growth rates and appropriate discount rates. The amount and timing of future cash flows within the Company’s discounted cash flow analysis is based on its most recent operational budgets, long range strategic plans and other estimates. The terminal value growth rate is used to calculate the value of cash flows beyond the last projected period in the Company’s discounted cash flow analysis and reflects the Company’s best estimates for stable, perpetual growth of its reporting units. The Company uses estimates of market-participant risk adjusted weighted average cost of capital as a basis for determining the discount rates to apply to its reporting units’ future expected cash flows. The Company corroborated the valuations that arose from the discounted cash flow approach by performing both a market multiple valuation and by reconciling the aggregate fair value of its reporting units to its market capitalization at the time of the test. During the fourth quarter of fiscal 2023, 2022 and 2021, the Company performed its annual goodwill impairment test. The results of the goodwill impairment test performed indicated that the estimated fair value of all of its reporting units exceeded their respective carrying values. There were no reporting units at risk of impairment as of the fiscal 2023, 2022 and 2021 annual test date. 56 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The Company reviews intangible assets subject to amortization for impairment at least annually or more frequently if certain conditions arise to determine if any adverse conditions exist that would indicate that the carrying value of an asset or asset group may not be recoverable, or that a change in the remaining useful life is required. Conditions indicating that an impairment exists include, but are not limited to, a change in the competitive landscape, internal decisions to pursue new or different technology strategies, a loss of a significant customer or a significant change in the marketplace including prices paid for its products or the size of the market for its products. When an impairment indicator exists, the Company tests the intangible asset for recoverability. For purposes of the recoverability test, the Company groups its amortizable intangible assets with other assets and liabilities at the lowest level of identifiable cash flows if the intangible asset does not generate cash flows independent of other assets and liabilities. If the carrying value of the intangible asset (asset group) exceeds the undiscounted cash flows expected to result from the use and eventual disposition of the intangible asset (asset group), the Company will write the carrying value down to the fair value in the period identified. The Company generally calculates the fair value of its intangible assets as the present value of estimated future cash flows it expects to generate from the asset using a risk-adjusted discount rate. In determining its estimated future cash flows associated with its intangible assets, the Company uses estimates and assumptions about future revenue contributions, cost structures and remaining useful lives of the asset (asset group). If the Company determines the estimate of an intangible asset’s remaining useful life should be reduced based on its expected use of the asset, the remaining carrying amount of the asset is amortized prospectively over the revised estimated useful life. The Company has in-process research and development (“IPR&D”) intangible assets with indefinite lives. IPR&D assets are not amortized. The Company reviews these assets for impairment at least annually, or on an interim basis between annual tests when events or circumstances indicate that it is more likely than not that the fair value of the asset is less than its carrying value. The Company performs its annual impairment test on the first day of the fiscal fourth quarter for its IPR&D assets. The Company makes assumptions about future cash flows, terminal value growth, costs for completion and appropriate discount rates. The Company elected qualitative assessments in fiscal 2023 and 2022. Accounting for the Costs of Computer Software to be Sold, Leased, or Otherwise Marketed ASC Topic 985-20, Software - Costs of Software to be Sold, Leased or Marketed , specifies that costs incurred internally in researching and developing a computer software product should be charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, all software costs should be capitalized until the product is available for general release to customers, at which point capitalized costs are amortized over their estimated useful life of 5 to 10 years. Technological feasibility is established when it has a detailed design of the software and when research and development activities on the underlying device, if applicable, are completed. The Company capitalizes costs associated with both software that it sells as a separate product and software that is embedded in a device. The Company reviews the net realizable value of capitalized assets periodically to assess the recoverability of amounts capitalized. There were no impairment charges recorded during fiscal 2023 , 2022 and 2021. In the future, the net realizable value may be adversely affected by the loss of a significant customer or a significant change in the market place, which could result in an impairment being recorded. Other Current Liabilities Other current liabilities represent items payable or expected to settle within the next twelve months. The items included in the fiscal year end balances were: (In thousands) April 1, 2023 April 2, 2022 Contract liabilities 30,209 26,809 Contingent consideration 863 31,184 All other 80,556 63,214 Total $ 111,628 $ 121,207 57 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Other Long-Term Liabilities Other long-term liabilities represent items that are not payable or expected to settle within the next twelve months. Research and Development Expenses All research and development costs are expensed as incurred. Advertising Costs All advertising costs are expensed as incurred and are included in selling, general and administrative expenses in the consolidated statements of income. Advertising expenses were $ 7.2 million, $ 4.4 million and $ 2.7 million in fiscal 2023 , 2022 and 2021, respectively. Shipping and Handling Costs Shipping and handling costs are included in selling, general and administrative expenses. Income Taxes The income tax provision is calculated for all jurisdictions in which the Company operates. The income tax provision process involves calculating current taxes due and assessing temporary differences arising from items that are taxable or deductible in different periods for tax and accounting purposes and are recorded as deferred tax assets and liabilities. Deferred tax assets are evaluated for realizability and a valuation allowance is maintained for the portion of the Company’s deferred tax assets that are not more-likely-than-not realizable. All available evidence, both positive and negative, has been considered to determine whether, based on the weight of that evidence, a valuation allowance is needed against the deferred tax assets. Refer to Note 6, Income Taxes, for further information and discussion of the Company’s income tax provision and balances. The Company files income tax returns in all jurisdictions in which it operates. The Company records a liability for uncertain tax positions taken or expected to be taken in income tax returns. The Company’s financial statements reflect expected future tax consequences of such positions presuming the taxing authorities’ full knowledge of the position and all relevant facts. The Company records a liability for the portion of unrecognized tax benefits claimed that it has determined are not more-likely-than-not realizable. These tax reserves have been established based on management’s assessment as to the potential exposure attributable to the Company’s uncertain tax positions as well as interest and penalties attributable to these uncertain tax positions. All tax reserves are analyzed quarterly and adjustments are made as events occur that result in changes in judgment. The Company evaluates at the end of each reporting period whether some or all of the undistributed earnings of its foreign subsidiaries are permanently reinvested. The Company recognizes deferred income tax liabilities to the extent that management asserts that undistributed earnings of its foreign subsidiaries are not permanently reinvested or will not be permanently reinvested in the future. The Company’s position is based upon several factors including management’s evaluation of the Haemonetics and its subsidiaries’ financial requirements, the short-term and long-term operational and fiscal objectives of the Company and the tax consequences associated with the repatriation of earnings. Convertible Senior Notes Prior to April 4, 2021, the Company accounted for convertible senior notes as separate liability and equity components, determining the fair value of the respective liability components based on an estimate of the fair value of a similar liability without a conversion option and assigning the residual value to the equity component. Effective April 4, 2021, the Company accounted for convertible senior notes as a single liability measured at its amortized cost. See Recent Accounting Pronouncements below. At issuance, the carrying amount is calculated as the proceeds, net of initial debt issuance costs. The difference between the principal amount and carrying value is amortized to interest expense over the term of the convertible senior notes using the effective interest rate method. A detailed analysis of the terms of the convertible senior notes transactions is required to determine existence of any derivatives that may require separate mark-to-market accounting under applicable accounting guidance. 58 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Derivative Instruments The Company accounts for its derivative financial instruments in accordance with ASC Topic 815, Derivatives and Hedging (“ASC 815”) and ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”) . In accordance with ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for the change in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative as a hedging instrument for accounting purposes and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. In addition, ASC 815 provides that, for derivative instruments that qualify for hedge accounting, changes in the fair value are either (a) offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or (b) recognized in equity until the hedged item is recognized in earnings, depending on whether the derivative is being used to hedge changes in fair value or cash flows. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. The Company does not use derivative financial instruments for trading or speculation purposes. When the underlying hedged transaction affects earnings, the gains or losses on the forward foreign exchange rate contracts designated as hedges are recorded in net revenues, cost of goods sold, operating expenses and other expense, net in the Company’s consolidated statements of income, depending on the nature of the underlying hedged transactions. The cash flows related to the gains and losses are classified in the consolidated statements of cash flows as part of cash flows from operating activities. For those derivative instruments that are not designated as part of a hedging relationship the Company records the gains or losses in earnings currently. These gains and losses are intended to offset the gains and losses recorded on net monetary assets or liabilities that are denominated in foreign currencies. The Company recorded foreign currency losses of $ 1.0 million, $ 1.5 million and $ 0.7 million in fiscal 2023 , 2022 and 2021, respectively. On a quarterly basis, the Company assesses whether the cash flow hedges are highly effective in offsetting changes in the cash flow of the hedged item. The Company manages the credit risk of its counterparties by dealing only with institutions that it considers financially sound and considers the risk of non-performance to be remote. Additionally, the Company’s interest rate risk management strategy includes the use of interest rate swaps to mitigate its exposure to changes in variable interest rates. The Company’s objective in using interest rate swaps is to add stability to interest expense and to manage and reduce the risk inherent in interest rate fluctuations. The Company’s derivative instruments do not subject its earnings or cash flows to material risk, as gains and losses on these derivatives are intended to offset losses and gains on the item being hedged. The Company does not enter into derivative transactions for speculative purposes and it does not have any non-derivative instruments that are designated as hedging instruments pursuant to ASC 815. Share-Based Compensation The Company expenses the fair value of share-based awards granted to employees, board members and others, net of estimated forfeitures. To calculate the grant-date fair value of its stock options the Company uses the Black-Scholes option-pricing model and for performance share units it uses Monte Carlo simulation models. Costs Associated with Exit Activities The Company records employee termination costs in accordance with ASC Topic 712 , Compensation - Nonretirement and Postemployment Benefits , if it pays the benefits as part of an on-going benefit arrangement, which includes benefits provided as part of its established severance policies or that it provides in accordance with international statutory requirements. The Company accrues employee termination costs associated with an on-going benefit arrangement if the obligation is attributable to prior services rendered, the rights to the benefits have vested, the payment is probable and the liability can be reasonably estimated. The Company accounts for employee termination benefits that represent a one-time benefit in accordance with ASC Topic 420 , Exit or Disposal Cost Obligation s. It records such costs into expense over the employee’s future service period, if any. Other costs associated with exit activities may include contract termination costs, including costs related to leased facilities to be abandoned or subleased, consultant fees and impairments of long-lived assets. The costs are expensed in accordance with ASC Topic 420 and ASC Topic 360 , Property, Plant and Equipment and are included primarily in selling, general and administrative costs in its consolidated statement of income. Additionally, costs directly related to the Company’s active restructuring initiatives, including program management costs, accelerated depreciation and costs to transfer product lines 59 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) among facilities are included within costs of goods sold and selling, general and administrative costs in its consolidated statement of income. Refer to Note 3, Restructuring, for further information and discussion of its restructuring plans. Valuation of Acquisitions The Company allocates the amounts it pays for each acquisition to the assets acquired and liabilities assumed based on their estimated fair values at the dates of acquisition, including acquired identifiable intangible assets. The Company bases the estimated fair value of identifiable intangible assets on detailed valuations that use significant assumptions including forecasted cash flows, revenues attributable to existing technology and existing customer attrition. When estimating the significant assumptions to be used in the valuation, the Company includes a consideration of current industry information, market and economic trends, historical results of the acquired business, and