INTEGRA LIFESCIENCES HOLDINGS CORP 10-Q

Item 1. Financial Statements INTEGRA LIFESCIENCES HOLDINGS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED) (Dollars in thousands, except per share amounts) Three Months Ended March 31, 2023 2022 Total revenue, net $ 380,846 $ 376,638 Costs and expenses: Cost of goods sold 147,975 142,569 Research and development 26,724 24,085 Selling, general and administrative 166,657 159,926 Intangible asset amortization 3,108 3,894 Total costs and expenses 344,464 330,474 Operating income 36,382 46,164 Interest income 4,107 1,377 Interest expense ( 12,100 ) ( 11,655 ) Other income, net 1,389 3,429 Income before income taxes 29,778 39,315 Provision for income taxes 5,552 6,414 Net income $ 24,226 $ 32,901 Net income per share Basic $ 0.30 $ 0.39 Diluted $ 0.29 $ 0.39 Weighted average common shares outstanding (See Note 13): Basic 81,871 83,632 Diluted 82,323 84,276 Comprehensive income (See Note 14) 21,028 57,031 The accompanying unaudited notes are an integral part of these condensed consolidated financial statements. 4 Table of Contents INTEGRA LIFESCIENCES HOLDINGS CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Dollars in thousands, except per share amounts) March 31, 2023 December 31, 2022 ASSETS Current assets: Cash and cash equivalents $ 307,367 $ 456,661 Trade accounts receivable, net of allowances of $ 3,544 and $ 4,304 253,995 263,465 Inventories, net 351,275 324,583 Prepaid expenses and other current assets 116,845 116,789 Total current assets 1,029,482 1,161,498 Property, plant and equipment, net 315,175 311,302 Right of use asset - operating leases 146,514 148,284 Intangible assets, net 1,108,759 1,126,609 Goodwill 1,041,606 1,038,881 Deferred tax assets, net 44,680 45,994 Other assets 56,183 57,190 Total assets $ 3,742,399 $ 3,889,758 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of borrowings under senior credit facility $ — $ 38,125 Current portion of lease liability - operating leases 14,792 14,624 Accounts payable, trade 112,785 102,100 Contract liabilities 7,743 7,253 Accrued compensation 53,611 78,771 Accrued expenses and other current liabilities 93,362 80,033 Total current liabilities 282,293 320,906 Long-term borrowings under senior credit facility 769,143 733,149 Long-term borrowings under securitization facility 102,500 104,700 Long-term convertible securities 568,069 567,341 Lease liability - operating leases 156,910 157,420 Deferred tax liabilities 61,693 63,338 Other liabilities 126,853 138,501 Total liabilities 2,067,461 2,085,355 Stockholders’ equity: Preferred stock; no par value; 15,000 authorized shares; none outstanding — — Common stock; $ 0.01 par value; 240,000 authorized shares; 90,813 and 90,477 issued at March 31, 2023 and December 31, 2022, respectively 908 905 Additional paid-in capital 1,245,297 1,276,977 Treasury stock, at cost; 8,918 shares and 6,823 shares at March 31, 2023 and December 31, 2022, respectively ( 481,678 ) ( 362,862 ) Accumulated other comprehensive loss 7,067 10,265 Retained earnings 903,344 879,118 Total stockholders’ equity 1,674,938 1,804,403 Total liabilities and stockholders’ equity $ 3,742,399 $ 3,889,758 The accompanying unaudited notes are an integral part of these condensed consolidated financial statements. 5 Table of Contents INTEGRA LIFESCIENCES HOLDINGS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Dollars in thousands) Three Months Ended March 31, 2023 2022 OPERATING ACTIVITIES: Net income $ 24,226 $ 32,901 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 31,143 29,724 Deferred income tax provision 1,953 3,544 Share-based compensation 3,620 6,291 Amortization of debt issuance costs and expenses associated with debt refinancing 1,890 1,724 Non-cash lease expense 1,260 ( 17 ) Loss (gain) on disposal of property and equipment ( 23 ) 712 Change in fair value of contingent consideration and others 4,699 ( 765 ) Changes in assets and liabilities: Accounts receivable 10,041 ( 3,116 ) Inventories ( 25,423 ) ( 11,561 ) Prepaid expenses and other current assets ( 2,164 ) ( 5,046 ) Other non-current assets ( 6,009 ) 2,283 Accounts payable, accrued expenses and other current liabilities ( 4,984 ) ( 9,754 ) Other non-current liabilities ( 14,073 ) ( 2,576 ) Net cash provided by operating activities 26,156 44,344 INVESTING ACTIVITIES: Purchases of property and equipment ( 13,704 ) ( 9,325 ) Acquired in-process research and development milestone — ( 4,742 ) Net cash used in investing activities ( 13,704 ) ( 14,067 ) FINANCING ACTIVITIES: Proceeds from borrowings of long-term indebtedness 10,200 11,250 Payments on debt ( 12,400 ) ( 11,750 ) Payment of debt issuance costs ( 7,578 ) — Purchases of treasury stock ( 150,000 ) ( 125,000 ) Proceeds from exercised stock options 2,326 1,239 Cash taxes paid in net equity settlement ( 5,231 ) ( 9,204 ) Net cash used in financing activities ( 162,683 ) ( 133,465 ) Effect of exchange rate changes on cash and cash equivalents 937 ( 3,168 ) Net decrease in cash and cash equivalents ( 149,294 ) ( 106,356 ) Cash and cash equivalents at beginning of period 456,661 513,448 Cash and cash equivalents at end of period $ 307,367 $ 407,092 The accompanying unaudited notes are an integral part of these condensed consolidated financial statements. 6 Table of Contents INTEGRA LIFESCIENCES HOLDINGS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (UNAUDITED) (Dollars in thousands) Three Months Ended March 31, 2023 Common Stock Treasury Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Retained Earnings Total Equity Shares Amount Shares Amount Balance, January 1, 2023 90,476 $ 905 ( 6,823 ) $ ( 362,862 ) $ 1,276,977 $ 10,265 $ 879,118 $ 1,804,403 Net income — — — — — — 24,226 24,226 Other comprehensive income (loss), net of tax — — — — — ( 3,198 ) — ( 3,198 ) Issuance of common stock through employee stock purchase plan 21 — — — 1,107 — — 1,107 Issuance of common stock for vesting of share based awards, net of shares withheld for taxes 316 1 16 846 ( 4,858 ) — — ( 4,011 ) Share-based compensation — 2 — — 3,609 — — 3,611 Accelerated shares repurchased — $ — ( 2,111 ) $ ( 119,662 ) $ ( 31,538 ) $ — $ — $ ( 151,200 ) Balance, March 31, 2023 90,813 $ 908 ( 8,918 ) $ ( 481,678 ) $ 1,245,297 $ 7,067 $ 903,344 $ 1,674,938 Three Months Ended March 31, 2022 Common Stock Treasury Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Retained Earnings Total Equity Shares Amount Shares Amount Balance, January 1, 2022 89,600 $ 896 ( 4,899 ) $ ( 234,448 ) $ 1,264,943 $ ( 45,155 ) $ 698,568 $ 1,684,804 Net income — — — — — — 32,901 32,901 Other comprehensive income (loss), net of tax — — — — — 24,130 — 24,130 Issuance of common stock through employee stock purchase plan 17 — — — 1,078 — — 1,078 Issuance of common stock for vesting of share based awards, net of shares withheld for taxes 339 4 14 714 ( 9,758 ) — — ( 9,040 ) Share-based compensation — — — — 6,324 — — 6,324 Accelerated shares repurchased — — ( 1,938 ) ( 129,152 ) 4,152 — — ( 125,000 ) Balance, March 31, 2022 89,956 $ 900 ( 6,823 ) $ ( 362,886 ) $ 1,266,739 $ ( 21,025 ) $ 731,469 $ 1,615,197 The accompanying unaudited notes are an integral part of these condensed consolidated financial statements. 7 Table of Contents INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF PRESENTATION General The terms “we,” “our,” “us,” “Company” and “Integra” refer to Integra LifeSciences Holdings Corporation, a Delaware corporation, and its subsidiaries unless the context suggests otherwise. In the opinion of management, the March 31, 2023 unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary for a fair statement of the financial position, statement of changes in shareholders' equity, results of operations and cash flows of the Company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States ("GAAP") have been condensed or omitted in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K. The December 31, 2022 consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by GAAP. Operating results for the three-month period ended March 31, 2023 are not necessarily indicative of the results to be expected for the entire year. The preparation of consolidated financial statements is in conformity with GAAP, which requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, the disclosure of contingent liabilities, and the reported amounts of revenues and expenses. Significant estimates affecting amounts reported or disclosed in the condensed consolidated financial statements include allowances for doubtful accounts receivable and sales returns and allowances, net realizable value of inventories, valuation of intangible assets including amortization periods for acquired intangible assets, discount rates and estimated projected cash flows used to value and test impairments of long-lived assets and goodwill, estimates of projected cash flows and depreciation and amortization periods for long-lived assets, computation of taxes, valuation allowances recorded against deferred tax assets, the valuation of stock-based compensation, valuation of derivative instruments, valuation of contingent liabilities, the fair value of debt instruments and loss contingencies. These estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the current circumstances. Actual results could differ from these estimates. Recent Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848), and subsequent amendment to the initial guidance: ASU 2021-01, Reference Rate Reform (Topic 848): Scope (collectively, “Topic 848”). Topic 848 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference London Inter-Bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued because of reference rate reform. The guidance generally can be applied through December 31, 2024. The Alternative Reference Rates Committee, a group of private-market participants convened by the U.S. Federal Reserve Board and the New York Federal Reserve, has recommended the use of the Secured Overnight Financing Rate ("SOFR") as a more robust reference rate alternative to LIBOR. The use of SOFR as a substitute for LIBOR is, however, voluntary and may not be suitable for all market participants. There can be no assurance that the replacement rate will be economically equivalent to LIBOR, which could result in higher interest rates for us under our debt facilities. There is no guarantee that a transition from LIBOR to SOFR will not result in financial market disruptions, significant increases in benchmark rates, or our borrowing costs, any of which could have an adverse effect on our business, results of operations and financial condition. On March 24, 2023, the Company entered into the seventh amendment and restatement (the "March 2023 Amendment") of its Senior Credit Facility (the “Senior Credit Facility”) with a syndicate of lending banks with Bank of America, N.A., as Administrative Agent. In connection with the March 2023 Amendment the Company replaced all LIBOR-based contracts with SOFR, which is calculated based on overnight transactions under repurchase agreements backed by Treasury securities (See Note 6). In March 2023, the Company entered into a basis swap where the Company receives Term SOFR and pays LIBOR to convert the portfolio of interest rate swaps from LIBOR to SOFR. Integra has elected to adopt the optional expedient under ASC 848, which will allow the interest rate swap hedging relationship to continue, without de-designation, due to the change in the indexed rate from LIBOR to SOFR. There are no other recently issued accounting pronouncements that are expected to have any significant effect on the Company's financial position, results of operations or cash flows. 