What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-06 compared with 2025-08-07 · 122 added, 79 removed, 199 unchanged (50% of the section changed)

15 unchanged sentences

Recent Developments

2025 Share Repurchase Program

In April 2025, our Board of Directors (the “Board”) approved a new three-year share repurchase program authorizing the repurchase of up to $500.0 million of our common stock, based on market conditions, through April 2028.

This new share repurchase program will help to offset the dilutive impact of recent and future employee equity grants.

The timing and amounts of activity under the share repurchase program will be at management’s discretion.

In addition to this share repurchase activity, our capital allocation strategy continues to prioritize funding of planned internal investments to support the business as well as inorganic opportunities to accelerate our long-term growth plans.

Market and Regional Alignment Initiative

In May 2025, the Board approved a new market and regional alignment initiative and delegated authority to our management to determine the details of the specific actions that will comprise the initiative.

This strategic initiative, which is expected to continue through the end of fiscal 2027, is designed to improve operational performance and reduce costs by directing our resources toward the markets and geographies that offer the greatest growth and portfolio advancement opportunities.

The amounts and timing of estimated costs and savings are subject to change until finalized.

The actual amounts and timing may vary materially based on various factors.

Accelerated Share Repurchase

In August 2025, in accordance with our previously announced three-year share repurchase program, we entered into an accelerated share repurchase agreement (“ASR”) with Citibank N.A.

(“Citibank”) to repurchase $75.0 million of our common stock.

Pursuant to the terms of the ASR, in August 2025, we paid Citibank $75.0 million in cash and received an initial delivery of 1,113,586 shares of our common stock representing 80% of the notional amount of the ASR.

The ASR was completed in September 2025 within the second quarter of fiscal 2026, and 316,993 additional shares were delivered upon settlement.

The total number of shares repurchased under the ASR was 1,430,579 at an average price per share upon final settlement of $52.43.

As of September 27, 2025, the total remaining authorization for repurchases of our common stock under the share repurchase program was $425.0 million.

Financial Summary

Three Months Ended

June 28, 2025 June 29, 2024 Reported growth

Three Months Ended Six Months Ended

September 27, 2025 September 28, 2024 Reported growth September 27, 2025 September 28, 2024 Reported growth

(Dollars in Thousands, Except Per Share Data)

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% of net revenues 17.9 % 15.0 % 17.3 % 13.4 %

Interest and other (expense) income, net $ (8,703) $ 6,957 (225.1) %

Interest and other expense, net $ (7,206) $ (6,993) 3.0 % $ (15,909) $ (36) 44,091.7 %

Income before provision for income taxes $ 51,285 $ 44,704 14.7 % $ 96,454 $ 91,417 5.5 %

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Net income per share – diluted $ 0.81 $ 0.66 22.7 % $ 1.51 $ 1.40 7.9 %

(1) Constant currency growth, a non-GAAP financial measure, measures the change in revenue between the current and prior year periods using a constant currency.

See “Management’s Use of Non-GAAP Measures.”

Net revenues decreased 4.4% during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

Revenue decreases in Plasma and Blood Center, primarily driven by the previously announced customer transition of CSL and the divestiture of the Whole Blood product line in fiscal 2025, drove the overall decrease in net revenues, but was partially offset by an increase in Hospital, primarily attributable to the Hemostasis Management product line within the Blood Management Technologies franchise, during the three months ended June 28, 2025.

Operating income increased 35.5% during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The increase during the three months ended June 28, 2025 was primarily due to pricing benefits across all business units and product mix, as well as decreased restructuring costs related to portfolio rationalization initiatives and decreased amortization of fair value inventory step-up, partially offset by lower gains on sales of property, plant and equipment.

Net revenues decreased 5.3% and 4.8% during the three and six months ended September 27, 2025, respectively, as compared with the same periods of fiscal 2025.

Revenue decreases in Plasma and Blood Center, primarily driven by the previously announced customer transition of CSL Plasma and the divestiture of the Whole Blood product line in fiscal 2025, drove the overall decrease in net revenues.