other relevant factors. These significant assumptions are forward-looking and could be affected by future economic and market conditions. The Company allocates any excess purchase price over the fair value of the net tangible and intangible assets acquired to goodwill. Strategic Investments The Company holds strategic investments, including preferred stock and a special share, in a privately held entity. The special share allows the Company to acquire the entity in accordance with an agreement between the parties. As these equity instruments do not have readily determinable fair values, they have been measured using the measurement alternative, at cost less impairment. The carrying amount for these instruments would be subsequently adjusted for observable price changes, or prices in orderly transactions for an identical investment or similar investment of the same issuer. In addition, these investments are periodically evaluated for impairment. The investments are classified as other long-term assets on the Company’s Consolidated Balance Sheets and the Company has not recorded any adjustments to the carrying value of strategic investments in fiscal 2023. Concentration of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash equivalents and accounts receivable. In fiscal 2023, 2022 and 2021, the Company’s ten largest customers accounted for approximately 48 %, 45 % and 49 % of net revenues, respectively. In fiscal 2023, one Plasma customer, CSL Limited (together with its affiliates, “CSL”) was greater than 10% of total net revenues and in total accounted for approximately 14 % of net revenues. In addition to CSL, two customers also accounted for greater than 10% of the Plasma segment’s net revenues and one customer also accounted for greater than 10% of the Blood Center segment’s net revenues, but did not exceed 10% of total net revenues, in fiscal 2023. Certain other markets and industries can expose the Company to concentrations of credit risk. For example, in the Plasma business unit, sales are concentrated with several large customers. As a result, accounts receivable extended to any one of these biopharmaceutical customers can be significant at any point in time. Also, a portion of the Company’s trade accounts receivable outside the U.S. include sales to government-owned or supported healthcare systems in several countries, which are subject to payment delays. Payment is dependent upon the financial stability and creditworthiness of those countries’ national economies. The Company has not incurred significant losses on government receivables. The Company continually evaluates all government receivables for potential collection risks associated with the availability of government funding and reimbursement practices. If the financial condition of customers or the countries’ healthcare systems deteriorate such that their ability to make payments is uncertain, allowances may be required in future periods. Recent Accounting Pronouncements Standards Implemented In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326). ASC Update No. 2016-13 is intended to replace the current incurred loss impairment methodology for financial assets measured at amortized cost with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information, including forecasted information, to develop credit loss estimates. The Company adopted ASC Update No. 2016-13 during the first quarter of fiscal 2021. The adoption did not have a material impact on the Company’s consolidated financial statements. 60 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) In August 2018, the FASB issued ASC Update No. 2018-15, Intangibles, Goodwill and Other - Internal-Use Software (Subtopic 350-40). The new guidance aligns the accounting implementation costs incurred in a cloud computing arrangement that is a service contract with the accounting for internal-use software licenses. The Company adopted ASC Update No. 2018-15 during the first quarter of fiscal 2021. The adoption did not have a material impact on the Company’s consolidated financial statements. In May 2020, the Securities and Exchange Commission (“SEC”) issued a final rule that amends the financial statement requirements for acquisitions and dispositions of businesses. The amendments primarily relate to disclosures required by Rule 3-05 and Article 11 of Regulation S-X and modifies the tests provided in Rule 1-02(w) of Regulation S-X used to determine whether a subsidiary or an acquired or disposed business is significant and modifies the number of years of audited financial statements required for acquisitions with significance levels greater than specified percentages. The Company early adopted these amendments during the fourth quarter of fiscal 2021. In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) Update No. 2019-12 — Income Taxes (Topic 740). The new guidance improves consistent application of and simplifies the accounting for income taxes by removing certain exceptions to the general principals in Topic 740. The Company adopted ASC Update No. 2019-12 effective April 4, 2021. 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 ASU 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). The amendments simplify the complexity associated with applying U.S. GAAP for certain financial instruments with characteristics of liabilities and equity. Update No. 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company early adopted ASC Update No. 2020-06 effective April 4, 2021 using the modified retrospective method, which resulted in a decrease of $ 61.2 million to additional paid-in capital, a decrease to non-current deferred tax liabilities of $ 20.0 million, and an increase of $ 80.3 million to non-current convertible notes, net, on the consolidated balance sheets. Additionally, retained earnings was adjusted to remove amortization expense recognized in prior periods related to the debt discount and the convertible notes no longer have a debt discount that will be amortized, net of taxes. The impact to retained earnings on the consolidated balance sheets as of April 4, 2021 is an increase of $ 1.0 million. In July 2021, the FASB issued ASC Update No. 2021-05 — Leases (Topic 842). The new guidance requires a lessor to classify a lease with variable lease payments that do not depend on an index or rate as an operating lease at lease commencement if the lease would have been classified as a sales-type lease or a direct financing lease in accordance with the classification criteria of ASC 842 and the lessor would have otherwise recognized a day-one loss. The Company prospectively adopted ASC Update No. 2021-05 effective in the second quarter of fiscal year 2022. The adoption did not have a material impact on the Company’s financial position or results of operations. 3. RESTRUCTURING On an ongoing basis, the Company reviews the global economy, the healthcare industry, and the markets in which it competes to identify opportunities for efficiencies, enhance commercial capabilities, align its resources and offer its customers better solutions. In order to realize these opportunities, the Company undertakes restructuring-type activities to transform its business. In July 2019, the Board of Directors of the Company approved the Operational Excellence Program (the “2020 Program”) and delegated authority to the Company’s management to determine the detail of the initiatives that will comprise the program. During fiscal 2022, the Company revised the program to improve product and service quality, reduce cost principally in its manufacturing and supply chain operations and ensure sustainability while helping to offset impacts from a previously announced customer loss, rising inflationary pressures and effects of the COVID-19 pandemic. The Company expects to incur aggregate charges between $ 95 million and $ 105 million by the end of fiscal 2025 under the program. 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 fiscal 2023 , 2022 and 2021, the Company incurred $ 11.5 million, $ 28.7 million and $ 15.1 million of restructuring and restructuring related costs under this program, respectively. Total cumulative charges under this program are $ 67.2 million as of April 1, 2023. 61 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The following table summarizes the activity for restructuring reserves related to the 2020 Program and prior programs for the fiscal years ended April 1, 2023, April 2, 2022 and April 3, 2021, substantially all of which relates to employee severance and other employee costs: (In thousands) 2020 Program Prior Programs Total Balance at March 28, 2020 $ 1,136 $ 1,512 $ 2,648 Costs incurred, net of reversals 1,501 ( 57 ) 1,444 Payments ( 2,062 ) ( 1,018 ) ( 3,080 ) Balance at April 3, 2021 $ 575 $ 437 $ 1,012 Costs incurred, net of reversals 4,202 28 4,230 Payments ( 2,317 ) ( 120 ) ( 2,437 ) Balance at April 2, 2022 $ 2,460 $ 345 $ 2,805 Costs incurred, net of reversals 576 81 657 Payments ( 1,226 ) ( 86 ) ( 1,312 ) Balance at April 1, 2023 $ 1,810 $ 340 $ 2,150 The following presents the restructuring costs by line item during fiscal 2023 , 2022 and 2021 within our accompanying consolidated statements of income and comprehensive income: (In thousands) 2023 2022 2021 Cost of goods sold $ ( 215 ) $ 2,236 $ 390 Research and development — 105 142 Selling, general and administrative expenses 872 1,889 912 Total $ 657 $ 4,230 $ 1,444 As of April 1, 2023, the Company had a restructuring liability of $ 2.2 million, of which approximately $ 1.8 million is payable within the next twelve months. In addition to the restructuring expenses included in the table above, the Company also incurred costs of $ 10.9 million, $ 24.6 million and $ 14.2 million in fiscal 2023, 2022 and 2021, respectively, that do not constitute restructuring costs under ASC 420, Exit and Disposal Cost Obligations, and which the Company instead refers to as restructuring related costs. These costs consist primarily of expenditures directly related to the restructuring actions. The following presents the restructuring related costs by line item during fiscal 2023 , 2022 and 2021 within our accompanying consolidated statements of income and comprehensive income: (In thousands) 2023 2022 2021 Cost of goods sold $ 7,991 $ 17,832 $ 9,318 Research and development 1,050 714 1,026 Selling, general and administrative expenses 1,851 6,048 3,873 Total $ 10,892 $ 24,594 $ 14,217 62 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The tables below present restructuring and restructuring related costs by reportable segment: Restructuring costs (In thousands) 2023 2022 2021 Plasma $ ( 48 ) $ 2,492 $ 454 Blood Center — ( 18 ) 201 Hospital 165 ( 93 ) 322 Corporate 540 1,849 467 Total $ 657 $ 4,230 $ 1,444 Restructuring related costs (In thousands) 2023 2022 2021 Plasma $ 1,385 $ 7,906 $ 1,870 Blood Center 75 556 1,599 Hospital 546 379 14 Corporate 8,886 15,753 10,734 Total $ 10,892 $ 24,594 $ 14,217 Total restructuring and restructuring related costs $ 11,549 $ 28,824 $ 15,661 4. ACQUISITIONS AND STRATEGIC INVESTMENTS Acquisitions Cardiva Medical, Inc. On January 17, 2021, the Company entered into an Agreement and Plan of Merger with Cardiva Medical, Inc. (“Cardiva”), an industry-leading manufacturer of vascular closure systems based in Santa Clara, California. In connection with this acquisition, which closed on March 1, 2021, the Company acquired 100 % of the issued and outstanding shares of capital stock of Cardiva for total consideration of $ 489.8 million, which consisted of upfront payments in the aggregate of $ 465.5 million ($ 418.2 million net of cash acquired) and the fair value of contingent consideration of $ 24.3 million. Cardiva achieved the contingent consideration maximum payout of $ 35.0 million, of which the final payment was made in fiscal 2023. 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. The VASCADE ® vascular closure system is designed for “small-bore” femoral arterial and venous closure, generally used in interventional cardiology and peripheral vascular procedures. The VASCADE MVP ® vascular closure system is designed for “mid-bore” multi-access femoral venous closure, generally used in electrophysiology procedures, and is the only U.S. Food and Drug Administration (“FDA”) approved closure device for use following cardiac ablation procedures requiring two or more access sites within the same vessel. The addition of the VASCADE portfolio to the Hospital business unit includes products with demonstrated benefits and enhances penetration into the large and growing interventional cardiology and electrophysiology markets. Purchase Price Allocation The Company accounted for the acquisition of Cardiva as a business combination, and in accordance with FASB ASC Topic 805, Business Combinations ( Topic 805 ), recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. 63 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The following amounts represent the fair value of the identifiable assets acquired and liabilities assumed for Cardiva: (In thousands) March 1, 2021 Accounts receivable $ 7,304 Inventories 18,765 Prepaid expenses and other current assets 850 Property, plant and equipment 1,186 Intangible assets 250,560 Goodwill 253,707 Other long-term assets 1,868 Total assets acquired $ 534,240 Accounts payable 3,292 Accrued payroll and related costs 58,211 Other liabilities 1,903 Deferred tax liability 26,793 Other long-term liabilities 1,772 Total liabilities assumed $ 91,971 Net assets acquired $ 442,269 The Company determined the identifiable intangible assets were completed technology, customer relationships, trademarks and in-process research and development (“IPR&D”). The fair values of intangible assets were based on valuation techniques with estimates and assumptions developed by the Company. Completed technology and IPR&D were valued using the excess earnings method. Customer relationships were valued using the distributor method. Trademarks were valued using the relief from royalty method. The cash flows used in the valuation of the intangible assets were based on estimates used to price the transaction. 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. The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill. As a result of the acquisition of Cardiva, the Company recognized goodwill of $ 253.7 million, which is attributable to the revenue and cash flow projections associated with completed technologies and the development of future technology that does not exist in the current IPR&D pipeline. The goodwill is not deductible for tax purposes and relates entirely to the Hospital reportable segment. Intangible assets acquired consist of the following: (In thousands) Amount Weighted-Average Amortization Period Risk-Adjusted Discount Rates used in Purchase Price Allocation Completed technology $ 213,290 13 years 13.5 % Customer relationships 18,166 12 years 13.0 % Trademarks 5,437 13 years 13.5 % IPR&D 13,667 Indefinite 15.0 % Total $ 250,560 The Company recorded a long-term deferred tax liability, net, of $ 26.8 million primarily related to acquired intangible assets which cannot be deducted for tax purposes, partially offset by deferred tax assets primarily related to net operating losses acquired. 