8 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) 2. ACQUISITIONS AND DIVESTITURES Surgical Innovation Associates, Inc. Acquisition On December 6, 2022, the Company completed its acquisition of Surgical Innovation Associates, Inc. ("SIA") for an acquisition purchase price of $ 51.5 million (the "SIA Acquisition"). In addition to the purchase price, the acquisition includes two separate contingent considerations payments, which are dependent on 1) achieving certain revenue-based performance milestones in 2023, 2024, and 2025 (up to $ 50.0 million in additional payments), as well as 2) the approval by the FDA of the Premarket Approval (“PMA”) Application for DuraSorb for certain uses by certain timing targets (up to $ 40.0 million in additional payments). SIA's core technology, DuraSorb, is a fully resorbable scaffold of a globally accepted polymer, which is cleared for use in hernia repair, abdominal wall, and other soft tissue reinforcement. DuraSorb sales will be reported within Integra’s Tissue Technologies ("TT") segment as part of its Wound Reconstruction and Care franchise. Assets Acquired and Liabilities Assumed at Fair Value The SIA Acquisition has been accounted for using the acquisition method of accounting. This method requires that assets acquired, and liabilities assumed in a business combination to be recognized at their fair values as of the acquisition date. The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date: Dollars in thousands Preliminary Valuation Weighted Average Life Current assets: Cash 4,438 Trade accounts receivable, net 1,551 Inventories, net 2,900 Prepaid expenses and other current assets 1,654 Total current assets $ 10,543 Intangible assets 75,000 14 years Goodwill 41,854 Total assets acquired $ 127,397 Current liabilities: Accounts payable and accrued expenses $ 2,044 Total current liabilities $ 2,044 Deferred Tax Liability 11,799 Contingent consideration 57,607 Total liabilities assumed 71,450 Net assets acquired $ 55,947 Developed Technology The estimated fair value of the developed technology was determined using the multi-period excess earnings method of the income approach, which estimates value based on the present value of future economic benefits. Some of the more significant assumptions inherent in the development of those asset valuations include the estimated net cash flows for each year for each product including net revenues, cost of sales, R&D costs, selling and marketing costs, working capital, and contributory asset charges, the appropriate discount rate to select in order to measure the risk inherent in each future cash flow stream, the assessment of the asset’s life cycle, and competitive trends impacting the asset and the cash flow stream. The Company used a discount rate of 18 % to arrive at the present value for the acquired intangible assets to reflect the rate of return a market participant would expect to earn and incremental commercial uncertainty in the cash flow projections. No assurances can be given that the underlying assumptions used to prepare the discounted cash flow analysis will not change. For these and other reasons, actual results may vary significantly from estimated results. 9 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) Goodwill The Company allocated goodwill related to the SIA Acquisition to the TT segment. Goodwill is the excess of the consideration transferred over the net assets recognized and represents the expected revenue and cost synergies of the combined company and assembled workforce. A key factor that contributes to the recognition of goodwill, and a driver for the Company’s acquisition of SIA, is the attractive growth opportunities presented by the surgical matrix business in the breast reconstruction market. Goodwill recognized as a result of this acquisition is non-deductible for income tax purposes. Contingent Consideration The Company determines the acquisition date fair value of contingent consideration obligations based on a probability-weighted income approach derived from revenue estimates and a probability assessment with respect to the likelihood of achieving contingent obligations. The fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement as defined using the fair value concepts in ASC 820. The resulting most likely payouts are discounted using an appropriate effective annual interest rate. At each reporting date, the contingent consideration obligation will be revalued to estimated fair value and changes in fair value will be reflected as income or expense in the consolidated statement of operations. Changes in the fair value of the contingent considerations may result from changes in discount periods and rates and changes in the timing and amount of revenue estimates. Changes in assumptions utilized in the contingent consideration fair value estimates could result in an increase in the contingent consideration obligation and a corresponding charge to operating results. As part of the SIA Acquisition, the Company is required to pay to the shareholder of SIA up to $ 90.0 million for two separate payments, which are dependent on 1) achieving certain revenue-based performance milestones in 2023, 2024, and 2025 (up to $ 50.0 million in additional payments), as well as 2) the approval by the FDA of the PMA for DuraSorb for certain uses by certain timing targets (up to $ 40.0 million in additional payments). The Company used iterations of the Monte Carlo simulation to calculate the fair value of the contingent consideration for the revenue-based milestone that considered the possible outcomes of scenarios related to each specific milestone for the revenue based performance milestone. The Company used probabilities of achieving the conditions to calculate the fair value of the contingent consideration for the PMA approval milestone. The Company estimated the fair value of the contingent consideration for the revenue based milestone to be $ 32.6 million at the acquisition date and $ 25.0 million for the PMA approval milestone as of December 31, 2022. The company recorded a total of $ 48.7 million in other liabilities as of March 31, 2023 and $ 12.5 million in accrued expenses and other current liabilities at March 31, 2023 in the consolidated balance sheet of the company. The change in the fair value of the contingent obligation was primarily as a result of changes in the timing. Deferred Tax Liabilities Deferred tax liabilities result from identifiable intangible assets’ fair value adjustments. These adjustments create excess book basis over tax basis which is tax-effected by the statutory tax rates of applicable jurisdictions. Sale of non-core traditional wound care business On August 31, 2022, the Company completed its sale of its non-core traditional wound care ("TWC") business to Gentell, LLC ("Gentell") for $ 28.8 million, which consists of $ 27.8 million in cash plus $ 1.0 million in contingent consideration which may be received upon achieving certain revenue-based performance milestones two years after the closing date. The proceeds from the sale of the TWC business of $ 27.8 million is presented in the consolidated statement of cash flows net of cash transferred of $ 3.5 million and other transaction fees. The transaction included the sale of the Company's TWC products, such as sponges, gauze and conforming bandages, and certain advanced wound care dressings, such as supportive, calcium alginate, hydrogel, and foam dressings. 10 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The divestiture did not represent a strategic shift that had a major effect on the Company's operations and financial statements. Goodwill was allocated to the assets and liabilities divested using the relative fair value method of the TWC business to the Company's TT reportable business segment. In connection with the sale, the Company recognized $ 0.6 million as a gain from the sale of the business in the condensed consolidated statement of operations for the year ended December 31, 2022. The transaction is subject to final working capital adjustments. In addition to the purchase and sale agreement, the Company also entered into a contract manufacturing agreement with Gentell. Under the terms of the agreement, Gentell received inventory, equipment, and tooling to manufacture certain MediHoney® and TCC-EZ® products on behalf of the Company. On the close date of this transaction, the Company transferred all inventory associated with these products to Gentell and recognized an asset of $ 11.1 million, as a form of a deposit for the inventory transferred, which based on the expected timing of inventory purchases, was primarily included within prepaid expenses and other current assets in the consolidated balance sheet. This deposit will be utilized by the Company on future orders placed to Gentell for such products. As of March 31, 2023, the Company had a deposit remaining of $ 7.3 million which is included in prepaid assets and recognized a payable due to Gentell of $ 0.7 million, which is included in the condensed consolidated balance sheet within accrued expenses and other current liabilities. 