These decreases were partially offset by an increase in Hospital, primarily attributable to the Hemostasis Management product line within the Blood Management Technologies franchise, during the three and six months ended September 27, 2025.

Operating income increased 13.1% and 22.9% during the three and six months ended September 27, 2025, respectively, as compared with the same periods of fiscal 2025.

The increase during the three and six months ended September 27, 2025 was primarily due to pricing benefits across all business units and product mix, as well as decreased restructuring costs related to portfolio rationalization initiatives and decreased amortization of fair value inventory step-up related to the Attune Medical acquisition, partially offset by lower gains on sales of property, plant and equipment.

Management’s Use of Non-GAAP Measures

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Three Months Ended

June 28, 2025 June 29, 2024 Reported growth Currency impact Constant currency growth (1)

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

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Total net revenues $ 327,315 $ 345,511 (5.3) % 0.7 % (6.0) %

Six Months Ended

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

United States $ 482,493 $ 504,963 (4.4) % — % (4.4) %

International 166,216 176,720 (5.9) % 2.5 % (8.4) %

Net revenues $ 648,709 $ 681,683 (4.8) % 0.7 % (5.5) %

(1) Constant currency growth, a non-GAAP financial measure, measures the change in revenue between the current and prior year periods using a constant currency.

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We market and sell our products in approximate ly 96 countries through a combination of our direct sales force and independent distributors.

During the three months ended June 28, 2025, our revenue generated outside the U.S.

was 24.6% of total net revenues, as compared with 26.0% during the three months ended June 29, 2024.

During the three and six months ended September 27, 2025, our revenue generated outside the U.S.

was 26.6% and 25.6%, respectively, of total net revenues, as compared with 25.9% during both the three and six months ended September 28, 2024.

International sales are generally conducted in local currencies, primarily Japanese Yen, Euro and Chinese Yuan.

Our results of operations are impacted by changes in foreign exchange rates, particularly in the value of the Yen and Euro, relative to the U.S.

Our results of operations are impacted by changes in foreign exchange rates, particularly in the value of the Yen, Euro and Yuan, relative to the U.S.

We have placed foreign currency hedges on certain foreign currencies to mitigate our exposure to foreign currency fluctuations.

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Three Months Ended

June 28, 2025 June 29, 2024 Reported growth Currency impact Constant currency growth (1)

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

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Total net revenues $ 327,315 $ 345,511 (5.3) % 0.7 % (6.0) %

Six Months Ended

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

Plasma net revenues $ 255,261 $ 274,471 (7.0) % 0.5 % (7.5) %

Apheresis 107,887 103,426 4.3 % 1.4 % 2.9 %

Whole Blood 406 31,347 (98.7) % — % (98.7) %

Blood Center net revenues 108,293 134,773 (19.6) % 1.3 % (20.9) %

Interventional Technologies (2)

117,556 124,967 (5.9) % 0.4 % (6.3) %

Blood Management Technologies (3)

167,599 147,472 13.6 % 0.6 % 13.0 %

Hospital net revenues 285,155 272,439 4.7 % 0.6 % 4.1 %

Total net revenues $ 648,709 $ 681,683 (4.8) % 0.7 % (5.5) %

(1) Constant currency growth, a non-GAAP financial measure, measures the change in revenue between the current and prior year periods using a constant currency.

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(3) Blood Management Technologies includes Hemostasis Management, Cell Salvage and Transfusion Management product lines of the Hospital business unit.

Plasma revenue decreased by 4.4% on an as reported basis and by 4.7% without the effect of foreign exchange during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The decrease was driven by lower sales volumes in North America, primarily relating to the previously announced customer transition of CSL Plasma, which was partially offset by pricing benefits, share gains and upfront revenue recognition on execution of a renegotiated long-term software agreement with an existing software customer.

Plasma revenue decreased by 9.5% and 7.0%, respectively, on an as reported basis and by 10.1% and 7.5%, respectively, without the effect of foreign exchange during the three and six months ended September 27, 2025, as compared with the same periods of fiscal 2025.

