2 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
−Removed: AND COMPREHENSIVE INCOME
+Added: AND COMPREHENSIVE LOSS
(Dollars in thousands, except per share amounts)
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
−Removed: 2025 2024 2025 2024
+Added: Three Months Ended March 31,
Total revenue, net $ 391,918 $ 382,653
4 unchanged sentences
Intangible asset amortization 3,776 3,704
−Removed: Goodwill impairment charge — — 511,365 —
Total costs and expenses 380,448 398,150
2 unchanged sentences
Interest expense ( 22,465 ) ( 18,815 )
−Removed: Other (expense) income, net ( 842 ) 2,112 ( 2,932 ) 2,939
+Added: Other income (expense), net 4,480 ( 144 )
Loss before income taxes ( 2,409 ) ( 30,036 )
−Removed: Benefit for income taxes ( 1,420 ) ( 9,667 ) ( 53,042 ) ( 14,399 )
+Added: Provision for income taxes 2,208 ( 4,743 )
Net loss $ ( 4,617 ) $ ( 25,293 )
9 unchanged sentences
(Dollars in thousands, except per share amounts)
−Removed: September 30, 2025 December 31, 2024
+Added: March 31, 2026 December 31, 2025
Current assets:
17 unchanged sentences
Current portion of borrowings under senior credit facility $ 38,750 $ 38,750
+Added: Current portion of borrowings under securitization facility — 87,800
Current portion of lease liability - operating leases 13,932 14,019
−Removed: Convertible securities — 573,170
Accounts payable, trade 87,948 95,726
Contract liabilities 11,623 11,463
+Added: Income tax payable 3,236 3,651
Accrued compensation 58,040 74,079
15 unchanged sentences
240,000 authorized shares;
−Removed: 92,251 and 91,610 issued at September 30, 2025 and December 31, 2024, respectively
+Added: 92,174 and 92,286 issued at March 31, 2026 and December 31, 2025, respectively
Additional paid-in capital 1,340,722 1,338,386
Treasury stock, at cost;
−Removed: 14,416 shares and 14,445 shares at September 30, 2025 and December 31, 2024, respectively
+Added: 14,356 shares and 14,399 shares at March 31, 2026 and December 31, 2025, respectively
( 687,122 ) ( 689,210 )
7 unchanged sentences
(Dollars in thousands)
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
OPERATING ACTIVITIES:
2 unchanged sentences
Depreciation and amortization 38,430 37,188
−Removed: Non-cash impairment charges 511,365 12,173
−Removed: Deferred income tax benefit ( 55,316 ) ( 13,743 )
+Added: Deferred income tax provision (benefit) 1,326 ( 1,832 )
Share-based compensation 5,165 1,870
Amortization of debt issuance costs and expenses associated with debt refinancing 995 1,385
−Removed: Non-cash lease expense ( 906 ) ( 129 )
+Added: Non-cash lease adjustment 330 ( 254 )
Loss on disposal of property and equipment 90 495
8 unchanged sentences
Other non-current liabilities 369 1,388
−Removed: Net cash provided by operating activities 38,568 78,642
+Added: Net cash provided by (used in) operating activities 9,803 ( 11,257 )
INVESTING ACTIVITIES:
Purchases of property and equipment ( 14,848 ) ( 28,920 )
−Removed: Cash paid for business acquisitions, net of cash acquired — ( 281,994 )
Purchases of short-term investments — ( 7,000 )
−Removed: Proceeds from maturities of short-term investments — 19,250
−Removed: Net payments from swaps designated as net investment hedges ( 432 ) —
Net cash used in investing activities ( 14,848 ) ( 35,920 )
2 unchanged sentences
Payments on debt ( 35,588 ) ( 15,244 )
−Removed: Repayments of convertible debt ( 574,983 ) —
−Removed: Payment of debt issuance costs ( 3,930 ) —
−Removed: Purchases of treasury stock ( 221 ) ( 50,000 )
Payments for contingent considerations — ( 2,600 )
−Removed: Proceeds from exercised stock options 957 6,398
+Added: Proceeds from exercised stock options and employee stock purchase plan 760 957
Cash taxes paid in net equity settlement ( 1,375 ) ( 2,136 )
1 unchanged sentence