64 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Acquisition-Related Costs 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 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 consolidated statements of income, respectively. Unaudited Pro Forma Financial Information Cardiva contributed revenues of $ 7.7 million to net revenues and losses of $ 7.6 million to net income for the period post acquisition through April 3, 2021. The unaudited estimated pro forma results presented below include the effects of the acquisition of Cardiva as if it was consummated on March 31, 2019. In fiscal 2021, the Company incurred nonrecurring charges attributed to the acquisition of Cardiva, which are presented in the consolidated statements of income for this period. These charges include acquisition-related costs, retention bonuses and severance payments, adjusted for the related tax effects. These nonrecurring charges are reflected as adjustments to the pro forma earnings presented below for fiscal 2021. Additionally, these pro forma amounts have been calculated, net of tax, after adjusting the results of Cardiva to reflect the additional costs associated with fair value adjustments relating to inventories, leases and intangible assets as if the acquisition had occurred on March 31, 2019 and adjusting interest amounts related to long-term debt assumptions. There was no significant impact to the pro forma amounts after applying the Company’s accounting policies. The supplemental pro forma information presented below is for informational purposes only and should be read in conjunction with our historical financial statements. The pro forma results do not include any anticipated synergies or other expected benefits of the acquisition. Accordingly, the unaudited estimated pro forma financial information below is not necessarily indicative of what the actual results of operations of the combined companies would have been had the acquisition of Cardiva occurred as of March 31, 2019, nor are they indicative of future results of operations. The pro forma assumptions and adjustments are reasonable and appropriate under the circumstances and are factually supported based on information currently available. (In thousands) (Unaudited) 2021 Net revenues $ 916,601 Net income $ 53,884 HAS Intellectual Property In January 2021, the Company entered into an agreement to acquire certain intellectual property owned by HemoAssay Science and Technology (Suzhou) Co. Ltd., a China-incorporated company, and its affiliates (collectively, “HemoAssay”) underlying their HAS viscoelastic diagnostic devices, related assays and disposables. The Company previously entered into exclusive manufacturing and distribution agreements with HemoAssay pursuant to which it has exclusive rights to commercialize HemoAssay’s HAS devices in China. 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. In fiscal years 2023 and 2022, the Company made milestone payments of $ 2.9 million and $ 2.5 million, respectively, which were recorded within intangible assets on the consolidated balance sheets. These products augment the Company’s portfolio of hemostasis analyzers within the Hospital business unit. enicor GmbH On April 1, 2020, the Company acquired all of the outstanding equity of enicor GmbH (“enicor”), the manufacturer of ClotPro ® , a new generation whole blood coagulation testing system that is currently available in select European and Asia Pacific markets, for total consideration of $ 20.5 million, which consisted of upfront payments of $ 16.6 million and the fair value of contingent consideration of $ 3.9 million. The contingent consideration, which could total a maximum of $ 4.5 million, consists of payments related to the achievement of certain revenue and regulatory milestones. As of April 1, 2023, the Company has made $ 2.3 million of milestone payments. The acquisition of this viscoelastic diagnostic device augments the Company’s portfolio of hemostasis analyzers within the Hospital business unit. 65 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Purchase Price Allocation The Company accounted for the acquisition of enicor as a business combination, and in accordance with FASB ASC Topic 805, Business Combinations ( Topic 805 ), recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The following amounts represent the fair value of the identifiable assets acquired and liabilities assumed for enicor completed during fiscal 2021: (In thousands) April 1, 2020 Inventory $ 634 Other current assets 685 Property, plant and equipment 289 Intangible assets 14,090 Goodwill 8,153 Total assets acquired $ 23,851 Other current liabilities 289 Deferred tax liability 3,036 Total liabilities assumed $ 3,325 Net assets acquired $ 20,526 The Company determined the identifiable intangible assets were completed technology, customer relationships and a trademark. The fair value of the intangible assets was estimated using the income approach, and the cash flow projections were discounted using a rate of 20 %. The cash flows were based on estimates used to price the transaction, and the discount rates applied were benchmarked with reference to the implied rate of return from the transaction model and the weighted average cost of capital. The benefits of adding a viscoelastic diagnostic device to the Company’s portfolio of hemostasis analyzers within the Hospital business unit contributed to an acquisition price in excess of the fair value of net assets acquired for enicor, which resulted in the establishment of goodwill. In addition, the benefits of lower cost manufacturing and complementary sales channels also contributed to the establishment of goodwill for this acquisition. The goodwill is not deductible for income tax purposes. Intangible assets acquired consist of the following: (In thousands) Amount Weighted-Average Amortization Period Risk-Adjusted Discount Rates used in Purchase Price Allocation Completed technology $ 13,441 10 Years 20 % Customer relationships 347 10 Years 20 % Trademark 302 10 Years 20 % Total $ 14,090 Acquisition-Related Costs During fiscal 2021, the Company incurred $ 0.2 million of acquisition-related costs associated with the acquisition. Unaudited Pro Forma Financial Information enicor had an immaterial impact to the Company’s net revenues and net income for fiscal 2021. The unaudited estimated pro forma impact of the results of the acquisition of enicor as if it was consummated on April 1, 2019 are immaterial. 66 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Strategic Investments During fiscal year 2023, the Company made investments in Vivasure Medical LTD (“Vivasure”), totaling € 30 million. The investments include both preferred stock and a special share that allows the Company to acquire Vivasure in accordance with an agreement between the parties. The investments are classified as other long-term assets on the consolidated balance sheets and the Company has not recorded any adjustments to the carrying value of our strategic investments in fiscal 2023. 5. DIVESTITURES Fajardo, Puerto Rico Manufacturing Operations On June 29, 2020, the Company sold its Fajardo, Puerto Rico, manufacturing operations to GVS, S.p.A (“GVS”), a leading provider of advanced filtration solutions for critical applications for $ 15.1 million ($ 7.8 million, net of cash transferred). Under the terms of the agreement, Haemonetics retained all intellectual property rights to its proprietary blood filters currently manufactured at its Fajardo facility and GVS acquired certain assets consisting primarily of property, plant and equipment, inventory and cash and has assumed certain related liabilities. In connection with this transaction, the Company and GVS also entered into a long-term supply and development agreement that, among other things, grants GVS exclusive rights to manufacture and supply the blood filters currently produced at the Fajardo facility for Haemonetics. As a result of this transaction, Haemonetics recognized a pre-tax impairment charge in its Blood Center business unit of $ 1.0 million in the first quarter of fiscal 2021 and an incremental loss of $ 0.4 million based on closing adjustments during the third quarter of fiscal 2021, as the carrying value of the assets and liabilities in the asset transfer exceeded the net of the $ 15.1 million of cash proceeds and an additional contingent liability of $ 1.5 million. The disposal group consisted of $ 3.3 million of inventory, $ 7.2 million of fixed assets, $ 3.2 million of other liabilities, and $ 0.4 million of goodwill allocated based on fair value to the business. U.S. Blood Donor Management Software On July 1, 2020, the Company sold certain U.S. blood donor management software solution assets within its Blood Center business unit to the GPI Group (“GPI”) for an upfront cash payment of $ 14.0 million ($ 13.6 million, net of working capital adjustments) and up to $ 14.0 million in additional consideration contingent on the achievement of commercial milestones over the twelve month period immediately following the closing of the transaction. The disposal group consisted of $ 1.4 million of accounts receivable, $ 0.9 million of intangible assets, other liabilities of $ 1.8 million and $ 1.4 million of goodwill allocated based on fair value to the business. The Company recognized a gain of $ 13.2 million associated with the transaction in fiscal 2021. In fiscal years 2023 and 2022, the Company recognized additional gains of $ 0.4 million and $ 9.6 million, respectively, for contingent consideration earned. Inlog Holdings France On September 18, 2020, the Company sold its wholly-owned subsidiary Inlog Holdings France SAS to Abénex Capital (“Abénex”), a private equity firm based in France for $ 30.5 million ($ 24.5 million, net of cash transferred). Inlog Holdings France SAS, through its subsidiary In Log SAS, develops and sells blood bank and hospital software solutions used predominantly in France and in several other countries outside of the U.S. The disposal group included $ 2.2 million of intangible assets, $ 2.2 million of accounts receivable, $ 0.3 million of other assets, $ 3.3 million of liabilities and $ 3.3 million of goodwill allocated based on the fair value of the business which impacted both the Blood Center and Hospital business units. The Company recognized a gain of $ 20.0 million associated with the transaction in fiscal 2021. 67 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) 6. INCOME TAXES Domestic and foreign income before provision (benefit) for income tax is as follows: (In thousands) 2023 2022 2021 Domestic $ 85,657 $ ( 5,219 ) $ 5,526 Foreign 55,746 68,848 67,387 Total $ 141,403 $ 63,629 $ 72,913 The income tax provision (benefit) from continuing operations contains the following components: (In thousands) 2023 2022 2021 Current Federal $ 6,461 $ 3,586 $ ( 289 ) State 4,824 1,682 1,256 Foreign 8,940 9,940 13,319 Total current $ 20,225 $ 15,208 $ 14,286 Deferred Federal 14,298 3,455 ( 12,906 ) State ( 7,678 ) 310 ( 2,436 ) Foreign ( 843 ) 1,281 ( 5,500 ) Total deferred $ 5,777 $ 5,046 $ ( 20,842 ) Total $ 26,002 $ 20,254 $ ( 6,556 ) The Company conducts business globally and reports its results of operations in a number of foreign jurisdictions in addition to the United States. The Company’s reported tax rate is impacted by the jurisdictional mix of earnings in any given period as the foreign jurisdictions in which it operates have tax rates that differ from the U.S. statutory tax rate. The Company’s subsidiary in Malaysia has been granted a full income tax exemption to manufacture whole blood and apheresis devices that could be in effect for up to ten years , provided certain conditions are satisfied. The income tax exemption was in effect beginning June 1, 2016. 68 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Tax effected, significant temporary differences comprising the net deferred tax liability are as follows: (In thousands) April 1, 2023 April 2, 2022 Deferred tax assets: Depreciation $ 174 $ 623 Amortization of intangibles 1,013 1,243 Inventory 7,674 6,841 Accruals, reserves and other deferred tax assets 15,680 13,020 Net operating loss carry-forward 20,996 30,212 Stock based compensation 4,230 4,422 Operating lease liabilities 15,851 15,777 Tax credit carry-forward, net 5,072 6,452 Capitalized research expenses 19,671 6,733 Gross deferred tax assets 90,361 85,323 Less valuation allowance ( 8,838 ) ( 14,077 ) Total deferred tax assets (after valuation allowance) 81,523 71,246 Deferred tax liabilities: Depreciation ( 37,400 ) ( 15,727 ) Amortization of goodwill and intangibles ( 57,752 ) ( 63,004 ) Unremitted earnings ( 1,163 ) ( 1,254 ) Operating lease assets ( 13,220 ) ( 12,877 ) Other deferred tax liabilities ( 2,942 ) ( 2,643 ) Total deferred tax liabilities ( 112,477 ) ( 95,505 ) Net deferred tax liabilities $ ( 30,954 ) $ ( 24,259 ) The increase in the worldwide net deferred tax liability is primarily due to tax depreciation deductions in excess of book depreciation expense during fiscal 2023 and utilization of net operating loss carryforwards, partially offset by research expenditures capitalized for tax purposes and impact of the release of valuation allowance previously maintained against certain U.S. state and foreign deferred tax assets. The valuation allowance decrease of $ 5.2 million during fiscal 2023 is primarily due to the release of valuation allowance related to certain U.S. state and foreign deferred tax assets and changes in the valuation allowance in other jurisdictions based on current year operating results. The Company has assessed, on a jurisdictional basis, the available means of recovering deferred tax assets, including the ability to carry-back net operating losses, the existence of reversing temporary differences, the availability of tax planning strategies and available sources of future taxable income. It has also considered the ability to implement certain strategies that would, if necessary, be implemented to accelerate taxable income and use expiring deferred tax assets. Based upon cumulative profitability in the U.S. and Malaysia, and increases in future taxable income projections, management has determined there is sufficient positive evidence to release a portion of the valuation allowance previously provided against certain U.S. state and foreign deferred tax assets. The Company has concluded future taxable income can be considered a source of income to realize a benefit for deferred tax assets in certain jurisdictions. The Company believes it is able to support the deferred tax assets recognized as of the end of the year based on all of the available evidence. The worldwide net deferred tax liability as of April 1, 2023 includes deferred tax liabilities related to amortizable tax basis in goodwill and other indefinite lived assets, which can only be used as a source of income to benefit other indefinite lived assets. As of April 1, 2023, the Company maintains a valuation allowance against certain U.S. tax credit carryforwards that are not more-likely-than-not realizable as well as a valuation allowance against the net deferred tax assets of certain foreign subsidiaries. In connection with the March 2021 acquisition of Cardiva, the Company acquired federal and state net operating loss carryforwards of $ 150.9 million and $ 93.3 million, respectively. The Company also acquired federal and state tax research credit carryforwards of $ 0.2 million and $ 0.4 million, respectively. These net operating loss and tax credit carryforwards may become subject to an annual limitation in the event of certain cumulative changes in the ownership interest of significant 69 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) shareholders over a three-year period in excess of 50 percent as defined under Section 382 and 383 of the U.S. Internal Revenue Code of 1986, respectively, as well as similar state provisions. The amount of the annual limitation is determined based on the value of the Company immediately prior to the ownership change. The Company conducted a Section 382 study covering the period of inception (July 2002) through March 1, 2021. The study concluded that ownership changes occurred during that period which limit the amount of the Company’s net operating losses and tax credit carryforwards that can be utilized before expiring. The carryforwards disclosed represent the amount of attributes that can be utilized