The decrease was driven by lower sales volumes in North America, primarily relating to the previously announced customer transition of CSL Plasma, which was partially offset by pricing benefits, Plasma share gains and upfront revenue recognition on execution of a renegotiated long-term software agreement with an existing software customer in the first quarter of fiscal 2026.

We do not expect any North America disposable sales to CSL Plasma in fiscal 2026.

Blood Center revenue decreased by 21.7% on an as reported basis and by 22.8% without the effect of foreign exchange during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The decrease was primarily driven by the divestiture of our Whole Blood product line, which was completed in January 2025.

Hospital rev enue increased by 4.2% on an as reported basis and by 3.8% without the effect of foreign exchange during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The increase was primarily attributable to the Hemostasis Management product line within the Blood Management franchise, driven by volume growth, which was partially offset by lower volume in the Interventional Technologies franchise.

Blood Center revenue decreased by 17.6% and 19.6%, respectively, on an as reported basis and by 19.1% and 20.9%, respectively, without the effect of foreign exchange during the three and six months ended September 27, 2025, as compared with the same periods of fiscal 2025.

The decrease was primarily driven by the divestiture of our Whole Blood product line, which was completed in January 2025, partially offset by product mix.

Hospital revenue increased by 5.1% and 4.7%, respectively, on an as reported basis and by 4.5% and 4.1%, respectively, without the effect of foreign exchange during the three and six months ended September 27, 2025, as compared with the same periods of fiscal 2025.

The increase was primarily attributable to the Hemostasis Management product line within the Blood Management franchise, driven by volume growth and pricing benefits, which was partially offset by lower volume in the Interventional Technologies franchise.

Three Months Ended

June 28, 2025 June 29, 2024 Reported growth Currency impact Constant currency growth (1)

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

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% of net revenues 59.5 % 54.2 %

Six Months Ended

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

Gross profit $ 386,988 $ 362,361 6.8 % 1.1 % 5.7 %

% of net revenues 59.7 % 53.2 %

(1) Constant currency growth, a non-GAAP financial measure, measures the change in revenue between the current and prior year periods using a constant currency.

See “Management’s Use of Non-GAAP Measures.”

Gross profit increased by 9.9% on an as reported basis and by 8.7% without the effect of foreign exchange during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The increase was driven primarily by pricing benefits across all business units and product mix, decreased restructuring costs related to portfolio rationalization initiatives and decreased amortization of fair value inventory step-up related to the Attune Medical acquisition.

Gross profit increased by 3.9% and 6.8%, respectively, on an as reported basis and by 2.8% and 5.7%, respectively, without the effect of foreign exchange during the three and six months ended September 27, 2025, as compared with the same periods of fiscal 2025.

The increase was driven primarily by pricing benefits across all business units, Plasma share gains, product mix, decreased restructuring costs related to portfolio rationalization initiatives, and decreased amortization of fair value inventory step-up related to the Attune Medical acquisition.

Operating Expenses

Three Months Ended

June 28, 2025 June 29, 2024 Reported growth Currency impact Constant currency growth (1)

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

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% of net revenues 3.4 % 3.5 %

Impairment of intangible assets $ 8,584 $ 2,391 259.0 % — % 259.0 %

% of net revenues 2.6 % 0.7 %

Total operating expenses $ 136,253 $ 135,740 0.4 % 0.6 % (0.2) %

% of net revenues 41.6 % 39.3 %

Six Months Ended

September 27, 2025 September 28, 2024 Reported growth Currency impact Constant currency growth (1)

(Dollars in Thousands)

Research and development $ 31,133 $ 28,588 8.9 % — % 8.9 %

% of net revenues 4.8 % 4.2 %

Selling, general and administrative $ 212,334 $ 215,194 (1.3) % 0.6 % (1.9) %

% of net revenues 32.7 % 31.6 %

Amortization of acquired intangible assets $ 22,574 $ 24,735 (8.7) % (0.4) % (8.3) %

% of net revenues 3.5 % 3.6 %

Impairment of intangible assets $ 8,584 $ 2,391 259.0 % — % 259.0 %

% of net revenues 1.3 % 0.4 %

Total operating expenses $ 274,625 $ 270,908 1.4 % 0.4 % 1.0 %

% of net revenues 42.3 % 39.7 %

(1) Constant currency growth, a non-GAAP financial measure, measures the change in revenue between the current and prior year periods using a constant currency.