Effect of exchange rate changes on cash and cash equivalents ( 1,491 ) 4,529
−Removed: Net decrease in cash and cash equivalents ( 14,189 ) ( 61,245 )
+Added: Net increase (decrease) in cash and cash equivalents 1,761 ( 7,271 )
Cash and cash equivalents at beginning of period 235,048 246,375
4 unchanged sentences
(Dollars in thousands)
−Removed: Nine Months Ended September 30, 2025
+Added: Three Months Ended March 31, 2026
Common Stock Treasury Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Retained Earnings Total Equity
2 unchanged sentences
Net loss — — — — — — ( 4,617 ) ( 4,617 )
−Removed: Other comprehensive income, net of tax — — — — — 3,465 — 3,465
+Added: Other comprehensive income (loss), net of tax — — — — — ( 863 ) — ( 863 )
Issuance of common stock through employee stock purchase plan 64 1 — — 760 — — 761
2 unchanged sentences
Balance, March 31, 2026 92,174 $ 922 ( 14,356 ) $ ( 687,122 ) $ 1,340,722 $ ( 30,940 ) $ 418,824 $ 1,042,406
−Removed: Net loss — — — — — — ( 484,073 ) ( 484,073 )
−Removed: Other comprehensive loss, net of tax — — — — — ( 6,801 ) — ( 6,801 )
−Removed: Issuance of common stock for vesting of share based awards, net of shares withheld for taxes and forfeitures 201 2 8 345 ( 571 ) — — ( 224 )
−Removed: Share-based compensation
−Removed: — — — — 5,341 — — 5,341
−Removed: Other Adjustments — $ — — — 279 $ — $ — 279
−Removed: Balance, June 30, 2025 92,337 $ 923 ( 14,416 ) $ ( 690,034 ) $ 1,328,130 $ ( 30,907 ) $ 430,549 $ 1,038,661
−Removed: Net loss — — — — — — ( 5,404 ) ( 5,404 )
−Removed: Other comprehensive loss, net of tax — — — — — ( 1,068 ) — ( 1,068 )
−Removed: Issuance of common stock for vesting of share based awards, net of shares withheld for taxes and forfeitures ( 86 ) — — 9 ( 207 ) — — ( 198 )
−Removed: Share-based compensation — — — — 5,583 — — 5,583
−Removed: Balance, September 30, 2025 92,251 $ 923 ( 14,416 ) $ ( 690,025 ) $ 1,333,506 $ ( 31,975 ) $ 425,145 $ 1,037,574
−Removed: Nine Months Ended September 30, 2024
+Added: Three Months Ended March 31, 2025
Common Stock Treasury Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Retained Earnings Total Equity
7 unchanged sentences
Balance, March 31, 2025 92,136 $ 921 ( 14,424 ) $ ( 690,379 ) $ 1,323,081 $ ( 24,106 ) $ 914,622 $ 1,524,139
−Removed: Net income — — — — — — ( 12,402 ) ( 12,402 )
−Removed: Other comprehensive loss, net of tax — — — — — ( 8,080 ) — ( 8,080 )
−Removed: Issuance of common stock for vesting of share based awards, net of shares withheld for taxes and forfeitures 107 1 — 20 ( 101 ) — — ( 80 )
−Removed: Share-based compensation
−Removed: — — — — 7,305 — — 7,305
−Removed: Accelerated shares repurchased — — ( 1,273 ) ( 34,351 ) ( 16,149 ) — — ( 50,500 )
−Removed: Balance, June 30, 2024 91,591 916 ( 14,008 ) ( 680,753 ) 1,301,582 ( 18,726 ) 931,176 1,534,195
−Removed: Net income — — — — — — ( 10,695 ) ( 10,695 )
−Removed: Other comprehensive income, net of tax — — — — — ( 6,128 ) — ( 6,128 )
−Removed: Issuance of common stock for vesting of share based awards, net of shares withheld for taxes and forfeitures ( 3 ) — — 10 ( 181 ) — — ( 171 )
−Removed: Share-based compensation — — — — 4,386 — — 4,386
−Removed: Accelerated shares repurchased — — ( 446 ) ( 11,067 ) 11,067 — — —
−Removed: Balance, September 30, 2024 91,588 916 ( 14,454 ) ( 691,810 ) 1,316,854 ( 24,854 ) 920,481 1,521,587
The accompanying unaudited notes are an integral part of these condensed consolidated financial statements.
3 unchanged sentences
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.
−Removed: In the opinion of management, the September 30, 2025 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 for the periods presented.
+Added: In the opinion of management, the March 31, 2026 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 for the periods presented.