based on the results of the study. The Company does not believe it has had an ownership change through April 1, 2023. Subsequent ownership changes may further affect the limitation in future years. As of April 1, 2023, the Company has U.S. federal net operating loss carryforwards of $ 64.4 million of which $ 8.4 million will begin to expire in fiscal 2024 and $ 56.0 million can be carried forward indefinitely. The Company has U.S. state net operating losses of $ 75.7 million of which $ 62.3 million will expire at various times between fiscal 2024 and fiscal 2040 and $ 13.4 million can be carried forward indefinitely. The Company has federal and state tax credits of $ 0.6 million and $ 5.4 million, respectively, which will begin to expire in fiscal 2029 and fiscal 2028, respectively. As of April 1, 2023, the Company has foreign net operating losses of approximately $ 10.5 million that are available to reduce future income of which $ 6.9 million will begin to expire in fiscal 2034 and $ 3.6 million can be carried forward indefinitely. As of April 1, 2023, substantially all of the unremitted earnings of the Company have been taxed in the U.S. The Company has not provided U.S. deferred income taxes or foreign withholding taxes on unremitted earnings of foreign subsidiaries of approximately $ 72.0 million as such amounts are considered to be indefinitely reinvested in the business. The accumulated earnings in the foreign subsidiaries are primarily utilized to fund working capital requirements as its subsidiaries continue to expand their operations and to fund future foreign acquisitions. The Company does not believe it is practicable to estimate the amount of income taxes payable on the earnings that are indefinitely reinvested in foreign operations, however a significant portion of the unremitted earnings could be remitted without a future tax cost. The income tax provision (benefit) from continuing operations differs from the tax provision (benefit) computed at the U.S. federal statutory income tax rate due to the following: (In thousands) 2023 2022 2021 Tax at federal statutory rate $ 29,695 21.0 % $ 13,362 21.0 % $ 15,312 21.0 % Impact of foreign operations ( 2,408 ) ( 1.7 ) % ( 3,799 ) ( 6.0 ) % ( 7,049 ) ( 9.7 ) % State income taxes net of federal benefit 2,939 2.1 % 1,384 2.2 % ( 924 ) ( 1.3 ) % Change in uncertain tax positions 81 0.1 % ( 777 ) ( 1.2 ) % 1,172 1.6 % Global intangible low taxed income ( 828 ) ( 0.6 ) % 3,608 5.7 % ( 758 ) ( 1.0 ) % Unremitted earnings ( 91 ) ( 0.1 ) % 194 0.3 % 257 0.4 % Deferred statutory rate changes 82 0.1 % 40 0.1 % ( 243 ) ( 0.3 ) % Non-deductible executive compensation 1,439 1.0 % 1,080 1.7 % 2,238 3.1 % Non-deductible expenses 827 0.6 % 741 1.2 % 2,038 2.8 % Stock compensation shortfalls (benefits) 1,883 1.3 % 2,070 3.3 % ( 5,504 ) ( 7.5 ) % Research credits ( 2,073 ) ( 1.5 ) % ( 1,496 ) ( 2.4 ) % ( 1,230 ) ( 1.7 ) % Contingent consideration — — % 1,880 3.0 % — — % Intercompany sale of intellectual property — — % — — % ( 7,550 ) ( 10.4 ) % Valuation allowance ( 5,135 ) ( 3.6 ) % 254 0.2 % ( 3,144 ) ( 4.4 ) % Other, net ( 409 ) ( 0.3 ) % 1,713 2.7 % ( 1,171 ) ( 1.6 ) % Income tax provision (benefit) $ 26,002 18.4 % $ 20,254 31.8 % $ ( 6,556 ) ( 9.0 ) % The Company recorded an income tax expense of $ 26.0 million, representing an effective tax rate of 18.4 %. The effective tax rate is lower than the U.S. statutory rate of 21.0 %, primarily due to jurisdictional mix of earnings, research credits generated and the change in valuation allowance, partially offset by state taxes, non-deductible executive compensation and disallowed stock compensation expense. The Company has recorded an immaterial tax expense related to unremitted foreign earnings that are not considered permanently reinvested. 70 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Unrecognized Tax Benefits Unrecognized tax benefits represent uncertain tax positions for which reserves have been established. As of April 1, 2023, the Company had $ 3.9 million of unrecognized tax benefits, of which $ 3.2 million would impact the effective tax rate, if recognized. As of April 2, 2022, the Company had $ 3.9 million of unrecognized tax benefits, of which $ 3.1 million would impact the effective tax rate, if recognized. At April 3, 2021, the Company had $ 6.1 million of unrecognized tax benefits, of which $ 5.3 million would impact the effective tax rate, if recognized. The following table summarizes the activity related to its gross unrecognized tax benefits for the fiscal years ended April 1, 2023, April 2, 2022 and April 3, 2021: (In thousands) April 1, 2023 April 2, 2022 April 3, 2021 Beginning Balance $ 3,939 $ 6,107 $ 4,620 Additions for tax positions of current year 292 219 335 Additions for tax positions of prior years — — 1,194 Reductions of tax positions ( 290 ) ( 808 ) ( 42 ) Settlements of tax positions — ( 1,579 ) — Ending Balance $ 3,941 $ 3,939 $ 6,107 As of April 1, 2023, the Company anticipates that the liability for unrecognized tax benefits for uncertain tax positions could change by up to $ 0.2 million in the next twelve months, as a result of closure of various statutes of limitations. The Company’s historical practice has been and continues to be to recognize interest and penalties related to federal, state and foreign income tax matters in income tax expense. Approximately $ 0.2 million and $ 0.1 million of gross interest and penalties were accrued at April 1, 2023 and April 2, 2022, respectively, and are not included in the amounts above. Additionally, $ 0.1 million, $ 0.1 million and $ 0.9 million of accrued interest and penalties was included in income tax provision (benefit) for the years ended April 1, 2023, April 2, 2022 and April 3, 2021, respectively. The Company conducts business globally and, as a result, files federal, state and foreign income tax returns in multiple jurisdictions. In the normal course of business, it is subject to examination by taxing authorities throughout the world. With a few exceptions, the Company is no longer subject to U.S. federal, state, or local income tax examinations for years before fiscal 2020 and foreign income tax examinations for years before fiscal 2018. To the extent that the Company has tax attribute carry-forwards, the tax years in which the attribute was generated may still be adjusted upon examination by the Internal Revenue Service, state, or foreign tax authorities to the extent utilized in a future period. 7. EARNINGS PER SHARE The following table provides a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations. (In thousands, except per share amounts) 2023 2022 2021 Basic EPS Net income $ 115,401 $ 43,375 $ 79,469 Weighted average shares 50,783 51,047 50,688 Basic income per share $ 2.27 $ 0.85 $ 1.57 Diluted EPS Net income $ 115,401 $ 43,375 $ 79,469 Basic weighted average shares 50,783 51,047 50,688 Net effect of common stock equivalents 637 306 604 Diluted weighted average shares 51,420 51,353 51,292 Diluted income per share $ 2.24 $ 0.84 $ 1.55 71 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Basic earnings per share is calculated using the Company’s weighted-average outstanding common shares. Diluted earnings per share is calculated using its weighted-average outstanding common shares including the dilutive effect of stock awards as determined under the treasury stock method and the convertible senior notes as determined under the net share settlement method. 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 fiscal 2023, 2022 and 2021, weighted average shares outstanding, assuming dilution, excludes the impact of 0.6 million, 0.9 million and 0.5 million anti-dilutive shares, respectively. Share Repurchase Plan In August 2022, the Company announced that its Board of Directors had approved a new three-year share repurchase program authorizing the repurchase of up to $ 300.0 million of Haemonetics common stock, based on market conditions, through August 2025. Under the share repurchase program, the Company is authorized to repurchase, from time to time, outstanding shares of common stock in accordance with applicable laws on the open market, including under trading plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and in privately negotiated transactions. The actual timing, number and value of shares repurchased will be determined by the Company at its discretion and will depend on a number of factors, including market conditions, applicable legal requirements and compliance with the terms of loan covenants. The share repurchase program may be suspended, modified or discontinued at any time, and the Company has no obligation to repurchase any amount of its common stock under the program. In November 2022, the Company completed a $ 75.0 million repurchase of its common stock pursuant to an accelerated share repurchase agreement (“ASR”) entered into with Citibank N.A. in August 2022. The total number of shares repurchased under the ASR was 1.0 million at an average price per share upon final settlement of $ 75.20 . As of April 1, 2023, the total remaining authorization for repurchases of the Company’s common stock under the share repurchase program was $ 225.0 million. 8. REVENUE 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 . Revenue is recognized when obligations under the terms of a contract with a customer are satisfied; this occurs with the transfer of control of the Company’s goods or services. The Company considers revenue to be earned when all of the following criteria are met: it has a contract with a customer that creates enforceable rights and obligations; promised products or services are identified; the transaction price, or the consideration it expects to receive for transferring goods or providing services, is determinable and it has transferred control of the promised items to the customer. A promise in a contract to transfer a distinct good or service to the customer is identified as a performance obligation. A contract’s transaction price is allocated to each performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Some of the Company’s contracts have multiple performance obligations. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation based on the estimated standalone selling prices of the good or service in the contract. 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 April 1, 2023, the Company had $ 24.0 million of 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 77 % of this amount as revenue within the next twelve months and the remaining balance thereafter. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables and contract assets, as well as customer advances, customer deposits and deferred revenue (contract liabilities) on the consolidated balance sheets. The difference in timing between billing and revenue recognition primarily occurs in software licensing arrangements, resulting in contract assets and contract liabilities. As of April 1, 2023 and April 2, 2022, the Company had contract liabilities of $ 30.2 million and $ 26.8 million, respectively. During fiscal 2023, the Company recognized $ 24.3 million of revenue that was included in the above April 2, 2022 contract 72 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) liability balance. Contract liabilities are classified as other current liabilities on the consolidated balance sheet. As of April 1, 2023 and April 2, 2022, the Company’s contract assets were immaterial. 9. INVENTORIES Inventories are stated at the lower of cost or net realizable value and include the cost of material, labor and manufacturing overhead. Cost is determined with the first-in, first-out method. (In thousands) April 1, 2023 April 2, 2022 (1) Raw materials $ 115,016 $ 77,846 Work-in-process 12,572 17,187 Finished goods 131,791 197,994 Total inventories $ 259,379 $ 293,027 (1) Prior year raw materials and finished goods balances have been adjusted to conform with current year presentation. 10. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following: (In thousands) April 1, 2023 April 2, 2022 Land $ 5,358 $ 5,165 Building and building improvements 127,634 104,363 Plant equipment and machinery 194,539 180,140 Office equipment and information technology 123,611 120,119 Haemonetics equipment 463,706 405,753 Construction in progress 29,367 53,607 Total 944,215 869,147 Less: accumulated depreciation ( 633,330 ) ( 610,665 ) Property, plant and equipment, net $ 310,885 $ 258,482 Depreciation expense was $ 51.2 million, $ 44.4 million and $ 43.1 million in fiscal 2023 , 2022 and 2021, respectively. During fiscal 2022, the Company incurred an impairment of property, plant and equipment of $ 5.2 million in connection with the 2020 Program, refer to Note 3 - Restructuring for details on the 2020 Program, and $ 2.8 million of accelerated depreciation costs related to disposables manufacturing equipment that was no longer in use. In fiscal 2021, the Company incurred a one-time impairment charge of $ 20.9 million related to in-process disposables manufacturing equipment that would not be placed in service. These impairment charges were included in cost of goods sold on the consolidated statements of income and impacted the Plasma reporting segment in the respective periods. 11. GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill by operating segment for fiscal 2023 and 2022 are as follows: (In thousands) Plasma Blood Center Hospital Total Carrying amount as of April 3, 2021 $ 29,043 $ 34,528 $ 402,873 $ 466,444 Purchase accounting adjustments — — 2,070 2,070 Currency translation — ( 362 ) ( 865 ) ( 1,227 ) Carrying amount as of April 2, 2022 29,043 34,166 404,078 467,287 Currency translation — ( 311 ) ( 745 ) ( 1,056 ) Carrying amount as of April 1, 2023 $ 29,043 $ 33,855 $ 403,333 $ 466,231 73 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The results of the Company’s goodwill impairment test performed in the fourth quarter of fiscal 2023, 2022 and 2021 indicated that the estimated fair value of all reporting units exceeded their respective carrying values. There were no reporting units at risk of impairment as of the fiscal 2023 , 2022 and 2021 annual test dates. The gross carrying amount of intangible assets and the related accumulated amortization as of April 1, 2023 and April 2, 2022 is as follows: (In thousands) Gross Carrying Amount Accumulated Amortization Net As of April 1, 2023 Amortizable: Patents $ 18,504 $ 10,831 $ 7,673 Capitalized software 78,962 60,776 18,186 Other developed technology 362,506 153,099 209,407 Customer contracts and related relationships 203,240 187,774 15,466 Trade names 9,508 4,942 4,566 Total $ 672,720 $ 417,422 $ 255,298 Non-amortizable: In-process software development $ 3,841 In-process research and development 13,667 In-process patents 2,965 Total $ 20,473 (In thousands) Gross Carrying Amount Accumulated Amortization Net As of April 2, 2022 Amortizable: Patents $ 14,777 $ 9,821 $ 4,956 Capitalized software 76,360 52,249 24,111 Other developed technology 362,783 124,799 237,984 Customer contracts and related relationships 204,166 185,150 19,016 Trade names 9,517 4,533 4,984 Total $ 667,603 $ 376,552 $ 291,051 Non-amortizable: In-process software development $ 2,648 In-process research and development 13,667 In-process patents 2,895 Total $ 19,210 Refer to Note 4, Acquisitions and Strategic Investments, for additional information regarding acquisitions. Intangible assets include the value assigned to license rights and other developed technology, patents, customer contracts and relationships and trade names. The estimated useful lives for all of these intangible assets are approximately 5 to 15 years. Aggregate amortization expense for amortized intangible assets for fiscal 2023, 2022 and 2021 was $ 42.1 million, $ 56.6 million and $ 41.2 million, respectively. 