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Research and Development

Research and development expenses increased by 12.5% on an as reported basis and by 12.7% without the effect of foreign exchange during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The increase was primarily due to increased headcount as a result of recent acquisitions and continued focus on the development of new products.

Research and development expenses increased by 5.2% and 8.9%, respectively, on an as reported basis and by 5.0% and 8.9%, respectively, without the effect of foreign exchange during the three and six months ended September 27, 2025, as compared with the same periods of fiscal 2025.

The increase was primarily due to increased restructuring charges resulting from the market and regional alignment initiatives.

Selling, General and Administrative

SG&A expenses increased by 2.3% on an as reported basis and by 1.9% without the effect of foreign exchange during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The increase was primarily driven by lower gains on sales of property, plant and equipment and higher performance-based compensation, partially offset by lower integration and transaction costs and lower freight costs.

SG&A expenses decreased by 5.0% and 1.3%, respectively, on an as reported basis and by 5.8% and 1.9%, respectively, without the effect of foreign exchange during the three and six months ended September 27, 2025, as compared with the same periods of fiscal 2025.

The decrease was primarily driven by lower integration and transaction costs and freight costs, partially offset by lower gains on sales of property, plant and equipment.

Amortization of Acquired Intangible Assets

We recognized amortization expense related to our acquired intangible assets of $11.4 million du ring the three months ended June 28, 2025, as compared with $12.5 million during the three months ended June 29, 2024 .

The decrease was primarily due to certain intangible assets becoming fully amortized during fiscal 2025.

Interest and Other (Expense) Income, Net

Interest and other (exp ense) income, net decreased by $15.7 million during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The decrease was primarily driven by gains recognized in the first quarter of fiscal 2025 on the repurchase of $200.0 million of aggregate principal of the our 0.0% convertible senior notes due in 2026 (the “2026 Notes”).

We recognized amortization expense related to o ur acquired intangible assets of $11.2 million and $22.6 million, respectively, during the three and six months ended September 27, 2025, as compared with $12.3 million and $24.7 million, respectively, during the three and six months ended September 28, 2024.

The decrease was primarily due to certain intangible assets becoming fully amortized during fiscal 2025 and fiscal 2026.

Impairment of intangible assets

We recognized impairment charges of intangible assets of $8.6 million during both the three and six months ended September 27, 2025, as compared with $2.4 million during both the three and six months ended September 28, 2024.

The impairment charges in fiscal 2026 were related to the intellectual property associated with the HAS viscoelastic diagnostic devices, related assays and disposables.

For further discussion, refer to Note 11, Goodwill and Intangible Assets within these condensed consolidated financial statements.

Interest and Other Expense, Net

Interest a nd other expense, net increased by $0.2 million and $15.9 million, respectively, during the three and six months ended September 27, 2025, as compared with the same periods of fiscal 2025.

The increase was primarily driven by gains recognized in the first quarter of fiscal 2025 on the repurchase of $200.0 million of aggregate principal of our 0.0% convertible senior notes due in 2026 (the “2026 Notes”).

For further discussion on the 2026 Notes, refer to Note 12, Notes Payable and Long-Term Debt within these condensed consolidated financial statements.

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statutory tax rate.

Our effective tax rate is adversely impacted by non-deductible expenses including executive compensation and is favorably impacted by jurisdictional mix of earnings and research credits generated.

For the three months ended June 28, 2025, we reported income tax expense of $11.1 million, representing an effective tax rate of 24.7%.

The effective tax rate for the three months ended June 28, 2025 includes $0.1 million of discrete tax expense, primarily related to stock compensation shortfalls.

For the three months ended June 29, 2024, we reported income tax expense of $8.3 million, representing an effective tax rate of 17.9%.