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.
1 unchanged sentence
The consolidated balance sheet as of December 31, 2025 was derived from audited financial statements, but does not include all disclosures required by GAAP.
−Removed: Operating results for the three and nine-month period ended September 30, 2025 are not necessarily indicative of the results to be expected for the entire year.
+Added: Operating results for the three-month period ended March 31, 2026 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.
3 unchanged sentences
Recent Accounting Pronouncements
−Removed: In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740):
−Removed: Improvements to Income Tax Disclosures (“ASU 2023-09”) which enhances the transparency of income tax disclosures by expanding annual disclosure requirements related to the rate reconciliation and income taxes paid.
−Removed: The amendments are effective for fiscal years beginning after December 15, 2024.
−Removed: The amendments should be applied on a prospective basis.
−Removed: Retrospective application to all prior periods presented in the financial statements is permitted.
−Removed: The Company will adopt ASU 2023-09 for the annual period ending on December 31, 2025 on a prospective basis.
−Removed: The Company is currently evaluating the impact that the adoption of this guidance will have on its disclosures.
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):
6 unchanged sentences
The Company is currently evaluating the impact that the adoption of this guidance will have on its disclosures.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):
2 unchanged sentences
This ASU is effective for fiscal years beginning after December 15, 2027, and interim periods within those fiscal years, with early adoption permitted as of the beginning of a fiscal year.
−Removed: The amendments may be applied prospectively, retrospectively, or via a modified prospective transition method.
+Added: The amendment may be applied prospectively, retrospectively, or via a modified prospective transition method.
The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.
+Added: In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815):
+Added: Hedge Accounting Improvements (“ASU 2025-09”), which amends existing guidance to clarify and enhance the hedge accounting guidance in FASB Topic 815 and better align hedge accounting with the economics of an entity’s risk management strategies to enable entities to achieve and maintain hedge accounting for highly effective economic hedges.
+Added: This ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within those fiscal years, with early adoption permitted.
+Added: The amendment may be applied prospectively for all hedging relationships.
+Added: The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832):
+Added: Accounting for Government Grants by Business Entities (“ASU 2025-10”), which establishes authoritative guidance on the recognition, measurement, presentation, and disclosure for government grants received by business entities.
+Added: This amendment defines a government grant, establishes when and how a grant related to an asset or income is recognized and measured, and includes presentation and disclosure requirements.
+Added: This ASU is effective for fiscal years beginning after December 15, 2028, and interim periods within those fiscal years, with early adoption permitted.
+Added: The amendment may be applied using a modified prospective, modified retrospective, or fully retrospective transition method.
+Added: The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.
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.
Cash and cash equivalents
−Removed: The Company had cash and cash equivalents, primarily consisting of cash on-hand, as well as time deposits with original maturities of three months or less and money market funds, which are highly liquid and readily convertible to cash, totaling approximately $ 232.2 million and $ 246.4 million at September 30, 2025 and December 31, 2024, respectively.
+Added: The Company had cash and cash equivalents, primarily consisting of cash on-hand, as well as time deposits with original maturities of three months or less and money market funds, which are highly liquid and readily convertible to cash, totaling approximately $ 236.8 million and $ 235.0 million at March 31, 2026 and December 31, 2025, respectively.
Short-term investments
−Removed: The Company had short-term investments, primarily consisting of time deposits with original maturities between three months and one year, totaling approximately $ 35.7 million and $ 27.2 million at September 30, 2025 and December 31, 2024, respectively.
+Added: The Company had short-term investments, primarily consisting of time deposits with original maturities between three months and one year, totaling approximately $ 28.7 million and $ 28.7 million at March 31, 2026 and December 31, 2025, respectively.
The short-term investments are valued based on Level 1 measurements in the fair value hierarchy.
+Added: IEEPA tariff refund receivable
+Added: In February 2026, the U.S.
+Added: Supreme Court ruled to invalidate the U.S.
+Added: administration’s tariff program implemented during 2025 under the International Emergency Economic Powers Act (“IEEPA”), concluding that IEEPA did not authorize the broad import duties previously imposed.
+Added: Subsequent to the U.S.
+Added: Supreme Court ruling, the U.S.
+Added: Court of International Trade issued an order directing U.S.
+Added: Customs and Border Protection (“CBP”) to establish an administrative process to issue refunds of any IEEPA tariffs imposed without appropriate authority.