3. REVENUES FROM CONTRACTS WITH CUSTOMERS Summary of Accounting Policies on Revenue Recognition Revenue is recognized upon the transfer of control of promised products or services to the customers in an amount that reflects the consideration the Company expects to receive in exchange for those products and services. Performance Obligations The Company's performance obligations consist mainly of transferring control of goods and services identified in the contracts, purchase orders, or invoices. The Company has no significant multi-element contracts with customers. Significant Estimates Usage-based royalties and licenses are estimated based on the provisions of contracts with customers and recognized in the same period that the royalty-based products are sold by the Company's strategic partners. The Company estimates and recognizes royalty revenue based upon communication with licensees, historical information, and expected sales trends. Differences between actual reported licensee sales and those that were estimated are adjusted in the period in which they become known, which is typically the following quarter. Historically, such adjustments have not been significant. The Company estimates returns, price concessions, and discount allowances using the expected value method based on historical trends and other known factors. Rebate allowances are estimated using the most likely method based on each customer contract. The Company's return policy, as set forth in its product catalogs and sales invoices, requires review and authorization in advance prior to the return of product. Upon the authorization, a credit will be issued for the goods returned within a set amount of days from the shipment, which is generally 90 days. The Company disregards the effects of a financing component if the Company expects, at contract inception, that the period between the transfer and customer payment for the goods or services will be one year or less. The Company has no significant revenues recognized on payments expected to be received more than one year after the transfer of control of products or services to customers. Contract Asset and Liability Revenues recognized from the Company's private label business that are not invoiced to the customers as a result of recognizing revenue over time are recorded as a contract asset included in the prepaid expenses and other current assets account in the consolidated balance sheets. Other operating revenues may include fees received under service agreements. Non-refundable fees received under multiple-period service agreements are recognized as revenue as the Company satisfies the performance obligations to the other party. A portion of the transaction price allocated to the performance obligations to be satisfied in the future periods is recognized as contract liability. 11 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The following table summarized the changes in the contract asset and liability balances for the three months ended March 31, 2023: Dollars in thousands Total Contract Asset Contract asset, January 1, 2023 $ 10,122 Transferred to trade receivable from contract asset included in beginning of the year contract asset ( 9,765 ) Contract asset, net of transferred to trade receivables on contracts during the period 9,713 Contract asset, March 31, 2023 $ 10,070 Contract Liability Contract liability, January 1, 2023 $ 16,127 Recognition of revenue included in beginning of year contract liability $ ( 2,492 ) Contract liability, net of revenue recognized on contracts during the period 2,921 Foreign currency translation 3 Contract liability, March 31, 2023 $ 16,559 At March 31, 2023, the short-term portion of the contract liability of $ 7.7 million and the long-term portion of $ 8.8 million is included in current liabilities and other liabilities, respectively, in the consolidated balance sheets. As of March 31, 2023, the Company is expected to recognize revenue of approximately 47 % of unsatisfied (or partially unsatisfied) performance obligations as revenue within 12 months, with the remaining balance to be recognized thereafter. Shipping and Handling Fees The Company elected to account for shipping and handling activities as a fulfillment cost rather than a separate performance obligation. Amounts billed to customers for shipping and handling are included as part of the transaction price and recognized as revenue when control of underlying products is transferred to the customer. The related shipping and freight charges incurred by the Company are included in the cost of goods sold. Product Warranties Certain of the Company's medical devices, including monitoring systems and neurosurgical systems, are designed to operate over long periods of time. These products are sold with warranties which may extend for up to two years from the date of purchase. The warranties are not considered a separate performance obligation. The Company estimates its product warranties using the expected value method based on historical trends and other known factors. The Company includes them in accrued expenses and other current liabilities in the consolidated balance sheet. Taxes Collected from Customers The Company elected to exclude from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the entity from a customer. 12 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) Disaggregated Revenue The following table presents revenues disaggregated by the major sources of revenues for the three months ended March 31, 2023 and 2022 (dollar amounts in thousands): Three Months Ended March 31, 2023 Three Months Ended March 31, 2022 Neurosurgery $ 192,870 $ 194,675 Instruments 55,266 52,633 Total Codman Specialty Surgical 248,136 247,308 Wound Reconstruction and Care 100,940 94,630 Private Label 31,770 34,700 Total Tissue Technologies 132,710 129,330 Total revenue $ 380,846 $ 376,638 See Note 15, Segment and Geographical Information , for details of revenues based on the location of the customer. 4. INVENTORIES Inventories, net consisted of the following: Dollars in thousands March 31, 2023 December 31, 2022 Finished goods $ 178,626 $ 172,088 Work in process 80,532 70,598 Raw materials 92,117 81,897 Total inventories, net $ 351,275 $ 324,583 5. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill Changes in the carrying amount of goodwill for the three-month period ended March 31, 2023 were as follows: Dollars in thousands Codman Specialty Surgical Tissue Technologies Total Goodwill at December 31, 2022 $ 656,219 $ 382,662 $ 1,038,881 SIA Acquisition Working Capital Adjustment — 129 129 Foreign currency translation 1,639 957 2,596 Goodwill at March 31, 2023 $ 657,858 $ 383,748 $ 1,041,606 13 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) Other Intangible Assets The components of the Company’s identifiable intangible assets were as follows: March 31, 2023 Dollars in thousands Weighted Average Life Cost Accumulated Amortization Net Completed technology 18 years $ 1,206,748 $ ( 389,297 ) $ 817,451 Customer relationships 12 years $ 193,297 $ ( 146,098 ) $ 47,199 Trademarks/brand names 28 years $ 97,554 $ ( 35,665 ) $ 61,889 Codman tradename Indefinite $ 167,529 $ — $ 167,529 Supplier relationships 30 years $ 30,211 $ ( 17,415 ) $ 12,796 All other 11 years $ 6,024 $ ( 4,129 ) $ 1,895 $ 1,701,363 $ ( 592,604 ) $ 1,108,759 December 31, 2022 Dollars in thousands Weighted Average Life Cost Accumulated Amortization Net Completed technology 18 years $ 1,204,325 $ ( 370,968 ) $ 833,357 Customer relationships 12 years 193,081 ( 144,040 ) 49,041 Trademarks/brand names 28 years 97,265 ( 34,674 ) 62,591 Codman tradename Indefinite 166,693 — 166,693 Supplier relationships 30 years 30,211 ( 17,170 ) 13,041 All other 11 years 5,957 ( 4,071 ) 1,886 $ 1,697,532 $ ( 570,923 ) $ 1,126,609 Based on quarter-end exchange rates, amortization expense (including amounts reported in cost of goods sold) is expected to be approximately $ 61.8 million for the remainder of 2023, $ 81.8 million in 2024, $ 81.8 million in 2025, $ 81.6 million in 2026, $ 79.7 million in 2027, $ 78.1 million in 2028 and $ 474.4 million thereafter. 6. DEBT Amendment to the Seventh Amended and Restated Senior Credit Agreement On March 24, 2023, the Company entered into the March 2023 Amendment of the Senior Credit Facility with a syndicate of lending banks with Bank of America, N.A., as Administrative Agent. The March 2023 Amendment extended the maturity date to March 24, 2028, amended the contractual repayments of Term loan A, and amended the interest rate from LIBOR to SOFR-indexed interest. The Company continues to have the aggregate principal amount of up to approximately $ 2.1 billion available to it through the following facilities: (i) a $ 775.0 million term loan facility, and (ii) a $ 1.3 billion revolving credit facility, which includes a $ 60 million sublimit for the issuance of standby letters of credit and a $ 60 million sublimit for swingline loans. The Company’s maximum consolidated total leverage ratio in the financial covenants (as defined in the Senior Credit Facility) was modified to the following: Fiscal Quarter Maximum Consolidated Total Leverage Ratio March 31, 2023 through December 31, 2024 4.50 to 1.00 March 31, 2025 through June 30, 2026 4.25 to 1.00 September 30, 2026 and the last day of each fiscal quarter thereafter 4.00 to 1.00 Borrowings under the Senior Credit Facility bear interest, at the Company’s option, at a rate equal to the following: i. term SOFR in effect from time to time plus 0.10 % plus the applicable rate (ranging from 1.00 % to 1.75 %), or ii. the highest of: 1. the weighted average overnight Federal funds rate, as published by the Federal Reserve Bank of New York, plus 0.50 % 14 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) 2. the prime lending rate of Bank of America, N.A. or 3. the one-month Term SOFR