The effective tax rate for the three months ended June 29, 2024 includes $3.6 million of discrete tax benefit, primarily related to stock compensation windfalls.

Our effective tax rate is adversely impacted by non-deductible expenses including executive compensation and is favorably impacted by the jurisdictional mix of earnings and research credits generated.

For the three and six months ended September 27, 2025, we reported income tax expense of $12.6 million and $23.7 million, respectively, representing an effective tax rate of 24.6% in each period.

The effective tax rate for the three months ended September 27, 2025 includes $0.1 million of discrete tax expense, primarily related to stock compensation shortfalls.

The effective tax rate for the six months ended September 27, 2025 includes $0.2 million of discrete tax expense, primarily related to stock compensation shortfalls.

For the three and six months ended September 28, 2024, we reported income tax expense of $10.9 million and $19.2 million, respectively, representing an effective tax rate of 24.3% and 21.0%, respectively.

The effective tax rate for the three months ended September 28, 2024 includes an immaterial discrete tax benefit.

The effective tax rate for the six months ended September 28, 2024 includes $3.6 million of discrete tax benefit, primarily related to stock compensation windfalls.

The discrete benefit also includes other items such as provision to return differences.

The increase in the reported tax rate for the three months ended June 28, 2025, compared to the same period in fiscal 2025, relates primarily to the decrease in stock compensation windfall benefits.

The reported tax rate for the three months ended September 27, 2025, compared to the same period in fiscal 2025, was relatively consistent.

The increase in the reported tax rate for the six months ended September 27, 2025, compared to the same period in fiscal 2025, relates primarily to the decrease in net stock compensation windfall benefits.

Liquidity and Capital Resources

The following table contains certain key performance indicators we believe depict our liquidity and cash flow position:

June 28, 2025 March 29, 2025

September 27, 2025 March 29, 2025

(Dollars in Thousands)

Cash and cash equivalents $ 296,426 $ 306,763

Availability under revolving credit facility $ 750,000 $ 750,000

Availability under revolving credit facilities (1)

$ 748,697 $ 748,697

Working capital $ 351,364 $ 356,862

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Inventory turnover 1.4 1.4

(1) Our revolving credit facilities availability is reduced by eligible outstanding letters of credit allowable of $1.3 million as of September 27, 2025 and March 29, 2025, respectively.

(2) Net debt position is the sum of cash and cash equivalents less total debt.

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Our e xpected cash outlays relate primarily to acquisitions, investments, capital expenditures, share repurchases, the market and regional alignment initiative and cash principal and interest payments under our revised credit agreements.

As of June 28, 2025, we had $292.9 million in cash and cash equivalents, the majority of which is held in the U.S.

As of September 27, 2025, we had $296.4 million in cash and cash equivalents, the majority of which is held in the U.S.

or in countries from which it can be repatriated to the U.S.

Convertible Senior Notes

In the first quarter of fiscal 2025, we used a portion of its proceeds from the 2029 Notes to repurchase $200.0 million of the $500.0 million aggregate principal amount of our 2026 Notes for a total cost of $185.5 million, resulting in a gain of $14.5 million related to the discount on repurchase.

In the first quarter of fiscal 2025, we used a portion of the proceeds from the 2029 Notes to repurchase $200.0 million of the $500.0 million aggregate principal amount of our 2026 Notes for a total cost of $185.5 million, resulting in a gain of $14.5 million related to the discount on repurchase.

As the repurchase of the 2026 Notes met the criteria for extinguishment accounting, $1.9 million of unamortized debt issuance costs were allocated to the repurchase, resulting in a net gain of $12.6 million.

As of June 28, 2025, the $300.0 million remaining principal balance on the 2026 Notes was netted down by $1.1 million of remaining debt issuance costs, resulting in a net convertible note payable of $298.9 million.

As of September 27, 2025, the $300.0 million remaining principal balance on the 2026 Notes was netted down by $0.7 million of remaining debt issuance costs, resulting in a net convertible note payable of $299.3 million.

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

Interest expense related to the 2026 Notes was $0.4 million for the three months ended June 28, 2025 which is entirely attributable to the amortization of the debt issuance costs.