+Added: On April 20, 2026, the CBP launched an online portal referred to as the Consolidated Administration and Processing of Entries (“CAPE”) that can be used to submit IEEPA tariff refund requests.
+Added: All requests will be reviewed by the CBP to determine validity prior to the issuance of refunds
+Added: Any tariffs paid have been capitalized in inventory and have been recognized in cost of goods sold as those products subject to tariffs have been sold.
+Added: During the three months ended March 31, 2026, the Company applied the guidance within FASB Topic 405-20, Liabilities - Extinguishments of Liabilities (“ASC 405-20”).
+Added: As a result, the Company recognized a receivable of $ 18.7 million, recorded in other current assets, for tariffs previously paid on imported goods that are subject to refund.
+Added: Of this amount, $ 3.4 million had been previously expensed in 2025 to cost of goods sold and $ 15.3 million would have been expensed in the current year.
+Added: These adjustments relate to the legal right to receive a refund of IEEPA tariffs previously imposed on the Company without appropriate authority.
Employee termination benefits
−Removed: The Company does not have a written severance plan but has a history of providing benefits for employees in the case of involuntary termination.
−Removed: In situations outside the U.S., there are minimum statutory termination benefits requirements by country that must be paid to the affected employees.
−Removed: The Company records employee severance costs associated with these restructuring activities in accordance with the authoritative guidance for non-retirement post-employment benefits.
−Removed: Charges associated with these activities are recorded when the payment of benefits is probable and can be reasonably estimated.
−Removed: In situations where the Company pays out termination benefits in excess of statutory minimum amounts based on management’s discretion, the Company records these termination costs once communication is made to the affected employees.
+Added: During the three months ended March 31, 2026, the Company adopted a written severance plan that covers most U.S.
+Added: In situations outside the U.S., the Company has severance policies that meet or exceed the minimum statutory termination benefits requirements by country that must be paid to the affected employees.
+Added: The Company records employee severance costs associated with restructuring activities in accordance with the authoritative guidance for non-retirement post-employment benefits.
+Added: Charges associated with these restructuring activities are recorded when the payment of benefits is probable and can be reasonably estimated.
+Added: In situations where the Company pays out termination benefits in excess of the Company’s severance policies based on management’s discretion, the Company records these termination costs once communication is made to the affected employees.
The timing of the recognition of charges for employee severance costs other than minimum statutory benefits depends on whether the affected employees are required to render service beyond their legal notification period in order to receive the benefits.
1 unchanged sentence
Otherwise, charges are recognized when management has approved a specific plan and employee communication requirements have been met.
−Removed: The Company incurred employee termination costs on restructuring activities in the consolidated statement of operations for the nine months ended September 30, 2025 and 2024.
−Removed: The following table summarizes the activity in the restructuring related accrual balances included within accrued expenses and other current liabilities in the consolidated balance sheet for the nine months ended September 30, 2025 and 2024.
−Removed: Nine Months Ended September 30,
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: The Company incurred employee termination costs on restructuring activities in the consolidated statement of operations for the three months ended March 31, 2026 and 2025.
+Added: The following table summarizes the activity in the restructuring related accrual balances included within accrued expenses and other current liabilities in the consolidated balance sheet for the three months ended March 31, 2026 and 2025.
+Added: Three Months Ended March 31,
(Dollars in thousands) 2026 2025
5 unchanged sentences
Balance, end of the period $ 8,749 $ 9,420
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: Segment information
+Added: During the three months ended March 31, 2026, the Company updated the allocation of certain cost and expense information from the Corporate and Other category to the Company’s two reportable segments to align with how the Company’s Chief Operating Decision Maker (“CODM”) reviews and manages the business.
+Added: As a result of this update, the Company retrospectively recast prior period results, by segment, to conform to the current period presentation.
+Added: This update had no impact on the Company’s consolidated results of operations.
+Added: Segment and Geographic Information , for details of the reallocation of certain cost of goods sold and operating expense information to the Company’s reportable segments.
+Added: In addition, during the three months ended March 31, 2026, the Company renamed its Codman Specialty Surgical reportable segment to Specialty Surgery and its Tissue Technologies reportable segment to Tissue Reconstruction to better align with the reportable segments’ business activities, structures, and strategies.
+Added: The reportable segment name change did not result in any change to the composition of the reportable segments and has no impact on previously reported financial information.