plus 1.00 % The applicable rates are based on the Company’s consolidated total leverage ratio (defined as the ratio of (a) consolidated funded indebtedness as of such date less cash that is not subject to any restriction on the use or investment thereof to (b) consolidated EBITDA (as defined by the amended Seventh Amended and Restated Credit Agreement (the "Credit Agreement")), for the period of four consecutive fiscal quarters ending on such date). The Company will pay an annual commitment fee (ranging from 0.15 % to 0.30 %), based on the Company's consolidated total leverage ratio, on the amount available for borrowing under the revolving credit facility. The Senior Credit Facility is collateralized by substantially all of the assets of the Company’s U.S. subsidiaries, excluding intangible assets. The Senior Credit Facility is subject to various financial and negative covenants and at March 31, 2023, the Company was in compliance with all such covenants. The Company capitalized $ 7.6 million in deferred financing costs in connection with the modification of the Senior Credit Facility and wrote off $ 0.2 million of previously capitalized financing costs during the first quarter of 2023. At March 31, 2023 and December 31, 2022 there wa s no balance ou tstanding under the revolving portion of the Senior Credit Facility. At March 31, 2023 and December 31, 2022, there was $ 775.0 million outstanding under the term loan component of the Senior Credit Facility at a weighted average interest rate of 6.3 % and 5.6 %, respectively. As of March 31, 2023 there was no portion of the Term Loan component of the Senior Credit Facility classified as current on the condensed consolidated balance sheet. As of December 31, 2022, there was $ 38.1 million of the Term Loan component of the Senior Credit Facility classified as current on the consolidated balance sheets under the prior terms of the agreement. The fair value of outstanding borrowings of the Senior Credit Facility's Term Loan component at March 31, 2023 was $ 750.9 million. This fair value was determined by using a discounted cash flow model based on current market interest rates available to the Company. These inputs are corroborated by observable market data for similar liabilities and therefore classified within Level 2 of the fair value hierarchy. Level 2 inputs represent inputs that are observable for the asset or liability, either directly or indirectly, and are other than active market observable i nputs that reflect unadjusted quoted prices for identical assets or liabilities. Letters of credit outstanding as of March 31, 2023 and December 31, 2022 to taled $ 1.6 million. There were no amounts drawn as of March 31, 2023. Contractual repayments of the Term Loan component of the Senior Credit Facility are due as follows: Quarter Ended March 31, 2023 Principal Repayment Dollars in thousands Remainder of 2023 $ — 2024 $ 14,531 2025 $ 33,906 2026 $ 38,750 Thereafter 687,813 $ 775,000 Future interest payments on the term loan component of the Senior Credit Facility based on current interest rates are expected to approximate $ 35.9 million for remainder of 2023, $ 38.1 million in 2024, $ 32.6 million in 2025, $ 30.0 million in 2026, and $ 34.5 million thereafter . Interest is calculated on the term loan portion of the Senior Credit Facility based on SOFR plus the certain amounts set forth in the Credit Agreement. As the revolving credit facility and Securitization Facility can be repaid at any time, no interest has been included in the calculation. Any outstanding borrowings on the revolving credit component of the Senior Credit Facility is due on March 24, 2028. Convertible Senior Notes On February 4, 2020, the Company issued $ 575.0 million aggregate principal amount of its 0.5 % Convertible Senior Notes due 2025 (the "2025 Notes"). The 2025 Notes will mature on August 15, 2025 and bear interest at a rate of 0.5 % per annum payable semi-annually in arrears, unless earlier converted, repurchased or redeemed in accordance with the terms of the 2025 Notes. In connection with this offering, the Company capitalized $ 13.2 million of financing fees. 15 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The 2025 Notes are senior, unsecured obligations of the Company, and are convertible into cash and shares of its common stock based on initial conversion rate, subject to adjustment of 13.5739 shares per $1,000 principal amounts of the 2025 Notes (which represents an initial conversion price of $ 73.67 per share). The 2025 Notes convert only in the following circumstances: (1) if the closing price of the Company's common stock has been at least 130 % of the conversion price during the period; (2) if the average trading price per $1,000 principal amount of the 2025 Notes is less than or equal to 98 % of the average conversion value of the 2025 Notes during a period as defined in the indenture; (3) at any time on or after February 20, 2023; or (4) if specified corporate transactions occur. As of March 31, 2023, none of these conditions existed with respect to the 2025 Notes and as a result the 2025 Notes are classified as long term. On December 9, 2020, the Company entered into the First Supplemental Indenture to the original agreement dated as of February 4, 2020 between the Company and Citibank, N.A., as trustee, governing the Company’s outstanding 2025 Notes. The Company irrevocably elected (1) to eliminate the Company’s option to choose physical settlement on any conversion of the 2025 Notes that occurs on or after the date of the First Supplemental Indenture and (2) with respect to any Combination Settlement for a conversion of the 2025 Notes, the Specified Dollar Amount that will be settled in cash per $1,000 principal amount of the 2025 Notes shall be no lower than $ 1,000 . Holders of the Notes will have the right to require the Company to repurchase for cash all or a portion of their Notes at 100 % of their principal amount, plus any accrued and unpaid interest, upon the occurrence of a fundamental change (as defined in the indenture relating to the Notes). The Company will also be required to increase the conversion rate for holders who convert their Notes in connection with certain fundamental changes occurring prior to the maturity date or following delivery by the Company of a notice of redemption. In connection with the issuance of the 2025 Notes, the Company entered into call transactions and warrant transactions, primarily with affiliates of the initial purchasers of the 2025 Notes (the “hedge participants”). The cost of the call transactions was $ 104.2 million for the 2025 Notes. The Company received $ 44.5 million of proceeds from the warrant transactions for the 2025 Notes. The call transactions involved purchasing call options from the hedge participants, and the warrant transactions involved selling call options to the hedge participants with a higher strike price than the purchased call options. The initial strike price of the call transactions was $ 73.67 , subject to anti-dilution adjustments substantially similar to those in the 2025 Notes. The initial strike price of the warrant transactions was $ 113.34 for the 2025 Notes, subject to customary anti-dilution adjustments. At March 31, 2023 , the carrying amount of the liability w as $ 575.0 million. The fair value of the 2025 Notes at March 31, 2023 was $ 561.7 million. Factors that the Company considered when estimating the fair value of the 2025 Notes included recent quoted market prices or dealer quote. The level of the 2025 Notes is considered as Level 1. Securitization Facility In 2018, the Company entered into an accounts receivable securitization facility (the "Securitization Facility") under which accounts receivable of certain domestic subsidiaries are sold on a non-recourse basis to a special purpose entity (“SPE”), which is a bankruptcy-remote, consolidated subsidiary of the Company. Accordingly, the assets of the SPE are not available to satisfy the obligations of the Company or any of its subsidiaries. From time to time, the SPE may finance such accounts receivable with a revolving loan facility secured by a pledge of such accounts receivable. The amount of outstanding borrowings on the Securitization Facility at any one time is limited to $ 150.0 million. The Securitization Facility Agreement ("Securitization Agreement") governing the Securitization Facility contains certain covenants and termination events. An occurrence of an event of default or a termination event under this Securitization Agreement may give rise to the right of its counterparty to terminate this facility. As of March 31, 2023, the Company was in compliance with the covenants and none of the termination events had occurred. On May 28, 2021, the Company entered into an amendment (the "May 2021 Amendment") of the Securitization Facility which extended the maturity date from December 21, 2021 to May 28, 2024. The May 2021 Amendment does not increase the Company’s total indebtedness. The Securitization Facility is currently indexed to LIBOR. At March 31, 2023 and December 31, 2022, the Company had $ 102.5 million and $ 104.7 million, respectively, of outstanding borrowings under its Securitization Facility at a weighted average interest rate of 5.8 % and 5.0 %, respectively. In April 2023, we amended the facility to replace LIBOR with SOFR-indexed interest. The fair value of the outstanding borrowing of the Securitization Facility at March 31, 2023 was $ 102.2 million. These fair values were determined by using a discounted cash flow model based on current market interest rates available to the Company. These inputs are corroborated by observable market data for similar liabilities and therefore classified within Level 2 of the fair value hierarchy. Level 2 inputs represent inputs that are observable for the asset or liability, either directly or indirectly, and are other than active market observable i nputs that reflect unadjusted quoted prices for identical assets or liabilities. 