74 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Future annual amortization expense on intangible assets is estimated to be as follows: (In thousands) Fiscal 2024 $ 35,590 Fiscal 2025 $ 28,170 Fiscal 2026 $ 22,710 Fiscal 2027 $ 20,795 Fiscal 2028 $ 19,089 For costs incurred related to the development of software to be sold, leased, or otherwise marketed, the Company applies the provisions of ASC Topic 985-20, Software - Costs of Software to be Sold, Leased or Marketed , which specifies that costs incurred internally in researching and developing a computer software product should be charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, all software costs should be capitalized until the product is available for general release to customers. The costs capitalized for each project are included in intangible assets in the consolidated financial statements. The Company capitalized $ 3.8 million and $ 3.4 million in software development costs for ongoing initiatives during fiscal 2023 and 2022, respectively. At April 1, 2023 and April 2, 2022, the Company had a total of $ 82.8 million and $ 79.0 million of software costs capitalized, of which $ 3.8 million and $ 5.0 million are related to in process software development initiatives, respectively, and the remaining balance represents in-service assets that are being amortized over their useful lives. Amortization expense for capitalized software was $ 8.5 million, $ 8.4 million and $ 7.8 million for fiscal 2023 , 2022 and 2021, respectively. 12. LEASES Lessee Activity The Company has operating leases for office space, land, warehouse and manufacturing space, R&D laboratories, vehicles and certain equipment. Finance leases are not significant. Leases with an initial term of 12 months or less are generally not recorded on the balance sheet and expense for these leases is recognized on a straight-line basis over the lease term. For leases executed in fiscal 2020 and later, the Company accounts for the lease components and the non-lease components as a single lease component. The Company’s leases have remaining lease terms of 1 year to approximately 30 years, some of which may include options to extend the leases for up to 10 years and some include options to terminate early. These options have been included in the determination of the lease liability when it is reasonably certain that the option will be exercised. The Company does not have any leases that include residual value guarantees. The Company determines whether an arrangement is or contains a lease based on the unique facts and circumstances present at the inception of an arrangement. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected lease term. The interest rate implicit in lease contracts is typically not readily determinable. As such, the Company utilizes the appropriate incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term at an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. During fiscal 2021, the Company entered into a lease for manufacturing space in Clinton, PA. In fiscal 2023, the Company’s manufacturing operations in Leetsdale, PA were 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. During fiscal 2021, the Company recorded a right-of-use asset of $ 11.3 million and corresponding liabilities of $ 15.4 million upon commencement of the lease term in May 2020. In addition, the Company recorded a $ 4.1 million lease incentive receivable associated with this lease agreement which was received during fiscal 2021. 75 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The following table presents supplemental balance sheet information related to the Company’s operating leases: (In thousands) April 1, 2023 April 2, 2022 Assets Operating lease right-of-use assets in Other long-term assets $ 53,413 $ 52,749 Liabilities Operating lease liabilities in Other current liabilities $ 7,162 $ 7,196 Operating lease liabilities in Other long-term liabilities $ 55,903 $ 55,704 The following table presents the weighted average remaining lease term and discount rate information related to our operating leases: April 1, 2023 April 2, 2022 Weighted average remaining lease term 9.0 years 10.0 years Weighted average discount rate 4.95 % 4.58 % The Company’s operating lease costs were $ 10.6 million, $ 11.0 million and $ 11.7 million during fiscal 2023, 2022 and 2021, respectively. The following table presents supplemental cash flow information related to our operating leases: (In thousands) April 1, 2023 April 2, 2022 April 3, 2021 Cash paid for amounts included in the measurement of operating lease liabilities Operating cash flows used for operating leases $ 11,450 $ 11,014 $ 10,456 Right of use assets obtained in exchange for new operating lease liabilities $ 211 $ 587 $ 29,595 The following table presents the maturities of our operating lease liabilities as of April 1, 2023: Fiscal Year ( In thousands ) Operating Leases 2024 $ 9,813 2025 9,007 2026 8,601 2027 9,073 2028 7,490 Thereafter 33,646 Total future minimum operating lease payments 77,630 Less: imputed interest ( 14,565 ) Present value of operating lease liabilities $ 63,065 Lessor Activity Assets on the Company’s balance sheet classified as Haemonetics equipment primarily consists of medical devices installed at customer sites but owned by Haemonetics. These devices are leased to customers under contractual arrangements that typically include an operating or sales-type lease as well as the purchase and consumption of a certain level of disposable products. Sales-type leases are not significant. Contract terms vary by customer and may include options to terminate the contract or options to extend the contract. Where devices are provided under operating lease arrangements, a substantial majority of the entire lease revenue is variable and subject to subsequent non-lease component (disposable products) sales. The allocation of revenue between the lease and non-lease components is based on stand-alone selling prices. Operating lease revenue represents approximately 3 percent of the Company’s total net sales. 76 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) 13. NOTES PAYABLE AND LONG-TERM DEBT Notes payable and long-term debt consisted of the following: (In thousands) April 1, 2023 April 2, 2022 Term loan, net of financing fees $ 273,728 $ 284,052 Convertible notes 492,131 489,462 Other borrowings 27 75 Less current portion ( 11,784 ) ( 214,148 ) Long-term debt $ 754,102 $ 559,441 Convertible Senior Notes In March 2021, the Company issued $ 500.0 million aggregate principal amount of 0 % convertible senior notes due 2026 (the “2026 Notes”). The 2026 Notes are governed by the terms of the Indenture between the Company and U.S. Bank National Association, as trustee (the “Indenture”). The total net proceeds from the sale of the 2026 Notes, after deducting the initial purchasers’ discounts and debt issuance costs, were approximately $ 486.7 million. The 2026 Notes will mature on March 1, 2026, unless earlier converted, redeemed or repurchased. Holders may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2025 only under the following circumstances: • During any calendar quarter (and only during such calendar quarter) beginning after June 30, 2021, if, the last reported sale price per share of the Company’s common stock exceeds 130 % of the applicable conversion price on each applicable trading day for at least 20 trading days (whether or not consecutive) in the period of the 30 consecutive trading day period ending on, and including, the last trading day of the immediately preceding calendar quarter; • During the five business day period after any five consecutive trading day period in which, for each day of that period, the trading price per $1,000 principal amount of the 2026 Notes for such trading day was less than 98 % of the product of the last reported sale price of the Company’s common stock and the applicable conversion rate on such trading day; • The Company issues to common stockholders any rights, options, or warrants, entitling them, for a period of not more than 60 days, to purchase shares of common stock at a price per share less than the average closing sale price of 10 consecutive trading days, or the Company’s election to make a distribution to common stockholders exceeding 10 % of the previous day’s closing sale price; • Upon the occurrence of specified corporate events, as set forth in the indenture governing the 2026 Notes; or • Prior to the related redemption date if the Company calls the 2026 Notes for redemption On or after September 1, 2025, until the close of business on the scheduled trading day immediately preceding the maturity date, holders may convert all or a portion of their 2026 Notes, in multiples of $1,000 principal amount, at any time, regardless of the foregoing circumstances. The conversion rate for the 2026 Notes is 5.7033 shares of common stock per $1,000 principal amount of notes (which is equal to an initial conversion price of approximately $ 175.34 per share of the Company’s common stock), subject to adjustment as set forth in the Indenture. Upon conversion, the Company will pay cash up to the aggregate principal amount of the notes to be converted and pay or deliver, as the case may be, cash, common stock or a combination of cash and common stock, at the Company’s election, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the notes being converted. If a make-whole adjustment event, as described in the Indenture, occurs and a holder elects to convert its 2026 Notes in connection with such make-whole adjustment event, such holder may be entitled to an increase in the conversion rate as described in the Indenture. During fiscal 2023, the conditions allowing holders of the 2026 Notes to convert have not been met. The 2026 Notes were therefore not convertible as of April 1, 2023 and were classified as long-term debt on the Company’s consolidated balance sheets. 77 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The 2026 Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after March 5, 2024 and on or before the 40th scheduled trading day immediately before the maturity date, if the last reported sale price per share of the Company’s common stock exceeds 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately before the date the Company sends the related redemption notice at a redemption price equal to 100 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest to, but excluding the redemption date. Upon the occurrence of certain fundamental changes involving the Company, holders of the 2026 Notes may require the Company to repurchase for cash all or part of their 2026 Notes at a repurchase price equal to 100 % of the principal amount of the 2026 Notes to be repurchased, plus accrued and unpaid interest. On April 4, 2021, the Company adopted ASC Update No. 2020-06 using the modified retrospective method, which resulted in a decrease of $ 61.2 million to additional paid-in capital, a decrease to non-current deferred tax liabilities of $ 20.0 million, and an increase of $ 80.3 million to non-current convertible notes, net, on the consolidated balance sheets. Additionally, retained earnings was adjusted to remove amortization expense recognized in prior periods related to the debt discount and the convertible notes no longer have a debt discount that will be amortized, net of taxes. The impact to retained earnings on the consolidated balance sheets as of April 4, 2021 is an increase of $ 1.0 million. As of April 1, 2023, the $ 500.0 million principal balance was netted down by the $ 7.9 million of remaining debt issuance costs, resulting in a net convertible note payable of $ 492.1 million. Interest expense related to the 2026 Notes was $ 2.7 million for the fiscal year ended April 1, 2023, which is entirely attributable to the amortization of the debt issuance costs. The debt issuance costs are amortized at an effective interest rate of 0.5 %. Capped Calls In connection with the issuance of the 2026 Notes, the Company entered into capped call transactions with certain counterparties (“Capped Calls”). The Capped Calls each have an initial strike price of approximately $ 175.34 per share, subject to certain adjustments, which corresponds to the initial conversion price of the 2026 Notes. The Capped Calls have initial cap prices of $ 250.48 per share, subject to certain adjustments. The Capped Calls are expected to partially offset the potential dilution to the Company’s common stock upon any conversion of the 2026 Notes, with such offset subject to a cap based on the cap price. The Capped Calls cover, subject to anti-dilution adjustments, approximately 2.85 million shares of the Company’s common stock. For accounting purposes, the Capped Calls are separate transactions, and not part of the 2026 Notes. As these transactions meet certain accounting criteria, the Capped Calls are recorded in stockholders’ equity and are not accounted for as derivatives. The cost of $ 47.4 million incurred to purchase the Capped Calls was recorded as a reduction to additional paid-in capital in fiscal 2021 and will not be remeasured. Credit Facilities On June 15, 2018, the Company entered into a credit agreement with certain lenders that provided for a $ 350.0 million term loan and a $ 350.0 million revolving loan (together with the term loan, as amended from time to time, the “2018 Credit Facilities”) that were each scheduled to mature on June 15, 2023 with applicable interest rates during the period established using LIBOR plus 1.13 % - 1.75 %, depending on the Company's leverage ratio. On July 26, 2022, the Company entered into an amended and restated credit agreement with certain lenders to refinance the 2018 Credit Facilities and extend their maturity date through June 2025. The amended and restated credit agreement provides for a $ 280.0 million senior unsecured term loan, the proceeds of which have been used to settle the balance of the term loan under the 2018 Credit Facilities, and a $ 420.0 million senior unsecured revolving credit facility (together, the “Revised Credit Facilities”). Loans under the Revised Credit Facilities bear interest at an annual rate equal to the Adjusted Term SOFR Rate (as specified in the amended and restated credit agreement), which is subject to a floor of 0 %, plus an applicable rate ranging from 1.125 % to 1.750 % based on the Company’s consolidated net leverage ratio (as specified in the amended and restated credit agreement) at the applicable measurement date. Adjusted Term SOFR Rate loans are also subject to a credit spread adjustment of 0.10 % per annum. The revolving credit facility carries an unused fee that ranges from 0.125 % to 0.250 % annually based on the Company’s consolidated net leverage ratio at the applicable measurement date. Under the Revised Credit Facilities, the Company is required to maintain certain leverage and interest coverage ratios specified in the amended and restated credit agreement as well as other customary non-financial affirmative and negative covenants. The Revised Credit Facilities mature on June 15, 2025. The principal amount of the term loan under the Revised Credit Facilities is repayable quarterly through the maturity date at a rate of 2.5 % for the first year and 5 % thereafter, with the unpaid balance due at maturity. 