ACQUISITIONS AND DIVESTITURES
2 unchanged sentences
The Company made cash payments of $ 10.0 million upon the closing of the acquisition in October 2024, $ 15.0 million on the first anniversary of the acquisition in October 2025, and will make an additional cash payment of $ 20.0 million upon the second anniversary of the acquisition in October 2026.
−Removed: The additional cash payments in October 2025 and October 2026 are included at present value in accrued expenses and other current liabilities and other liabilities, respectively, as of September 30, 2025.
+Added: The additional cash payment to be made in October 2026 is included at its present value in accrued expenses and other current liabilities as of March 31, 2026.
The acquisition of the product rights for Durepair, which consist of certain patents and trademarks, regulatory approvals, and other records, has been accounted for as an asset acquisition in accordance with FASB Topic 805, Business Combinations (“ASC 805”) as the acquisition does not include an assembled workforce and substantially all of the fair value of the assets acquired is concentrated in a single identifiable intangible asset.
−Removed: Acquisition of Acclarent, Inc.
−Removed: On April 1, 2024, the Company completed the acquisition of all of the outstanding capital stock of Acclarent, Inc.
−Removed: (“Acclarent”), a developer and marketer of medical devices used in ear, nose, throat (“ENT”) procedures, from Ethicon, Inc., a subsidiary of Johnson & Johnson, for approximately $ 282.0 million in cash, subject to customary adjustments set forth in the purchase agreement related to working capital balances transferred to the Company.
−Removed: In the second half of 2024, the Company finalized and settled the working capital adjustment in the amount of $ 4.2 million, which resulted in a reduction to goodwill and also recognized a measurement period adjustment to recognize deferred tax liabilities of $ 1.1 million with a corresponding increase to goodwill as a result of a change to the estimated deferred tax rate applied and the book-to-tax difference associated with fixed assets acquired.
−Removed: The addition of Acclarent’s ENT product portfolio, including sinus balloon dilation, eustachian tube balloon dilation, and surgical navigation systems technologies, and dedicated salesforce enhanced the Company’s position in the ENT specialty device market.
−Removed: Acclarent’s results of operations have been reported in the Company’s Codman Specialty Surgical reportable segment from the date of acquisition.
−Removed: Assets Acquired and Liabilities Assumed at Fair Value
−Removed: The Acclarent acquisition has been accounted for using the acquisition method of accounting in accordance with ASC 805.
−Removed: This method requires that assets acquired and liabilities assumed in a business combination are recognized at their fair values as of the acquisition date.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date:
−Removed: Dollars in thousands Estimated Fair Value Estimated Useful Life
−Removed: Current assets:
−Removed: Trade accounts receivable, net of allowances of $ 3,885
−Removed: Inventories, net 20,294
−Removed: Prepaid expenses 273
−Removed: Other current assets 476
−Removed: Total current assets $ 44,759
−Removed: Property, plant and equipment, net 7,716
−Removed: Right of use asset - operating leases 989
−Removed: Intangible assets, net
−Removed: Completed technology 202,000 12 years
−Removed: Trademarks/brand names 3,000 5 years
−Removed: All other 17,000 4 years
−Removed: Goodwill 62,482
−Removed: Deferred tax assets 6,895
−Removed: Total assets acquired $ 344,841
−Removed: Current liabilities:
−Removed: Accounts payable, trade 3,989
−Removed: Contract liabilities 3,984
−Removed: Accrued compensation 1,037
−Removed: Accrued expenses and other current liabilities 2,278
−Removed: Current portion of lease liability - operating leases 365
−Removed: Total current liabilities $ 11,653
−Removed: Lease liability - operating leases 624
−Removed: Deferred tax liabilities 54,753
−Removed: Total liabilities assumed 67,030
−Removed: Net assets acquired $ 277,811
−Removed: The carrying value of trade accounts receivable, prepaid expenses, other current assets, accounts payable, contract liabilities, accrued compensation, accrued expenses and other current liabilities, as well as certain other current and non-current assets and liabilities, generally represented the fair value at the date of acquisition.
−Removed: Intangible Assets
−Removed: The estimated fair value of the intangible assets acquired 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 attributable to the intangible assets.
−Removed: The significant assumptions used in developing the valuation included the estimated annual net cash flows including application of revenue growth rates, cost of sales, the discount rate that appropriately reflects the risk inherent in each future cash flow stream, obsolescence rate, and an assessment of the asset’s life cycle, as well as other factors.