16 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) 7. DERIVATIVE INSTRUMENTS Interest Rate Hedging The Company’s interest rate risk relates to U.S. dollar denominated variable interest rate borrowings. The Company uses interest rate swap derivative instruments to manage earnings and cash flow exposure resulting from changes in interest rates. These interest rate swaps apply a fixed interest rate on a portion of the Company's expected SOFR-indexed borrowings. In connection with the March 2023 Amendment to the Senior Credit Facility, the Company amended its interest rate from LIBOR to SOFR-indexed interest. In March 2023, the Company entered into a basis swap where the Company receives Term SOFR and pays LIBOR to convert the portfolio of swaps from LIBOR to SOFR. The Company held the following interest rate swaps as of March 31, 2023 and December 31, 2022 (dollar amounts in thousands): March 31, 2023 March 31, 2023 Hedged Item Notional Amount Designation Date Effective Date Termination Date Fixed Interest Rate Estimated Fair Value Asset (Liability) 1-month Term SOFR Loan 150,000 December 13, 2017 July 1, 2019 June 30, 2024 2.423 % 4,022 1-month Term SOFR Loan 200,000 December 13, 2017 January 1, 2018 December 31, 2024 2.313 % 6,738 1-month Term SOFR Loan 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.220 % 1,329 1-month Term SOFR Loan 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.199 % 1,539 1-month Term SOFR Loan 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.209 % 1,441 1-month Term SOFR Loan 100,000 December 18, 2018 December 30, 2022 December 31, 2027 2.885 % 2,770 1-month Term SOFR Loan 100,000 December 18, 2018 December 30, 2022 December 31, 2027 2.867 % 2,708 1-month Term SOFR Loan 575,000 December 15, 2020 July 31, 2025 December 31, 2027 1.415 % 19,406 1-month Term SOFR Loan 125,000 December 15, 2020 July 1, 2025 December 31, 2027 1.404 % 4,567 Basis Swap (1) — March 31, 2023 March 24, 2023 December 31, 2027 N/A ( 1,842 ) $ 1,475,000 $ 42,678 (1) The notional of the basis swap amortizes to match the total notional of the interest rate swap portfolio over time 17 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) December 31, 2022 December 31, 2022 Hedged Item Notional Amount Designation Date Effective Date Termination Date Fixed Interest Rate Estimated Fair Value Asset (Liability) 1-month USD LIBOR Loan 150,000 December 13, 2017 July 1, 2019 June 30, 2024 2.423 % 5,012 1-month USD LIBOR Loan 200,000 December 13, 2017 January 1, 2018 December 31, 2024 2.313 % 8,380 1-month USD LIBOR Loan 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.220 % 1,831 1-month USD LIBOR Loan 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.199 % 1,905 1-month USD LIBOR Loan 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.209 % 1,970 1-month USD LIBOR Loan 100,000 December 18, 2018 December 30, 2022 December 31, 2027 2.885 % 4,252 1-month USD LIBOR Loan 100,000 December 18, 2018 December 30, 2022 December 31, 2027 2.867 % 4,153 1-month USD LIBOR Loan 575,000 December 15, 2020 July 31, 2025 December 31, 2027 1.415 % 23,742 1-month USD LIBOR Loan 125,000 December 15, 2020 July 1, 2025 December 31, 2027 1.404 % 5,467 $ 1,475,000 $ 56,712 The Company has designated these derivative instruments as cash flow hedges. The Company assesses the effectiveness of these derivative instruments and has recorded the changes in the fair value of the derivative instrument designated as a cash flow hedge as unrealized gains or losses in accumulated other comprehensive loss (“AOCL”), net of tax, until the hedged item affected earnings, at which point any gain or loss was reclassified to earnings. If the hedged cash flow does not occur, or if it becomes probable that it will not occur, the Company will reclassify the remaining amount of any gain or loss on the related cash flow hedge recorded in AOCL to interest expense at that time. Foreign Currency Hedging From time to time, the Company enters into foreign currency hedge contracts intended to protect the U.S. dollar value of certain forecasted foreign currency denominated transactions. The Company assesses the effectiveness of the contracts that are designated as hedging instruments. The changes in fair value of foreign currency cash flow hedges are recorded in AOCL, net of tax. Those amounts are subsequently reclassified to earnings from AOCL as impacted by the hedged item when the hedged item affects earnings. If the hedged forecasted transaction does not occur or if 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. For contracts not designated as hedging instruments, the changes in fair value of the contracts are recognized in other income, net in the consolidated statements of operation, along with the offsetting foreign currency gain or loss on the underlying assets or liabilities. The success of the Company’s hedging anticipated currency exchange gains or losses to the extent that there are differences between forecasted and actual activities during periods of currency volatility. In addition, changes in currency exchange rates related to any unhedged transactions may affect earnings and cash flows. Cross-Currency Rate Swaps On September 26, 2022, the Company amended the CHF-denominated intercompany loan to extend the termination date to September 2023 and as a result, the Company early terminated the cross-currency swap designated as cash flow hedge of an intercompany loan with aggregate notional amount of 50.0 million. Simultaneously, the Company entered into a cross-currency swap agreement to convert a notional amount of CHF 48.5 million equivalent to 49.1 million of this amended intercompany loan into U.S. dollars. The loss recorded by the Company upon the settlement of the swap was not material for the period. On December 21, 2020, the Company entered into cross-currency swap agreements to convert a notional amount of $ 471.6 million equivalent to 420.1 million of a CHF-denominated intercompany loan into U.S. dollars. The CHF-denominated intercompany loan was the result of an intra-entity transfer of certain intellectual property rights to a subsidiary in Switzerland completed during the fourth quarter of 2020. The intercompany loan requires quarterly payments of CHF 5.8 million plus accrued interest. As a result, the aggregate notional amount of the related cross-currency swaps will decrease by a corresponding amount. 18 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The objective of these cross-currency swaps is to reduce volatility of earnings and cash flows associated with changes in the foreign currency exchange rate. Under the terms of these contracts, which have been designated as cash flow hedges, the Company will make interest payments in Swiss Francs and receive interest in U.S. dollars. Upon the maturity of these contracts, the Company will pay the principal amount of the loans in Swiss Francs and receive U.S. dollars from the counterparties. The Company held the following cross-currency rate swaps as of March 31, 2023 and December 31, 2022 (dollar amounts in thousands): March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022 Effective Date Termination Date Fixed Rate Aggregate Notional Amount Fair Value Asset (Liability) Pay CHF December 21, 2020 December 22, 2025 3.00 % CHF 373,227 397,137 ( 3,033 ) ( 4,241 ) Receive U.S.$ 3.98 % $ 418,980 445,821 Pay CHF September 28, 2022 September 29, 2023 1.95 % CHF 48,533 48,532 ( 4,011 ) ( 3,528 ) Receive U.S.$ 5.32 % $ 49,142 49,142 Total $ ( 7,044 ) $ ( 7,769 ) The cross-currency swaps are carried on the consolidated balance sheet at fair value, and changes in the fair values are recorded as unrealized gains or losses in AOCL. For the three months ended March 31, 2023, and 2022, the Company recorded a loss of $ 4.9 million and a gain $ 6.5 million, respectively, in other income, net related to change in fair value related to the foreign currency rate translation to offset the losses recognized on the intercompany loans. For the three months ended March 31, 2023, and 2022, the Company recorded a gain of $ 7.5 million and $ 7.9 million in AOCL, respectively, related to change in fair value of the cross-currency swaps. For the three months ended March 31, 2023, and 2022, the Company recorded a gain of $ 1.5 million and $ 1.8 million, respectively, in other income, net included in the consolidated statements of operations related to the interest rate differential of the cross-currency swaps. The estimated gain that is expected to be reclassified to other income (expense), net from AOCL as of March 31, 2023 within the next twelve months is $ 0.1 million. As of March 31, 2023, the Company does not expect any gains or losses will be reclassified into earnings as a result of the discontinuance of these cash flow hedges because the original forecasted transaction will not occur. Net Investment Hedges The Company manages certain foreign exchange risks through a variety of strategies, including hedging. The Company is exposed to foreign exchange risk from its international operations through foreign currency purchases, net investments in foreign subsidiaries, and foreign currency assets and liabilities created in the normal course of business. On October 1, 2018 and December 16, 2020, the Company entered into cross-currency swap agreements designated as net investment hedges to partially offset the effects of foreign currency on foreign subsidiaries. 19 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The Company held the following cross-currency rate swaps designated as net investment hedges as of March 31, 2023 and December 31, 2022, respectively (dollar amounts in thousands): March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022 Effective Date Termination Date Fixed Rate Aggregate Notional Amount Fair Value Asset (Liability) Pay EUR October 3, 2018 September 30, 2023 — % EUR 51,760 51,760 3,989 4,713 Receive U.S.$ 2.57 % $ 60,000 60,000 Pay EUR October 3, 2018 September 30, 2025 — % EUR 38,820 38,820 3,932 4,307 Receive U.S.$ 2.19 % $ 45,000 45,000 Pay CHF May 26, 2022 December 16, 2028 — % CHF 288,210 288,210 ( 14,711 ) ( 14,663 ) Receive U.S.