78 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The Company applied modification accounting for the credit facility refinancing. For the term loan under the Revised Credit Facilities, for fiscal 2023, the Company recognized interest expense of $ 0.5 million for third party fees incurred and capitalized $ 0.2 million of lender fees related to the term loan. For fiscal 2023, the Company capitalized $ 1.1 million of lender fees and third-party costs incurred in the refinancing related to the revolving credit facility under the Revised Credit Facilities. At April 1, 2023, $ 274.7 million was outstanding under the term loan with an effective interest rate of 6.3 %. There were no outstanding borrowings under the revolving credit facility at April 1, 2023. The Company also had $ 21.3 million of uncommitted operating lines of credit to fund its global operations under which there were no outstanding borrowings as of April 1, 2023. Under the Revised Credit Facilities, the Company is required to maintain a consolidated leverage ratio not to exceed 3.5 :1.0 and a consolidated interest coverage ratio not to be less than 4.0 :1.0 during periods when the Revised Credit Facilities are outstanding. In addition, the Company is required to satisfy these covenants, on a pro forma basis, in connection with any new borrowings (including any letter of credit issuances) on the revolving credit facility as of the time of such borrowings. The Consolidated Interest Coverage Ratio is calculated as the consolidated EBITDA divided by consolidated interest expense while the Consolidated Net Leverage ratio is calculated as consolidated total debt minus liquidity, divided by consolidated EBITDA. Consolidated EBITDA includes EBITDA adjusted by non-recurring and unusual transactions specifically as defined in the Revised Credit Facilities. The Revised Credit Facilities also contain usual and customary non-financial affirmative and negative covenants that include certain restrictions with respect to subsequent indebtedness, liens, loans and investments (including acquisitions), financial reporting obligations, mergers, consolidations, dispositions, dissolutions or liquidation, asset sales, affiliate transactions, change of its business, capital expenditures, share repurchase and other restricted payments. These covenants are subject to exceptions and qualifications set forth in the credit agreement. Any failure to comply with the financial and operating covenants of the Revised Credit Facilities would prevent the Company from being able to borrow additional funds and would constitute a default, which could result in, among other things, the amounts outstanding including all accrued interest and unpaid fees, becoming immediately due and payable. In addition, the Revised Credit Facilities include customary events of default, in certain cases subject to customary cure periods. As of April 1, 2023, the Company was in compliance with the covenants. Commitment Fee Pursuant to the Revised Credit Facilities, the Company is required to pay, on the last day of each calendar quarter, a commitment fee on the unused portion of the revolving credit facility. The commitment fee is subject to a pricing grid based on the Company’s consolidated leverage ratio. The commitment fee ranges from 0.125 % to 0.250 %. The current commitment fee on the undrawn portion of the revolving credit facility is 0.175 %. Debt Issuance Costs and Interest Expenses associated with the issuance of the term loan were capitalized and are amortized to interest expense over the life of the term loan using the effective interest method. As of April 1, 2023, the $ 274.7 million term loan balance was netted down by the $ 1.0 million of remaining debt discount, resulting in a net note payable of $ 273.7 million. Interest expense was $ 13.0 million, $ 5.8 million and $ 9.4 million for fiscal 2023, 2022 and 2021, respectively. Accrued interest associated with the outstanding debt is included as a component of other current liabilities in the accompanying consolidated balance sheets. As of both April 1, 2023 and April 2, 2022, the Company had an insignificant amount of accrued interest associated with the outstanding debt. 79 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The aggregate amount of debt maturing during the next five fiscal years are as follows: Fiscal year (In thousands) 2024 $ 12,276 2025 $ 10,500 2026 $ 752,000 2027 $ — 2028 $ — 14. FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS The Company manufactures, markets and sells its products globally. For the fiscal year ended April 1, 2023, 27.9 % of the Company’s sales were generated outside the U.S. in local currencies. The Company also incurs certain manufacturing, marketing and selling costs in international markets in local currency. Accordingly, earnings and cash flows are exposed to market risk from changes in foreign currency exchange rates relative to the U.S. Dollar, the Company’s reporting currency. The Company has a program in place that is designed to mitigate the exposure to changes in foreign currency exchange rates. That program includes the use of derivative financial instruments to minimize, for a period of time, the impact on its financial results from changes in foreign exchange rates. The Company utilizes foreign currency forward contracts to hedge the anticipated cash flows from transactions denominated in foreign currencies, primarily Japanese Yen and Euro, and to a lesser extent Swiss Franc and Mexican Peso. This does not eliminate the impact of the volatility of foreign exchange rates. However, because the Company generally enters into forward contracts one year out, rates are fixed for a one-year period, thereby facilitating financial planning and resource allocation. Designated Foreign Currency Hedge Contracts All of the Company’s designated foreign currency hedge contracts as of April 1, 2023 and April 2, 2022 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. Once the related third-party transaction occurs, the Company reclassifies the effective portion of any related gain or loss on the designated foreign currency hedge contracts to earnings. In the event the hedged forecasted transaction does not occur, or it becomes probable that it will not occur, the Company will 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 $ 51.8 million as of April 1, 2023 and $ 67.3 million as of April 2, 2022. At April 1, 2023, a gain of $ 2.8 million, net of tax, will be reclassified to earnings within the next twelve months. Substantially all currency cash flow hedges outstanding as of April 1, 2023 mature within twelve months. Non-Designated Foreign Currency Contracts The Company manages its exposure to changes in foreign currency on a consolidated basis to take advantage of offsetting transactions and balances. It uses foreign currency forward contracts as a part of its strategy to manage exposure related to foreign currency denominated monetary assets and liabilities. These foreign currency forward contracts are entered into for periods consistent with currency transaction exposures, generally one month. They are not designated as cash flow or fair value hedges under ASC 815. 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 $ 44.7 million as of April 1, 2023 and $ 39.5 million as of April 2, 2022. 80 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Interest Rate Swaps Part of the Company’s interest rate risk management strategy includes the use of interest rate swaps to mitigate its exposure to changes in variable interest rates. The Company’s objective in using interest rate swaps is to add stability to interest expense and to manage and reduce the risk inherent in interest rate fluctuations. On June 15, 2018, the Company entered into the 2018 Credit Facilities which provided for a $ 350.0 million term loan and a $ 350.0 million revolving credit facility. Under the terms of the 2018 Credit Facilities, interest was established using LIBOR plus the applicable rate ranging from 1.13 % to 1.75 % based on the Company’s leverage ratio. In August 2018, the Company entered into two interest rate swap agreements to pay an average fixed rate of 2.80 % plus the applicable rate on a total notional value of $ 241.9 million of debt, or 70 % of the notional value of the unsecured term loan. The 2018 interest rate swaps mature on June 15, 2023. As a result of the Company’s refinancing of the 2018 Credit Facilities in July 2022, as discussed below, the 2018 interest rate swaps were amended in September 2022 to align with the Term Secured Overnight Financing Rate (“SOFR”) rate rather than LIBOR (the “Amended Swaps”). In order to avoid dedesignation, the Company elected certain practical expedients under ASC 848. As a result, the Company’s earnings and cash flows are exposed to interest rate risk from changes to SOFR. The Company concluded that the Amended Swaps were still effective such that hedge accounting was continued on these swaps. On July 26, 2022, the Company entered into an amended and restated credit agreement to refinance the 2018 Credit Facilities and extend their maturity date through June 2025. The Revised Credit Facilities include a $ 280.0 million senior unsecured term loan and a $ 420.0 million senior unsecured revolving credit facility. Loans under the Revised Credit Facilities bear interest at an annual rate equal to the 1-month USD Term SOFR plus 0.10 % and an applicable rate ranging from 1.125 % to 1.750 % based on the Company’s consolidated net leverage ratio. In September 2022, the Company entered into four additional interest rate swaps, which when combined with the Amended Swaps, result in an average blended fixed interest rate of 3.57 % plus the applicable rate on 70 % of the notional value of the unsecured term loan until mid-June 2023 and 4.12 % plus the applicable rate thereafter on 80 % of the notional until the maturity date in June 2025. The Company has concluded that each of these four additional interest rate swaps are effective and qualify for hedge accounting treatment. The Company held the following interest rate swaps as of April 1, 2023: Hedged Item Original Notional Amount Notional Amount as of April 1, 2023 Designation Date Effective Date Termination Date Fixed Interest Rate Estimated Fair Value Assets (Liabilities) (In thousands) 1-month USD Term SOFR $ 140,719 $ 28,500 9/28/2018 9/30/2022 6/15/2023 2.67 % $ 132 1-month USD Term SOFR 101,219 20,500 9/28/2018 9/30/2022 6/15/2023 2.76 % 91 1-month USD Term SOFR 23,888 71,663 9/23/2022 9/30/2022 6/15/2023 4.44 % 67 1-month USD Term SOFR 23,888 71,663 9/23/2022 9/30/2022 6/15/2023 4.46 % 63 1-month USD Term SOFR 109,900 109,900 9/23/2022 6/15/2023 6/15/2025 4.08 % ( 464 ) 1-month USD Term SOFR 109,900 109,900 9/23/2022 6/15/2023 6/15/2025 4.15 % ( 585 ) Total $ 509,514 $ 412,126 $ ( 696 ) For fiscal 2023, the Company recorded a gain of $ 2.6 million, net of tax, in accumulated other comprehensive loss to recognize the effective portion of the fair value of the swaps that qualify as cash flow hedges. 81 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Trade Receivables In the ordinary course of business, the Company grants trade credit to its customers on normal credit terms. In an effort to reduce its credit risk, the Company (i) establishes credit limits for all customers, (ii) performs ongoing credit evaluations of customers’ financial condition, (iii) monitors the payment history and aging of customers’ receivables and (iv) monitors open orders against an individual customer’s outstanding receivable balance. The Company’s allowance for credit losses is maintained for trade accounts receivable based on the expected collectability, the historical collection experience, the length of time an account is outstanding, the financial position of the customer and information provided by credit rating services. Effective March 29, 2020, the Company adopted Update No. 2016-13, Financial Instruments – Credit Losses (Topic 326) which requires consideration of events or circumstances indicating historic collection rates may not be indicative of future collectability. To date, the Company has not experienced significant customer payment defaults, or identified other significant collectability concerns. The following is a roll forward of the allowance for credit losses: Twelve Months Ended (In thousands) April 1, 2023 April 2, 2022 April 3, 2021 Beginning balance $ 2,475 $ 2,226 $ 3,824 Credit (gain) loss 2,623 359 ( 991 ) Write-offs ( 166 ) ( 110 ) ( 607 ) Ending balance $ 4,932 $ 2,475 $ 2,226 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 consolidated statements of income and comprehensive income for the fiscal year ended April 1, 2023. Derivative Instruments Amount of Gain Recognized in Accumulated Other Comprehensive Loss Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Earnings Location in Consolidated Statements of Income and Comprehensive Income Amount of Gain Excluded from Effectiveness Testing Location in Consolidated Statements of Income and Comprehensive Income (In thousands) Designated foreign currency hedge contracts, net of tax $ 2,828 $ 6,255 Net revenues, COGS and SG&A $ 983 Interest and other expense, net Non-designated foreign currency hedge contracts — — $ 923 Interest and other expense, net Designated interest rate swaps, net of tax $ 1,441 $ ( 1,119 ) Interest and other expense, net The Company did not have fair value hedges or net investment hedges outstanding as of April 1, 2023 or April 2, 2022. As of April 1, 2023, 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. The Company determines the fair value of its derivative instruments using the framework prescribed by ASC 820, Fair Value Measurements and Disclosures , by considering the estimated amount it would receive or pay to sell or transfer these instruments at the reporting date and by taking into account current interest rates, currency exchange rates, current interest rate curves, interest rate volatilities, the creditworthiness of the counterparty for assets, and its creditworthiness for liabilities. In certain instances, the Company may utilize financial models to measure fair value. Generally, the Company uses inputs that include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities 82 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) in markets that are not active; other observable inputs for the asset or liability; and inputs derived principally from, or corroborated by, observable market data by correlation or other means. As of April 1, 2023, 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 consolidated balance sheets as of April 1, 2023 and April 2, 2022: (In thousands) Location in Balance Sheet As of April 1, 2023 As of April 2, 2022 Derivative Assets: Designated foreign currency hedge contracts Other current assets $ 1,401 $ 3,133 Non-designated foreign currency hedge contracts Other current assets 302 99 Designated interest rate swaps Other current assets 1,110 — $ 2,813 $ 3,232 Derivative Liabilities: Designated foreign currency hedge contracts Other current liabilities $ 24 $ 56 Non-designated foreign currency hedge contracts Other current liabilities 58 25 Designated interest rate swaps Other current liabilities — 1,813 Designated interest rate swaps Other long-term liabilities 1,807 — $ 1,889 $ 1,894 Other Fair Value Measurements Fair value is defined as the exit price that would be received from the sale of an asset or paid to transfer a liability, using assumptions that market participants would use in pricing an asset or liability. The fair value guidance establishes the following three-level hierarchy used for measuring fair value: • Level 1 — Inputs to the valuation methodology are quoted market prices for identical assets or liabilities. • Level 2 — Inputs to the valuation methodology are other observable inputs, including quoted market prices for similar assets or liabilities and market-corroborated inputs. • Level 3 — Inputs to the valuation methodology are unobservable inputs based on management’s best estimate of inputs market participants would use in pricing the asset or liability at the measurement date, including assumptions about risk. The Company’s money market funds carried at fair value are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. 