As of September 1, 2025, holders of the 2026 Notes are able to convert all or a portion of their 2026 Notes.

Interest expense related to the 2026 Notes was $0.4 million and $0.8 million, respectively, for the three and six months ended September 27, 2025 which is entirely attributable to the amortization of the debt issuance costs.

The remaining debt issuance costs are amortized at an effective interest rate of 0.6%.

For further discussion on the 2026 Notes, refer to Note 12, Notes Payable and Long-Term Debt within these condensed consolidated financial statements.

As of June 28, 2025, the $700.0 million principal balance of the 2029 Notes was netted down by $13.7 million of remaining debt issuance costs, resulting in a net convertible note payable of $686.3 million.

As of September 27, 2025, the $700.0 million principal balance of the 2029 Notes was netted down by $12.9 million of remaining debt issuance costs, resulting in a net convertible note payable of $687.1 million.

The 2029 Notes will mature on June 1, 2029, unless earlier converted, redeemed or repurchased.

Interest expense related to the 2029 Notes was $5.2 million for the three months ended June 28, 2025 which includes nominal interest expense and the amortization of the debt issuance costs.

As of September 27, 2025, the 2029 Notes were not convertible.

Interest expense related to the 2029 Notes was $5.2 million and $10.4 million, respectively, for the three and six months ended September 27, 2025, which includes nominal interest expense and the amortization of the debt issuance costs.

For further discussion on the 2029 Notes, refer to Note 12, Notes Payable and Long-Term Debt within these condensed consolidated financial statements.

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For further discussion on the 2029 Notes, refer to Note 12, Notes Payable and Long-Term Debt within these condensed consolidated financial statements.

At June 28, 2025, $243.8 million was outstanding under the term loan with an effective interest rate of 6.4%.

There were no outstanding borrowings under the revolving credit facilities at June 28, 2025.

We also had $19.5 million of uncommitted operating lines of credit to fund its global operations under which there were no outstanding borrowings as of June 28, 2025.

As of September 27, 2025, $242.2 million was outstanding under the term loan with an effective interest rate of 6.4%.

There were no outstanding borrowings under the revolving credit facilities as of September 27, 2025.

We also had $19.5 million of uncommitted operating lines of credit to fund its global operations under which there were no outstanding borrowings as of September 27, 2025.

We have scheduled principal payments of $3.1 million required during the remainder of fiscal 2026 related to its term loan.

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In April 2025, our Board approved a new three-year share repurchase program authorizing the repurchase of up to $500.0 million of our common stock, based on market conditions, through April 2028.

This new share repurchase program will help to offset the dilutive impact of recent and future employee equity grants.

Under the share repurchase program, we are 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 our 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 we have no obligation to repurchase any amount of our common stock under the program.

In September 2025, we completed a $75.0 million repurchase of our common stock pursuant to an ASR entered into with Citibank in August 2025.

The total number of shares repurchased under the ASR was 1,430,579 at an average price per share upon final settlement of $52.43.

As of September 27, 2025, the total remaining authorization for repurchases of our common stock under the share repurchase program was $425.0 million.

Market and Regional Alignment Initiative

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This strategic initiative is designed to improve operational performance and reduce costs by directing Company resources toward the markets and geographies that offer the greatest growth and portfolio advancement opportunities.

During the three months ended June 28, 2025, we incurred $2.8 million of restructuring related costs under this initiative.

Total cumulative charges under the market and regional alignment initiative are $3.4 million as of June 28, 2025.

During the three and six months ended September 27, 2025, we incurred $0.7 million and $3.4 million, respectively, of restructuring related costs under this initiative.

Total cumulative charges under the market and regional alignment initiative are $4.0 million as of September 27, 2025.

The amounts and timing of estimated costs and savings are subject to change until finalized.

The actual amounts and timing may vary materially based on various factors.