$ 1.94 % $ 300,000 300,000 Total $ ( 6,790 ) $ ( 5,643 ) The cross-currency swaps were carried on the consolidated balance sheet at fair value and changes in the fair values were recorded as unrealized gains or losses in AOCL. For the three months ended March 31, 2023 and 2022, the Company recorded a loss of $ 1.1 million and a gain $ 1.3 million, respectively, in AOCL related to the change in fair value of the cross-currency swaps. For the three months ended March 31, 2023, and 2022, the Company recorded gains of $ 2.1 million and $ 1.3 million, respectively, in interest income included in the consolidated statements of operations related to the interest rate differential of the cross-currency swaps. The estimated gain that is expected to be reclassified to interest income from AOCL as of March 31, 2023 within the next twelve months is $ 10.9 million. Foreign Currency Forward Contract The Company has entered into a hedge for forecasted intercompany purchases denominated in foreign currencies through the use of forward contracts designated as cash flow hedges. To the extent these forward contracts meet hedge accounting criteria, changes in their fair value are not included in accumulated comprehensive loss. These changes in fair value will be recognized into earnings as a component of cost of sales when the forecasted-transaction occurs. During the first quarter of 2023 the Company entered into Foreign Currency Forward Contracts with a notional amount of $ 10.8 million to mitigate the risk of foreign currency on intercompany purchases in CHF. During the three months ended March 31, 2023 the Company recorded an immaterial loss in AOCL related to the change in fair value of the Foreign Currency Forward Contracts. Counterparty Credit Risk The Company manages its concentration of counterparty credit risk on its derivative instruments by limiting acceptable counterparties to a group of major financial institutions with investment grade credit ratings, and by actively monitoring their credit ratings and outstanding positions on an ongoing basis. Therefore, the Company considers the credit risk of the counterparties to be low. Furthermore, none of the Company’s derivative transactions are subject to collateral or other security arrangements, and none contain provisions that depend upon the Company’s credit ratings from any credit rating agency. Fair Value of Derivative Instruments The Company has classified all of its derivative instruments within Level 2 of the fair value hierarchy because observable inputs are available for substantially the full term of the derivative instruments. The fair values of the interest rate swaps and cross-currency swaps were developed using a market approach based on publicly available market yield curves and the terms of the swap. The Company performs ongoing assessments of counterparty credit risk. 20 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The following table summarizes the fair value for derivatives designated as hedging instruments in the condensed consolidated balance sheets as of March 31, 2023 and December 31, 2022: Fair Value as of Location on Balance Sheet (1) : March 31, 2023 December 31, 2022 Dollars in thousands Derivatives designated as hedges — Assets: Prepaid expenses and other current assets Cash Flow Hedges Interest rate swap (2) $ 15,659 $ 16,682 Cross-currency swap 4,139 4,497 Net Investment Hedges Cross-currency swap 10,942 11,653 Other assets Cash Flow Hedges Interest rate swap (2) 28,861 40,030 Cross-currency swap — — Net Investment Hedges Cross-currency swap 2,940 3,311 Total derivatives designated as hedges — Assets $ 62,541 $ 76,173 Derivatives designated as hedges — Liabilities: Accrued expenses and other current liabilities Cash Flow Hedges Interest rate swap (2) $ 762 $ — Cross-currency swap 4,011 3,528 Foreign currency forward contracts 69 Net Investment Hedges Cross-currency swap — — Other liabilities Cash Flow Hedges Interest rate swap (2) 1,080 — Cross-currency swap 7,172 8,738 Net Investment Hedges Cross-currency swap 20,672 20,608 Total derivatives designated as hedges — Liabilities $ 33,766 $ 32,874 (1) The Company classifies derivative assets and liabilities as current based on the cash flows expected to be incurred within the following 12 months. (2) At March 31, 2023 and December 31, 2022, the total notional amounts related to the Company’s interest rate swaps were both $ 1.5 billion, respectively. 21 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The following presents the effect of derivative instruments designated as cash flow hedges and net investment hedges on the accompanying condensed consolidated statement of operations during the three months ended March 31, 2023 and 2022: Dollars in thousands Balance in AOCL Beginning of Quarter Amount of Gain (Loss) Recognized in AOCL Amount of Gain (Loss) Reclassified from AOCL into Earnings Balance in AOCL End of Quarter Location in Statements of Operations Three Months Ended March 31, 2023 Cash Flow Hedges Interest rate swap $ 56,712 $ ( 10,534 ) $ 3,500 $ 42,678 Interest expense Cross-currency swap ( 20,271 ) 2,191 ( 3,504 ) ( 14,576 ) Other income, net Foreign Currency Forward Contract — ( 69 ) — ( 69 ) Cost of Sales Net Investment Hedges Cross-currency swap ( 6,914 ) 950 2,096 ( 8,060 ) Interest income $ 29,527 $ ( 7,462 ) $ 2,092 $ 19,973 Three Months Ended March 31, 2022 Cash Flow Hedges Interest rate swap $ ( 43,956 ) $ 41,675 $ ( 5,213 ) $ 2,932 Interest expense Cross-currency swap ( 9,688 ) 316 8,331 ( 17,703 ) Other income, net Net Investment Hedges Cross-currency swap ( 2,312 ) 1,309 1,320 ( 2,323 ) Interest income $ ( 55,956 ) $ 43,300 $ 4,438 $ ( 17,094 ) Derivative Instruments not designated hedges: During the second quarter of 2021, the Company entered into a foreign currency swap, with a notional amount of $ 7.3 million to mitigate the risk from fluctuations in foreign currency exchange rates associated with an intercompany loan denominated in JPY. In a foreign currency swap transaction, the Company agrees with another party to exchange, at specified intervals, the difference between one currency and another currency at a fixed exchange rate, generally set at inception, calculated by reference to an agreed upon notional amount. The notional amount of each currency is exchanged at the inception and termination of the currency swap by each party. The Company subsequently paid down a portion of this swap, bringing the notional amount down to $ 6.4 million. The following table summarizes the gains (losses) of derivative instruments not designated as hedges on the condensed consolidated statements of income, which was included in other income: Dollars in thousands Three Months Ended March 31, 2023 2022 Foreign currency swaps 55 360 Total $ 55 $ 360 8. STOCK-BASED COMPENSATION As of March 31, 2023, the Company had stock options, restricted stock awards, performance stock awards, contract stock awards and restricted stock unit awards outstanding under the Integra LifeSciences Holdings Corporation Fifth Amended and Restated 2003 Equity Incentive Plan (the “2003 Plan”). The 2000 and 2001 Equity Incentive Plans were terminated as of February 19, 2021, and no further awards may be issued under the plans. Stock options issued under the 2003 Plan become exercisable over specified periods, generally within four years from the date of grant for officers and employees, within one year from date of grant for directors which generally expire eight years from the grant date for employees, and from six to ten years for directors and certain executive officers, except in certain instances that result in accelerated vesting due to death, disability, retirement age or change in-control provisions within their grant agreements. The Company values stock option grants using the binomial distribution model. Restricted stock issued under the Plans vests over specified periods, generally three years after the date of grant. The vesting of performance stock issued under the Plans is subject to service and performance conditions. 22 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) Stock Options As of March 31, 2023, there were approximately $ 5.6 million of total unrecognized compensation costs related to unvested stock options. These costs are expected to be recognized over a weighted-average period of approximately three years . There were 151,293 stock options granted during the three months ended March 31, 2023. For the three months ended March 31, 2023, the weighted average grant date fair value for stock options granted was $ 21.58 per option. Awards of Restricted Stock and Performance Stock Performance stock and restricted stock awards generally have requisite service periods of three years , except in certain instances that result in accelerated vesting due to death, disability, retirement age provision or change in-control provisions in their grant agreements. Performance stock units are subject to graded vesting conditions based on revenue goals of the Company. The Company expenses the fair value of restricted stock awards on a straight-line basis over the requisite service period. As of March 31, 2023, there was approximately $ 48.6 million of total unrecognized compensation costs related to these unvested awards. The Company expects to recognize these costs over a weighted-average period of approximately two years . The Company granted 346,745 restricted stock awards and 161,218 performance stock awards during the three months ended March 31, 2023. For the three months ended March 31, 2023, the weighted average grant date fair value for restricted stock awards and performance stock units granted was $ 53.37 and $ 52.87 per award, respectively. The Company also maintains an Employee Stock Purchase Plan (the “ESPP”), which provides eligible employees with the opportunity to acquire shares of common stock at periodic intervals by means of accumulated payroll deductions. The ESPP is a non-compensatory plan based on its terms. 