83 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) 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 April 1, 2023 and April 2, 2022. As of April 1, 2023 (In thousands) Level 1 Level 2 Level 3 Total Assets Money market funds $ 132,341 $ — $ — $ 132,341 Designated foreign currency hedge contracts — 1,401 — 1,401 Non-designated foreign currency hedge contracts — 302 — 302 Designated interest rate swaps — 1,110 $ — 1,110 $ 132,341 $ 2,813 $ — $ 135,154 Liabilities Designated foreign currency hedge contracts $ — $ 24 $ — $ 24 Non-designated foreign currency hedge contracts — 58 — 58 Designated interest rate swaps — 1,807 — 1,807 Contingent consideration — — 863 863 $ — $ 1,889 $ 863 $ 2,752 As of April 2, 2022 Level 1 Level 2 Level 3 Total Assets Money market funds $ 97,425 $ — $ — $ 97,425 Designated foreign currency hedge contracts — 3,133 — 3,133 Non-designated foreign currency hedge contracts — 99 — 99 $ 97,425 $ 3,232 $ — $ 100,657 Liabilities Designated foreign currency hedge contracts $ — $ 56 $ — $ 56 Non-designated foreign currency hedge contracts — 25 — 25 Designated interest rate swaps — 1,813 — 1,813 Contingent consideration — — 33,675 33,675 $ — $ 1,894 $ 33,675 $ 35,569 Foreign currency hedge contracts - The fair value of foreign currency hedge contracts was measured using significant other observable inputs and valued by reference to over-the-counter quoted market prices for similar instruments. The Company does not believe that the fair value of these derivative instruments differs significantly from the amount that could be realized upon settlement or maturity, or that the changes in fair value will have a significant effect on its results of operations, financial condition or cash flows. Interest rate swaps - The fair values of interest rate swaps are measured using the present value of expected future cash flows using market-based observable inputs, including credit risk and interest rate yield curves. The Company does not believe that the fair values of these derivative instruments differ significantly from the amounts that could be realized upon settlement or maturity, or that the changes in fair value will have a significant effect on its results of operations, financial condition or cash flows. Contingent consideration - The fair value of contingent consideration liabilities is based on significant unobservable inputs, including management estimates and assumptions, and is measured based on the probability-weighted present value of the payments expected to be made. Accordingly, the fair value of contingent consideration has been classified as level 3 within the 84 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) fair value hierarchy. The recurring level 3 fair value measurements of contingent consideration liabilities include the following significant unobservable inputs: Fair Value at Valuation Unobservable (In thousands) April 1, 2023 Technique Input Range Revenue-based payments $ 863 Discounted cash flow Discount rate 8.5 % Projected fiscal year of payment 2024 The fair value of contingent consideration associated with acquisitions was $ 0.9 million at April 1, 2023 and was included in other current liabilities. A reconciliation of the change in the fair value of contingent consideration is included in the following table: (In thousands) Balance at April 2, 2022 $ 33,675 Change in fair value ( 504 ) Payments ( 32,293 ) Currency translation ( 15 ) Balance at April 1, 2023 $ 863 Other Fair Value Disclosures The fair value of the 2026 Notes as of April 1, 2023 was $ 425.7 million, which was determined based on the quoted price for the 2026 Notes in an inactive market on the last trading day of the reporting period and is considered as level 2 in the fair value hierarchy. In estimating the risk adjusted yield, the Company utilized both an income and market approach. For the income approach, the Company used a convertible bond pricing model, which included several assumptions including volatility and the risk-free rate. For the market approach, the Company performed an evaluation of issuances of debt securities issued by other comparable companies and broader market indices. The term loan (which is carried at amortized cost), accounts receivable and accounts payable approximate fair value. 15. RETIREMENT PLANS Defined Contribution Plans The Company has a Savings Plus Plan (the “401k Plan”) that allows its U.S. employees to accumulate savings on a pre-tax basis. In addition, matching contributions are made to the 401k Plan based upon pre-established rates. The Company’s matching contributions amounted to approximately $ 6.9 million, $ 6.3 million and $ 4.9 million in fiscal 2023 , 2022 and 2021, respectively. Upon the Company’s Board of Directors’ approval, additional discretionary contributions can also be made. No discretionary contributions were made for the 401k Plan in fiscal 2023 , 2022, or 2021. Some of the Company’s subsidiaries also have defined contribution plans, to which both the employee and the employer make contributions. The employer contributions to these plans totaled $ 0.6 million, $ 0.6 million and $ 0.7 million in fiscal 2023 , 2022 and 2021, respectively. Defined Benefit Plans ASC Topic 715, Compensation — Retirement Benefits , requires an employer to: (a) recognize in its statement of financial position an asset for a plan’s over-funded status or a liability for a plan’s under-funded status; (b) measure a plan’s assets and its obligations that determine its funded status as of the end of the employer’s fiscal year (with limited exceptions); and (c) recognize changes in the funded status of a defined benefit post retirement plan in the year in which the changes occur. Accordingly, the Company is required to report changes in its funded status in comprehensive loss on its consolidated statement of stockholders’ equity and consolidated statement of comprehensive income. 85 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Benefits under these plans are generally based on either career average or final average salaries and creditable years of service as defined in the plans. The annual cost for these plans is determined using the projected unit credit actuarial cost method that includes actuarial assumptions and estimates that are subject to change. Some of the Company’s foreign subsidiaries have defined benefit pension plans covering substantially all full time employees at those subsidiaries. Net periodic benefit costs for the plans in the aggregate include the following components: (In thousands) 2023 2022 2021 Service cost $ 1,453 $ 1,714 $ 1,861 Interest cost on benefit obligation 409 242 279 Expected return on plan assets ( 180 ) ( 88 ) ( 66 ) Actuarial loss 19 189 119 Amortization of unrecognized prior service cost ( 180 ) ( 175 ) ( 123 ) Plan settlements ( 330 ) ( 184 ) — Totals $ 1,191 $ 1,698 $ 2,070 The activity under those defined benefit plans are as follows: (In thousands) April 1, 2023 April 2, 2022 Change in Benefit Obligation: Benefit Obligation, beginning of year $ ( 30,410 ) $ ( 31,891 ) Service cost ( 1,453 ) ( 1,714 ) Interest cost ( 409 ) ( 242 ) Benefits paid 748 928 Actuarial gain 3,675 3,208 Employee and plan participants contribution ( 1,599 ) ( 2,093 ) Plan settlements 1,775 1,367 Foreign currency changes 2,208 27 Benefit obligation, end of year $ ( 25,465 ) $ ( 30,410 ) Change in Plan Assets: Fair value of plan assets, beginning of year $ 17,447 $ 16,142 Company contributions 1,436 1,432 Benefits paid ( 593 ) ( 719 ) Gain (loss) on plan assets 105 ( 108 ) Employee and plan participants contribution 1,670 2,077 Plan settlements ( 1,647 ) ( 1,356 ) Foreign currency changes 45 ( 21 ) Fair value of plan assets, end of year $ 18,463 $ 17,447 Funded Status * $ ( 7,002 ) $ ( 12,963 ) Unrecognized net actuarial gain ( 3,757 ) ( 236 ) Unrecognized prior service cost ( 1,133 ) ( 1,099 ) Net amount recognized $ ( 11,892 ) $ ( 14,298 ) * Substantially all of the unfunded status is non-current One of the benefit plans is funded by benefit payments made by the Company through the purchase of reinsurance contracts that do not qualify as plan assets under ASC Topic 715. Accordingly, that plan has no assets included in the information presented above. The total asset value associated with the reinsurance contracts was $ 7.1 million and $ 6.8 million at April 1, 2023 and April 2, 2022, respectively. The total liability for this plan, which is included in the table above, was $ 7.5 million and $ 9.6 million as of April 1, 2023 and April 2, 2022, respectively. 86 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The accumulated benefit obligation for all plans was $ 25.2 million and $ 28.4 million for fiscal 2023 and 2022, respectively. There were no plans where the plan assets were greater than the accumulated benefit obligation as of April 1, 2023 and April 2, 2022. The components of the change recorded in the Company’s accumulated other comprehensive loss related to its defined benefit plans, net of tax, are as follows (in thousands): Balance as of March 28, 2020 $ ( 209 ) Actuarial loss ( 221 ) Prior service cost ( 130 ) Balance as of April 3, 2021 $ ( 560 ) Actuarial gain 2,532 Prior service cost ( 194 ) Plan settlements ( 159 ) Balance as of April 2, 2022 $ 1,619 Actuarial gain 2,695 Prior service credit 46 Plan settlements ( 285 ) Balance as of April 1, 2023 $ 4,075 The Company expects to amortize $ 0.4 million from accumulated other comprehensive loss to net periodic benefit cost during fiscal 2024. The weighted average rates used to determine the net periodic benefit costs and projected benefit obligations were as follows: 2023 2022 2021 Discount rate 2.43 % 1.38 % 0.58 % Rate of increased salary levels 1.94 % 1.81 % 1.64 % Expected long-term rate of return on assets 0.87 % 0.69 % 0.42 % Assumptions for expected long-term rate of return on plan assets are based upon actual historical returns, future expectations of returns for each asset class and the effect of periodic target asset allocation rebalancing. The results are adjusted for the payment of reasonable expenses of the plan from plan assets. The Company has no other material obligation for post-retirement or post-employment benefits. The Company’s investment policy for pension plans is to balance risk and return through a diversified portfolio to reduce interest rate and market risk. Maturities are managed so that sufficient liquidity exists to meet immediate and future benefit payment requirements. ASC Topic 820, Fair Value Measurements and Disclosures , provides guidance for reporting and measuring the plan assets of the Company’s defined benefit pension plan at fair value as of April 1, 2023. Using the same three-level valuation hierarchy for disclosure of fair value measurements as described in Note 14, Financial Instruments and Fair Value Measurements , all of the assets of the Company’s plan are classified within Level 2 of the fair value hierarchy because the plan assets are primarily insurance contracts. Expected benefit payments for both plans are estimated using the same assumptions used in determining the Company’s benefit obligation at April 1, 2023. Benefit payments will depend on future employment and compensation levels, average years employed and average life spans, among other factors, and changes in any of these factors could significantly affect these estimated future benefit payments. Estimated future benefit payments are as follows: 87 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) (In thousands) Fiscal 2024 $ 1,453 Fiscal 2025 1,352 Fiscal 2026 1,474 Fiscal 2027 1,733 Fiscal 2028 1,809 Fiscal 2029-2033 11,654 The Company’s contributions for fiscal 2024 are expected to be consistent with the current year. 16. COMMITMENTS AND CONTINGENCIES The Company is a party to various legal proceedings and claims arising out of the ordinary course of its business. The Company believes that except for those matters described below, there are no other proceedings or claims pending against it the ultimate resolution of which could have a material adverse effect on its financial condition or results of operations. At each reporting period, management evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies, for all matters. Legal costs are expensed as incurred. During the third quarter of fiscal 2021, the Company received a subpoena from the U.S. Attorney’s Office for the District of Massachusetts. The subpoena requested certain documents regarding the Company’s apheresis and autotransfusion devices and disposables, including documents relating to product complaints and adverse event reporting, regulatory clearances and product design changes, among other matters. The Company has fully cooperated with this inquiry. On August 16, 2022, the U.S. Department of Justice (“DOJ”) filed a motion on behalf of the United States and 31 states reflecting their decision to not intervene in the underlying qui tam action captioned United States ex rel. Berthelot et al. v. Haemonetics Corp., 1:20-cv-11062-ADB, pending in the U.S. District Court for the District of Massachusetts, indicating that the DOJ had completed its investigative activity based on then available information. The qui tam case was unsealed by order dated August 18, 2022. During the fourth fiscal quarter of 2023, the Company recorded a loss contingency related to this matter, which did not have a material impact on its consolidated financial statements. In the fourth quarter of fiscal 2021, a putative class action complaint was filed against the Company in the Circuit Court of Cook County, Illinois by Mary Crumpton, on behalf of herself and similarly situated individuals. See Mary Crumpton v. Haemonetics Corporation, Case No. 1:21-cv-1402 . In her complaint, the plaintiff asserts that between June 2017 and August 2018 she donated plasma at a center operated by one of the Company’s customers, that the center required her to scan her finger print in a scanner that stored her finger print to identify her prior to plasma donation, and that the Company’s eQue donor management software sent her biometric information to a Company-owned server to be collected and stored in a manner that violated her rights under the Illinois Biometric Information Privacy Act (“BIPA”). The plaintiff seeks statutory damages, attorneys’ fees, and injunctive and equitable relief. In March 2021, the Company moved to dismiss the complaint for lack of personal jurisdiction and concurrently filed a motion to dismiss for failure to state a claim and a motion to stay. In March 2022, the court denied the Company’s motion to dismiss for lack of personal jurisdiction but did not address the merits of the Company’s other positions. In March 2023, the Company filed a second motion to dismiss the complaint, which is pending before the court. The Company believes it has valid and meritorious defenses to the complaint. During the fourth fiscal quarter of 2023, the Company recorded a loss contingency related to this matter, which did not have a material impact on its consolidated financial statements. 