Three Months Ended

June 28, 2025 June 29, 2024

Six Months Ended

September 27, 2025 September 28, 2024

(Dollars in Thousands)

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Effect of exchange rate changes on cash and cash equivalents (1)

4,182 (1,445)

Net change in cash and cash equivalents $ (10,337) $ 120,483

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Operating Cash Flows

Net cash provided by operating activities increased by $44.8 million during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The fiscal 2026 period included cash inflows for net income of $34.0 million and increases in non-cash adjustments of $38.8 million, partially offset by unfavorable working capital adjustments of $55.5 million.

The fiscal 2025 period included cash inflows for net income of $38.4 million being more than offset by cash outflows for non-cash adjustments related to a $12.6 million gain on the repurchase of convertible senior notes in the first quarter of fiscal 2025, a $14.3 million gain on the sale of property, plant and equipment, and unfavorable working capital adjustments of $79.0 million.

Net cash provided by operating activities increased by $107.3 million during the six months ended September 27, 2025, as compared with the same period of fiscal 2025.

The fiscal 2026 period included cash inflows for net income of $72.7 million, adjusted for non-cash depreciation and amortization of $57.0 million, stock-based compensation expense of $16.9 million, and impairment charges of $8.6 million, partially offset by increase in cash outflows for working capital of $29.4 million.

The fiscal 2025 period included cash inflows for net income of $72.2 million, adjusted for non-cash depreciation and amortization of $58.4 million and stock-based compensation expense of $14.5 million, offset by cash outflows for non-cash adjustments related to a $12.6 million gain on the repurchase of convertible senior notes in the first quarter of fiscal 2025, a $14.4 million gain on the sale of property, plant and equipment, and unfavorable working capital adjustments of $112.4 million.

Investing Cash Flows

Net cash used in investing activities decreased by $106.2 million during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The fiscal 2026 period included cash outflows for strategic investments of $18.1 million and non-cash transfers from inventory of $11.5 million.

The fiscal 2025 period included cash outflows for the acquisition of Attune Medical of $149.2 million and non-cash transfers from inventory of $4.2 million, partially offset by proceeds from the sale of property, plant and equipment of $20.4 million.

Net cash used in investing activities decreased by $99.1 million during the six months ended September 27, 2025, as compared with the same period of fiscal 2025.

The fiscal 2026 period included cash outflows for strategic investments of $22.5 million, non-cash transfers from inventory of $29.1 million, and $8.8 million of capital expenditures.

The fiscal 2025 period included cash outflows for the acquisition of Attune Medical of $150.9 million, capital expenditures of $15.1 million, other strategic investments of $10.4 million and non-cash transfers from inventory of $6.8 million, partially offset by proceeds from the sale of property, plant and equipment of $20.6 million.

Financing Cash Flows

Net cash provided by financing activities decreased by $336.1 million during the three months ended June 28, 2025, as compared with the same period of fiscal 2025.

The fiscal 2026 period included cash outflows for repayments of term loan borrowings and employee equity award settlements.

The fiscal 2025 period included cash inflows relating to proceeds from the sale of the 2029 Notes of $700.0 million and proceeds from term loan borrowings of $250.0 million, partially offset by cash outflows for the repurchase of a portion of the 2026 Notes of $185.5 million, capped call purchases of $88.2 million, term loan redemptions of $262.5 million, payments on the revolving credit facility of $50.0 million, and debt issuance costs of $23.1 million.

Net cash provided by financing activities decreased by $337.9 million during the six months ended September 27, 2025, as compared with the same period of fiscal 2025.

The fiscal 2026 period included cash outflows of $75.0 million for share repurchases, repayments of term loan borrowings and employee equity award settlements.

The fiscal 2025 period included cash inflows relating to proceeds from the sale of the 2029 Notes of $700.0 million and proceeds from term loan borrowings of $250.0 million, partially offset by cash outflows for the repurchase of a portion of the 2026 Notes of $185.5 million, capped call purchases of $88.2 million, term loan redemptions of $262.5 million, shares repurchases of $75.0 million, payments on the revolving credit facility of $50.0 million, and debt issuance costs of $23.1 million.

Recent Accounting Pronouncements

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What changed 10-Q

Item 2. Management’s Discussion and Analysis