9. RETIREMENT PLANS The Company maintains defined benefit pension plans that cover certain employees in France, Japan, Germany and Switzerland. Net periodic benefit costs for the Company’s defined benefit pension plans for the three months ended March 31, 2023 were $ 0.3 million. The components of the net periodic benefit costs other than the service cost component of $ 0.5 million for the three months ended March 31, 2023 are included in other income, net in the consolidated statements of operations. Net periodic benefit costs for the Company’s defined benefit pension plans for the three months ended March 31, 2022 were $ 0.3 million. The components of the net periodic benefit costs other than the service cost component of $ 0.7 million for the three months ended March 31, 2022 are included in other income, net in the consolidated statements of operations. The estimated fair values of plan assets were $ 36.4 million and $ 38.1 million as of March 31, 2023 and December 31, 2022, respectively. The net plan assets of the pension plans are invested in common trusts as of March 31, 2023 and December 31, 2022. Common trusts are classified as Level 2 in the fair value hierarchy. The fair value of common trusts is valued at the net asset value based on the fair values of the underlying investments of the trusts as determined by the sponsor of the trusts. The investment strategy of the Company's defined benefit plans is both to meet the liabilities of the plans as they fall due and to maximize the return on invested assets within an appropriate risk profile. Deferred Compensation Plan The Company maintains a Deferred Compensation Plan in which certain employees of the Company may defer the payment and taxation of up to 75 % of their base salary and up to 100 % of bonus amounts and other eligible cash compensation. This deferred compensation is invested in funds offered under this plan and is valued based on Level 1 measurements in the fair value hierarchy. Assets of the Company's deferred compensation plan are included in other current assets and recorded at fair value based on their quoted market prices. The fair value of these assets were $ 5.0 million and $ 4.7 million as of March 31, 2023 and December 31, 2022, respectively. Offsetting liabilities relating to the deferred compensation plan are included in Other liabilities. 10. LEASES AND RELATED PARTY LEASES The Company leases administrative, manufacturing, research and distribution facilities and vehicles through operating lease agreements. The Company has no finance leases as of March 31, 2023. Many of the Company's leases include both lease (e.g., fixed payments including rent) and non-lease components (e.g., common-area or other maintenance costs). For vehicles, the Company has elected the practical expedient to group lease and non-lease components. 23 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) Most facility leases include one or more options to renew. The exercise of lease renewal options is typically at the Company's sole discretion, therefore, the majority of renewals to extend the lease terms are not included in the Right of Use ("ROU") assets and lease liabilities as they are not reasonably certain of exercise. The Company regularly evaluates renewal options and when they are reasonably certain of exercise, the renewal period is included in the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses a collateralized incremental borrowing rate based on the information available at the lease commencement date in determining the present value of the lease payments. Total operating lease expense for the three months ended March 31, 2023 and March 31, 2022 was $ 6.0 million and $ 4.9 million respectively, which includes $ 0.1 million, in related party operating lease expense. Supplemental balance sheet information related to operating leases were as follows: Dollars in thousands, except lease term and discount rate March 31, 2023 December 31, 2022 ROU assets $ 146,514 $ 148,284 Current lease liabilities 14,792 14,624 Non-current lease liabilities 156,910 157,420 Total lease liabilities $ 171,702 $ 172,044 Weighted average remaining lease term (in years): Leased facilities 17.1 years 16.9 years Leased vehicles 2.0 years 2.0 years Weighted average discount rate: Leased facilities 5.4 % 5.4 % Leased vehicles 2.8 % 2.7 % Supplemental cash flow information related to leases for the three months ended March 31, 2023 and 2022 were as follows: Dollars in thousands March 31, 2023 March 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 4,319 $ 4,696 ROU assets obtained in exchange for lease liabilities: Operating leases $ 1,721 $ 507 Future minimum lease payments under operating leases at March 31, 2023 were as follows: Dollars in thousands Related Parties Third Parties Total Remainder of 2023 $ 222 $ 15,870 $ 16,092 2024 296 21,086 21,382 2025 296 19,753 20,049 2026 296 17,148 17,444 2027 296 16,205 16,501 2028 296 13,951 14,247 Thereafter 246 151,206 151,452 Total minimum lease payments $ 1,948 $ 255,219 $ 257,167 Less: Imputed interest 85,465 Total lease liabilities 171,702 Less: Current lease liabilities 14,792 Long-term lease liabilities 156,910 24 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) There were no future minimum lease payments under finance leases at March 31, 2023. Related Party Leases The Company leases its manufacturing facility in Plainsboro, New Jersey, from Plainsboro Associates, a New Jersey general partnership. Ocirne, Inc., a subsidiary of Provco Industries, owns a 50 % % interest in Plainsboro Associates. Provco Industries is the corporate general partner of Tru St. Partnership LLP, a principal stockholder of the Company. The term of the current lease agreement is through October 31, 2029 at an annual rate of approximately $ 0.3 million per year. The current lease agreement also provides (i) a 5 -year renewal option for the Company to extend the lease from November 1, 2029 through October 31, 2034 at the fair market rental rate of the premises, and (ii) another 5 -year renewal option to extend the lease from November 1, 2034 through October 31, 2039 at the fair market rental rate of the premises. 11. TREASURY STOCK As of March 31, 2023 and December 31, 2022, there were 8.9 million and 6.8 million shares of treasury stock outstanding with a cost of $ 481.7 million and $ 362.9 million, at a weighted average cost per share of $ 54.01 and $ 53.18 , respectively. On January 26, 2023, the Company entered into a $ 150 million accelerated share repurchase ("2023 ASR") and received 2.1 million shares of the Company common stock at inception of the 2023 ASR, which represented approximately 80 % of the expected total shares under the 2023 ASR. The remaining repurchase transactions are expected to be completed in the second quarter of 2023. On August 16, 2022, the Inflation Reduction Act of 2022 (the “Act”) was signed into law. The Act implements a new excise tax of 1% on the net share repurchases made by the company effective for share repurchases performed January 1, 2023, or after. The company accrued $ 1.2 million regarding the excise tax in Q-1 related to the ASR mentioned above. On January 12, 2022, the Company entered into a $ 125 million accelerated share repurchase ("2022 ASR") and received 1.48 million shares of Company common stock at inception of the 2022 ASR, which represented approximately 80 % of the expected total shares under the 2022 ASR. On March 24, 2022, the early exercise provision under the 2022 ASR was exercised by 2022 ASR counterparty. Upon settlement on March 24, 2022, the Company received an additional 0.46 million shares determined using the volume-weighted average price of the Company's common stock during the term of the 2022 ASR. 12. INCOME TAXES The following table provides a summary of the Company's effective tax rate: Three Months Ended March 31, 2023 2022 Reported tax rate 18.6 % 16.3 % The Company’s effective income tax rates for the three months ended March 31, 2023 and 2022 w ere 18.6 % and 16.3 %, respectively. For the three months ended March 31, 2023, the primary driver of the higher tax rate relates to a reduction of excess tax benefits from stock compensation. Changes to income tax laws and regulations, in any of the tax jurisdictions in which the Company operates, could impact the effective tax rate. Various governments, both U.S. and non-U.S., are increasingly focused on tax reform and revenue-raising legislation. Further, legislation in foreign jurisdictions may be enacted, in response to the base erosion and profit-sharing project begun by the Organization for Economic Cooperation and Development ("OECD"). The OECD recently finalized major reform of the international tax system with respect to a global minimum tax rate. Such changes in U.S. and non-U.S. jurisdictions could have an adverse effect on the Company’s effective tax rate. As of March 31, 2023, the Company has not provided deferred income taxes on unrepatriated earnings from foreign subsidiaries as they are deemed to be indefinitely reinvested unless there is a manner under which to remit the earnings with no material tax cost. Material taxes would primarily be attributable to foreign withholding taxes and local income taxes when such earnings are distributed. The Company will repatriate foreign earnings when there is no need for reinvestment overseas and there is no material cost to bring the earnings back to the United States. Reinvestment considerations would include future acquisitions, transactions, and capital expenditure plans. 25 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) 13. NET INCOME PER SHARE Basic and diluted net income per share was as follows: Three Months Ended March 31, Dollars in thousands, except per share amounts 2023 2022 Basic net income per share: Net income $ 24,226 $ 32,901 Weighted average common shares outstanding 81,871 83,632 Basic net income per common share $ 0.30 $ 0.39 Diluted net income per share: Net income $ 24,226 $ 32,901 Weighted average common shares outstanding — Basic 81,871 83,632 Effect of dilutive securities: Stock options and restricted stock 452 644 Weighted average common shares for diluted earnings per share 82,323 84,276 Diluted net income per common share $ 0.29 $ 0.39 Common stock of approximately 0.3 million an d 0.2 million shares at March 31, 2023, and 2022, res pectively that are issuable through exercise of dilutive securities were not included in the computation of diluted net income per share because their effect would have been anti-dilutive. 14. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Comprehensive income for the three months ended March 31, 2023 and 2022 was as follows: Three Months Ended March 31, Dollars in thousands 2023 2022 Net income $ 24,226 $ 32,901 Foreign currency translation adjustment 4,076 ( 5,683 ) Change in unrealized loss/(gain) on derivatives, net of tax ( 7,377 ) 29,822 Pension liability adjustment, net of tax 103 ( 9 ) Comprehensive income, net $ 21,028 $ 57,031 Changes in accumulated other comprehensive income by component between December 31, 2022 and March 31, 2023 are presented in the table below, net of tax: Dollars in thousands Gains and Losses on Derivatives Defined Benefit Pension Items Foreign Currency Items Total Balance at January 1, 2023 $ 22,817 $ 9,322 $ ( 21,874 ) $ 10,265 Other comprehensive gain (loss) ( 5,754 ) 103 4,076 ( 1,575 ) Less: Amounts reclassified from accumulated other comprehensive income, net 1,623 — — 1,623 Net current-period other comprehensive gain (loss) ( 7,377 ) 103 4,076 ( 3,198 ) Balance at March 31, 2023 $ 15,440 $ 9,425 $ ( 17,798 ) $ 7,067 For the three months ended March 31, 2023, the Company reclassified a gain of $ 4.3 million and a loss of $ 2.7 million from accumulated other comprehensive income to other income, net and interest income, respectively. 26 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) 15. SEGMENT AND GEOGRAPHIC INFORMATION The Company internally manages two global reportable segments and reports the results of its businesses to its chief operating decision maker. The two reportable segments and their activities are described below. • The Codman Specialty Surgical segment includes (i) the Neurosurgery business, which sells a full line of products for neurosurgery and neuro critical care such as tissue ablation equipment, dural repair products, cerebral spinal fluid management devices, intracranial monitoring equipment, and cranial stabilization equipment and (ii) the Instruments business, which sells more than 40,000 instrument patterns and surgical and lighting products to hospitals, surgery centers, dental, podiatry, and veterinary offices. • The TT segment includes such offerings as skin and wound repair, plastics & surgical reconstruction products, bone grafts, and nerve and tendon repair products. The Corporate and other category includes (i) various executive, finance, human resource, information systems and legal functions, (ii) brand management, and (iii) share-based compensation costs. The operating results of the various reportable segments as presented are not comparable to one another because (i) certain operating segments are more dependent than others on corporate functions for unallocated general and administrative and/or operational manufacturing functions, and (ii) the Company does not allocate certain manufacturing costs and general and administrative costs to the operating segment results. Net sales and profit by each reportable segment for the three months ended March 31, 2023 and 2022 are as follows: Three Months Ended March 31, Dollars in thousands 2023 2022 Segment Net Sales Codman Specialty Surgical $ 248,136 $ 247,308 Tissue Technologies 132,710 129,330 Total revenues $ 380,846 $ 376,638 Segment Profit Codman Specialty Surgical $ 110,933 $ 110,160 Tissue Technologies 52,281 53,893 Segment profit 163,214 164,053 Amortization ( 3,108 ) ( 3,894 ) Corporate and other ( 123,724 ) ( 113,995 ) Operating income $ 36,382 $ 46,164 The Company does not allocate any assets to the reportable segments. No asset information is reported to the chief operating decision maker and disclosed in the financial information for each segment. The Company attributes revenues to geographic areas based on the location of the customer. Total revenue by major geographic area consisted of the following: Three Months Ended March 31, Dollars in thousands 2023 2022 United States $ 271,002 $ 263,351 Europe 41,064 43,744 Asia Pacific 50,473 47,717 Rest of World 18,307 21,826 Total Revenues $ 380,846 $ 376,638 16. COMMITMENTS AND CONTINGENCIES In consideration for certain technology, manufacturing, distribution, and selling rights and licenses granted to the Company, the Company has agreed to pay royalties on sales of certain products that it sells. The royalty payments that the Company made under these agreements were not significant for any of the periods presented. 27 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) The Company is subject to various claims, lawsuits and proceedings in the ordinary course of the Company's business, including claims by current or former employees, distributors and competitors and with respect to its products and product liability claims, lawsuits and proceedings, some of which have been settled by the Company. In the opinion of management, such claims are either adequately covered by insurance or otherwise indemnified, or are not expected, individually or in the aggregate, to result in a material, adverse effect on the Company's financial condition. However, it is possible that the Company's results of operations, financial position and cash flows in a particular period could be materially affected by these contingencies. The Company accrues for loss contingencies when it is deemed probable that a loss has been incurred and that loss is estimable. The amounts accrued are based on the full amount of the estimated loss before considering insurance proceeds and do not include an estimate for legal fees expected to be incurred in connection with the loss contingency. The Company consistently accrues legal fees expected to be incurred in connection with loss contingencies as those fees are incurred by outside counsel as a period cost. Contingent Consideration The Company determined the fair value of contingent consideration during the three month period ended March 31, 2023 and March 31, 2022 to reflect the change in estimate, additions, payments, transfers and the time value of money during the period. A reconciliation of the opening balances to the closing balances of these Level 3 measurements for the three months ended March 31, 2023 and March 31, 2022 is as follows (in thousands): Three Months Ended March 31, 2023 Contingent Consideration Liability Related to Acquisition of: Arkis Location in Financial Statements Derma Sciences ACell Surgical Innovations Associates, Inc. (FN 2) Location in Financial Statements Short-term Long-term Long-term Long-term Short-term Long-term Balance as of January 1, 2023 $ 2,845 $ 10,050 $ 230 $ 3,700 $ — $ 57,607 Transfers — — — — 12,500 ( 12,500 ) Change in fair value of contingent consideration liabilities 1,543 1,756 Research and development — ( 2,200 ) — 3,600 Selling, general and administrative Balance as of March 31, 2023 4,388 11,806 230 1,500 12,500 48,707 Three Months Ended March 31, 2022 Contingent Consideration Liability Related to Acquisition of: Arkis Location in Financial Statements Derma Sciences ACell Inc. Location in Financial Statements Short-term Long-term Long-term Short-term Long-term Balance as of January 1, 2022 $ 3,691 $ 11,408 $ 230 $ — $ 21,800 Transfers 59 ( 59 ) — 4,885 ( 4,885 ) Change in fair value of contingent consideration liabilities — ( 1,065 ) Research and development — — 300 Selling, general and administrative Balance as of March 31, 2022 $ 3,750 $ 10,284 $ 230 $ 4,885 $ 17,215 28 INTEGRA LIFESCIENCES HOLDINGS CORPORATION NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued) Arkis BioSciences Inc. As part of the acquisition of Arkis BioSciences Inc. ("Arkis"), the Company is required to pay the former shareholders of Arkis up to $ 25.5 million based on the timing of certain development milestones of $ 10.0 million and commercial sales milestones of $ 15.5 million, respectively. The Company used a probability weighted income approach to calculate the fair value of the contingent consideration that considered the possible outcomes of scenarios related to each specified milestone. The Company estimated the fair value of the contingent consideration to be $ 13.1 million at the acquisition date. The estimated fair value as of March 31, 2023 and March 31, 2022 was $ 16.2 million and $ 14.0 million, respectively. The Company recorded $ 11.8 million and $ 10.3 million in other liabilities at March 31, 2023 and March 31, 2022, respectively, and $ 4.4 million and $ 3.8 million in accrued expenses and other current liabilities at March 31, 2023 and March 31, 2022, respectively, in the consolidated balance sheet of the Company. Derma Sciences The Company assumed contingent consideration incurred by Derma Sciences, Inc. ("Derma Sciences") related to its acquisitions of BioD and the intellectual property related to Medihoney products. The Company accounted for the contingent liabilities by recording their fair value on the date of the acquisition based on a probability weighted income approach. The Company has already paid $ 33.3 million related to the aforementioned contingent liabilities. One contingent milestone remains which relates to net sales of Medihoney™ products exceeding certain amounts defined in the agreement between the Company and Derma Sciences. The potential maximum undiscounted payment amounts to $ 3.0 million. The estimated fair value as of March 31, 2023 and March 31, 2022 was $ 0.2 million. ACell Inc. As part of the ACell Acquisition, the Company is required to make payments to the former shareholders of ACell up to $ 100 million based on the achievement by the Company of certain revenue-based performance milestones in 2023 and 2025. The Company used iterations of the Monte Carlo simulation to calculate the fair value of the contingent consideration that considered the possible outcomes of scenarios related to each specific milestone. The Company estimated the fair value of the contingent consideration to be $ 23.9 million at the acquisition date. The estimated fair value as of March 31, 2023 was $ 1.5 million . The Company recorded $ 1.5 million and $ 17.2 million in other liabilities at March 31, 2023 and March 31, 2022, respectively, and $ 4.9 million in accrued expenses and other current liabilities at March 31, 2022 in the consolidated balance sheets of the Company. The change in the fair value of the contingent obligation was primarily as a result of changes in the timing and amount of revenue estimates. 29 Table of Contents "