17. CAPITAL STOCK Stock Plans On July 25, 2019 (the “Effective Date”), the Haemonetics Corporation 2019 Long-Term Incentive Compensation Plan (the “2019 Equity Plan”) was approved and became effective. The 2019 Equity Plan permits the award of incentive stock options, non-qualified stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units (including performance-based restricted stock units) and other awards to the Company’s key employees, non-employee directors and certain consultants and advisors of the Company and its subsidiaries. The 2019 Equity Plan is administered by the Compensation Committee of the Board of Directors (the “Committee”), which consists of four independent members of the Company’s Board of Directors, and 88 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) is the successor to the Haemonetics Corporation 2005 Long-Term Incentive Compensation Plan, as amended (the “2005 Equity Plan”). Upon the Effective Date, no further awards were granted under the 2005 Equity Plan; however, each outstanding award under the 2005 Equity Plan will remain outstanding under that plan and continue to be governed under its terms and any applicable award agreement. The maximum number of shares available for award under 2019 Equity Plan is 5,759,433 , which consists of 2,700,000 shares of common stock authorized for issuance under the 2019 Equity Plan plus 3,059,433 shares of common stock reserved for issuance under the 2005 Equity Plan that remained available for grant under the 2005 Plan as of the Effective Date. Under the 2019 Equity Plan, any shares that are subject to the award of stock options or SARs will be counted against the authorized share reserve as one share for every one share issued and any shares that are subject to awards other than stock options, SARs or cash awards will be counted against the authorized share reserve as 2.76 shares for every one share granted. Shares of common stock subject to outstanding grants under the 2005 Equity Plan as of the Effective Date that terminate, expire, or are otherwise canceled without having been exercised will be added to the share reserve at the applicable 2019 Equity Plan ratios. The total shares available for future grant as of April 1, 2023 were 3,118,602 . Share-Based Compensation Compensation cost related to share-based transactions is recognized in the consolidated financial statements based on fair value. The total amount of share-based compensation expense, which is recorded on a straight line basis, is as follows: (In thousands) 2023 2022 2021 Selling, general and administrative expenses $ 21,903 $ 20,694 $ 22,888 Research and development 2,364 2,537 1,874 Cost of goods sold 1,316 1,128 754 $ 25,583 $ 24,359 $ 25,516 Stock Options Options are granted to purchase common stock at prices as determined by the Committee, but in no event shall such exercise price be less than the fair market value of the common stock at the time of the grant. Options generally vest in equal installments over a four year period for employees and one year from grant for non-employee directors. Options expire not more than 7 years from the date of the grant. The grant-date fair value of options, adjusted for estimated forfeitures, is recognized as expense on a straight line basis over the requisite service period, which is generally the vesting period. Forfeitures are estimated based on historical experience. 89 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) A summary of stock option activity for the fiscal year ended April 1, 2023 is as follows: Options Outstanding Weighted Average Exercise Price per Share Weighted Average Remaining Life (years) Aggregate Intrinsic Value ($000’s) Outstanding at April 2, 2022 1,056,638 $ 66.87 3.79 $ 12,423 Granted 276,928 58.02 Exercised ( 59,400 ) 44.82 Forfeited/Canceled ( 123,972 ) 82.42 Outstanding at April 1, 2023 1,150,194 $ 64.21 3.55 $ 27,481 Exercisable at April 1, 2023 618,735 $ 62.68 1.97 $ 16,617 Vested or expected to vest at April 1, 2023 1,054,821 $ 64.44 3.12 $ 25,311 The total intrinsic value of options exercised was $ 1.9 million, $ 1.7 million and $ 8.2 million during fiscal 2023 , 2022 and 2021, respectively. As of April 1, 2023, there was $ 9.1 million of total unrecognized compensation cost related to non-vested stock options. This cost is expected to be recognized over a weighted average period of 2.6 years. The fair value was estimated using the Black-Scholes option-pricing model based on the closing stock price at the grant date and the weighted average assumptions specific to the underlying options. Expected volatility assumptions are based on the historical volatility of the Company’s common stock over the expected term of the option. The risk-free interest rate was selected based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued. The expected life of the option was estimated with reference to historical exercise patterns, the contractual term of the option and the vesting period. The assumptions utilized for option grants during the periods presented are as follows: 2023 2022 2021 Volatility 45.0 % 41.9 % 33.5 % Expected life (years) 5.0 4.9 4.9 Risk-free interest rate 2.9 % 0.8 % 0.4 % Dividend yield 0.0 % 0.0 % 0.0 % Grant-date fair value per Option $ 24.86 $ 20.97 $ 30.53 Restricted Stock Units Restricted Stock Units (“RSUs”) generally vest in equal installments over a four year period for employees and one year from grant for non-employee directors. The grant-date fair value of RSUs, adjusted for estimated forfeitures, is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The fair market value of RSUs is determined based on the market value of the Company’s shares on the date of grant. 90 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) A summary of RSU activity for the fiscal year ended April 1, 2023 is as follows: Shares Weighted Average Grant Date Fair Value Unvested at April 2, 2022 386,536 $ 69.27 Granted 207,177 59.36 Vested ( 161,045 ) 70.24 Forfeited ( 51,360 ) 65.64 Unvested at April 1, 2023 381,308 $ 63.94 The weighted-average grant-date fair value of RSUs granted and total fair value of RSUs vested are as follows: 2023 2022 2021 Grant-date fair value per RSU $ 59.36 $ 56.96 $ 102.19 Fair value of RSUs vested $ 70.24 $ 79.60 $ 66.87 As of April 1, 2023, there was $ 15.4 million of total unrecognized compensation cost related to non-vested restricted stock units. This cost is expected to be recognized over a weighted average period of 2.5 years. Performance Share Units The grant date fair value of Performance Share Units (“PSUs”), adjusted for estimated forfeitures, is recognized as expense on a straight line basis from the grant date through the end of the performance period. The value of these PSUs is generally based on relative total shareholder return which equals total shareholder return for the Company as compared with total shareholder return of the PSU comparison group, measured over a three year performance period. The PSUs comparison group consists of the Standard and Poor's (“S&P”) MidCap 400 Index. Depending on the Company’s relative performance during the performance period, a recipient of the award is entitled to receive a number of ordinary shares equal to a percentage, ranging from 0 % to 200 %, of the award granted. If the Company’s total shareholder return for the performance period is negative, then any share payout will be capped at 100 % of the target award, regardless of the Company’s performance relative to the its comparison group. As a result, the Company may issue up to 647,974 shares related to outstanding performance-based awards. A summary of PSU activity for the fiscal year ended April 1, 2023 is as follows: Shares Weighted Average Grant Date Fair Value Unvested at April 2, 2022 282,946 $ 102.17 Granted (1) 88,851 84.96 Vested — — Forfeited ( 47,810 ) 89.43 Unvested at April 1, 2023 323,987 $ 87.35 (1) Includes the adjustment of 62,577 shares for awards granted in fiscal 2020, based on actual relative total shareholder return of 0% The Company uses the Monte Carlo model to estimate the probability of satisfying the performance criteria and the resulting fair value of PSU awards with market conditions. The assumptions used in the Monte Carlo model for PSUs granted during each fiscal year were as follows: 2023 2022 2021 Expected stock price volatility 52.22 % 49.23 % 36.79 % Peer group stock price volatility 47.43 % 45.75 % 42.31 % Correlation of returns 65.45 % 65.06 % 65.12 % 91 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The weighted-average grant-date fair value of PSUs granted and total fair value of PSUs vested are as follows: 2023 2022 2021 Grant-date fair value per PSU $ 84.96 $ 72.52 $ 123.92 Fair value of PSUs vested $ — $ — $ 47.43 As of April 1, 2023, there was $ 14.5 million of total unrecognized compensation cost related to non-vested performance share units. This cost is expected to be recognized over a weighted average period of 1.8 years. Employee Stock Purchase Plan The Company has an Employee Stock Purchase Plan (the “Purchase Plan”) under which a maximum of 3,200,000 shares (subject to adjustment for stock splits and similar changes) of common stock may be purchased by eligible employees. Substantially all of its full-time employees are eligible to participate in the Purchase Plan. The Purchase Plan provides for two “purchase periods” within each of its fiscal years, the first commencing on November 1 of each year and continuing through April 30 of the next calendar year, and the second commencing on May 1 of each year and continuing through October 31 of such year. Shares are purchased through an accumulation of payroll deductions (of not less than 2 % or more than 15 % of compensation, as defined) for the number of whole shares determined by dividing the balance in the employee’s account on the last day of the purchase period by the purchase price per share for the stock determined under the Purchase Plan. The purchase price for shares is the lower of 85 % of the fair market value of the common stock at the beginning of the purchase period, or 85 % of such value at the end of the purchase period. The fair values of shares purchased under the Employee Stock Purchase Plan are estimated using the Black-Scholes single option-pricing model with the following weighted average assumptions: 2023 2022 2021 Volatility 44.9 % 55.6 % 49.8 % Expected life (months) 6 6 6 Risk-free interest rate 2.9 % 0.1 % 0.1 % Dividend Yield 0.0 % 0.0 % 0.0 % The weighted average grant date fair value of the six-month option inherent in the Purchase Plan was approximately $ 18.10 , $ 20.77 and $ 30.77 during fiscal 2023 , 2022 and 2021, respectively. 18. SEGMENT AND ENTERPRISE-WIDE INFORMATION The Company determines its reportable segments by first identifying its operating segments, and then by assessing whether any components of these segments constitute a business for which discrete financial information is available and where segment management regularly reviews the operating results of that component. The Company’s reporting structure aligns with its operating structure of three global business units and the information that is regularly reviewed by the Company’s chief operating decision maker. The Company’s reportable and operating segments are as follows: • Plasma • Blood Center • Hospital Management measures and evaluates the operating segments based on operating income. Management excludes certain corporate expenses from segment operating income. 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 integration and transaction costs, amortization of acquired intangible assets, restructuring and restructuring related costs, digital transformation costs related to the upgrade of our enterprise resource planning system, 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 92 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) segment operating income, as applicable, they are included in the reconciliations that follow. Management measures and evaluates the Company’s net revenues and operating income using internally derived standard currency exchange rates that remain constant from year to year; therefore, segment information is presented on this basis. Selected information by reportable segment is presented below: (In thousands) 2023 2022 2021 Net revenues Plasma $ 500,489 $ 351,945 $ 333,334 Blood Center 289,365 294,541 307,370 Hospital 378,206 321,580 210,606 Net revenues by business unit 1,168,060 968,066 851,310 Service (1) 21,424 20,811 20,758 Effect of exchange rates ( 20,824 ) 4,319 ( 1,605 ) Net revenues $ 1,168,660 $ 993,196 $ 870,463 (1) Reflects revenue for service, maintenance and parts. (In thousands) 2023 2022 2021 Segment operating income Plasma $ 278,580 $ 183,131 $ 172,463 Blood Center 132,107 136,691 141,962 Hospital 154,416 129,783 84,066 Segment operating income 565,103 449,605 398,491 Corporate expenses (1) ( 355,089 ) ( 281,476 ) ( 256,751 ) Effect of exchange rates 8,419 18,993 12,830 Amortization of acquired intangible assets ( 32,640 ) ( 47,414 ) ( 32,830 ) Impairment of assets and PCS2 related charges 616 ( 5,732 ) ( 25,696 ) Integration and transaction costs 411 ( 21,604 ) ( 18,421 ) Restructuring and restructuring related costs ( 11,549 ) ( 28,824 ) ( 15,661 ) Digital transformation costs ( 4,536 ) — — MDR and IVDR costs ( 9,854 ) ( 11,033 ) ( 4,130 ) Litigation-related charges ( 5,230 ) ( 1,368 ) ( 897 ) Gains on divestitures and sale of assets 382 9,603 32,812 Operating income $ 156,033 $ 80,750 $ 89,747 (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. (In thousands) 2023 2022 2021 Depreciation and amortization Plasma $ 41,612 $ 28,314 $ 24,093 Blood Center 13,927 32,489 39,672 Hospital 37,768 36,944 20,522 Total depreciation and amortization (excluding impairment charges) $ 93,307 $ 97,747 $ 84,287 93 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) (In thousands) April 1, 2023 April 2, 2022 Long-lived assets (1) Plasma $ 202,075 $ 129,241 Blood Center 68,395 82,714 Hospital 40,415 46,527 Total long-lived assets $ 310,885 $ 258,482 (1) Long-lived assets are comprised of property, plant and equipment. Selected information by operating regions is presented below: (In thousands) April 1, 2023 April 2, 2022 Long-lived assets (1) United States $ 251,812 $ 200,927 Japan 997 1,096 Europe 14,587 11,989 Asia 26,263 28,132 Other 17,226 16,338 Total long-lived assets $ 310,885 $ 258,482 (1) Long-lived assets are comprised of property, plant and equipment. (In thousands) 2023 2022 2021 United States $ 842,897 $ 639,322 $ 522,607 Japan 61,295 75,562 77,676 Europe 156,680 163,520 159,077 Asia 104,135 110,802 105,820 Other 3,653 3,990 5,283 Net revenues $ 1,168,660 $ 993,196 $ 870,463 Management reviews revenue based on the reportable segments noted above. Although these reportable segments are primarily product-based, they differ from the Company’s product line revenues for Plasma products and services and Blood Center products and services. Specifically, the Blood Center reportable segment includes plasma products utilized for collection in blood centers primarily for transfusion purposes. Additionally, product line revenues also include service revenues which are excluded from the reportable segments. Net revenues by product line are as follows: (In thousands) 2023 2022 2021 Plasma products and services 563,734 427,611 414,266 Blood Center products and services 226,819 236,158 239,614 Hospital products and services 378,107 329,427 216,583 Net revenues $ 1,168,660 $ 993,196 $ 870,463 94 Table of Contents HAEMONETICS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) 19. ACCUMULATED OTHER COMPREHENSIVE LOSS The following is a roll-forward of the components of accumulated other comprehensive loss, net of tax, for the years ended April 1, 2023 and April 2, 2022: (In thousands) Foreign currency Defined benefit plans Net Unrealized Gain (Loss) on Derivatives Total Balance, April 3, 2021 $ ( 21,528 ) $ ( 560 ) $ ( 7,459 ) $ ( 29,547 ) Other comprehensive income (loss) before reclassifications ( 6,391 ) 2,179 5,785 1,573 Amounts reclassified from accumulated other comprehensive gain (1) — — 2,020 2,020 Net current period other comprehensive income (loss) ( 6,391 ) 2,179 7,805 3,593 Balance, April 2, 2022 $ ( 27,919 ) $ 1,619 $ 346 $ ( 25,954 ) Other comprehensive income (loss) before reclassifications ( 6,016 ) 2,456 4,269 709 Amounts reclassified from accumulated other comprehensive gain (1) — — ( 5,136 ) ( 5,136 ) Net current period other comprehensive income (loss) ( 6,016 ) 2,456 ( 867 ) ( 4,427 ) Balance, April 1, 2023 $ ( 33,935 ) $ 4,075 $ ( 521 ) $ ( 30,381 ) (1) Presented net of income taxes, the amounts of which are insignificant. 95 Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.