−Removed: The assumptions used in the financial forecasts were based on historical data, supplemented by current and anticipated growth rates, management plans, and market-comparable information.
−Removed: Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors.
−Removed: The intangible assets acquired have a weighted average useful life of 11 years.
−Removed: The Company used a discount rate of 12.2 % 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.
−Removed: No assurances can be given that the underlying assumptions used to prepare the discounted cash flow analysis will not change.
−Removed: For these and other reasons, actual results may vary significantly from estimated results.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: Goodwill is the excess of the consideration transferred over the net assets recognized and represents the expected synergies of the combined company and assembled workforce.
−Removed: Goodwill has been allocated to the Codman Specialty Surgical segment, as shown in Note 5.
−Removed: Goodwill and Other Intangible Assets .
−Removed: Goodwill recognized as a result of this acquisition is non-deductible for income tax purposes.
−Removed: Deferred Tax Liabilities
−Removed: Deferred tax liabilities result from identifiable intangible assets’ fair value adjustments.
−Removed: These adjustments create excess book basis over tax basis which is tax-effected by the statutory tax rates of applicable jurisdictions.
REVENUES FROM CONTRACTS WITH CUSTOMERS
4 unchanged sentences
The Company has no significant multi-element contracts with customers.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Significant Estimates
15 unchanged sentences
A portion of the transaction price allocated to the performance obligations to be satisfied in the future periods is recognized as contract liability.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: The following table summarizes the changes in the contract asset and liability balances for the nine months ended September 30, 2025:
+Added: The following table summarizes the changes in the contract asset and liability balances for the three months ended March 31, 2026:
Dollars in thousands Total
3 unchanged sentences
Contract asset, net of transferred to trade receivables on contracts during the period $ 4,363
−Removed: Contract asset, September 30, 2025
+Added: Contract asset, March 31, 2026
Contract Liability
3 unchanged sentences
Foreign currency translation $ 8
−Removed: Contract liability, September 30, 2025
−Removed: As of September 30, 2025, the short-term portion of the contract liability of $ 11.3 million, representing 51 % of unsatisfied or partially unsatisfied performance obligations, is expected to be recognized as revenue within 12 months and is included in current liabilities in the consolidated balance sheet.
+Added: Contract liability, March 31, 2026
+Added: As of March 31, 2026, the short-term portion of the contract liability of $ 11.6 million, representing 52 % of unsatisfied or partially unsatisfied performance obligations, is expected to be recognized as revenue within 12 months and is included in current liabilities in the consolidated balance sheet.
The long-term portion of $ 10.8 million, representing the remaining balance to be recognized thereafter, is included in other liabilities in the consolidated balance sheet.
3 unchanged sentences
The related shipping and freight charges incurred by the Company are included in the cost of goods sold.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Product Warranties
6 unchanged sentences
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.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Disaggregated Revenue
−Removed: The following table presents revenues disaggregated by the major sources of revenues for the three and nine months ended September 30, 2025 and 2024 (dollar amounts in thousands):
−Removed: Three Months Ended September 30, 2025 Three Months Ended September 30, 2024 Nine Months Ended September 30, 2025 Nine Months Ended September 30, 2024
+Added: The following table presents revenues disaggregated by the major sources of revenues for the three months ended March 31, 2026 and 2025 (dollar amounts in thousands):
+Added: Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
Neurosurgery $ 198,195 $ 190,912
1 unchanged sentence
ENT 37,707 38,802
−Removed: Total Codman Specialty Surgical 292,583 270,782 877,204 828,977
−Removed: Wound Reconstruction and Care 83,988 80,460 243,514 249,032
+Added: Total Specialty Surgery 283,135 280,664
+Added: Wound Reconstruction 79,648 74,779
Private Label 29,135 27,210
−Removed: Total Tissue Technologies 109,479 110,052 323,116 338,904
+Added: Total Tissue Reconstruction 108,783 101,989
Total Revenue $ 391,918 $ 382,653
1 unchanged sentence
Inventories, net consisted of the following:
−Removed: Dollars in thousands September 30, 2025 December 31, 2024
+Added: Dollars in thousands March 31, 2026 December 31, 2025
Finished goods $ 253,149 $ 262,614
3 unchanged sentences
GOODWILL AND OTHER INTANGIBLE ASSETS
−Removed: Changes in the carrying amount of goodwill for the nine-month period ended September 30, 2025 were as follows:
−Removed: Dollars in thousands Codman Specialty
−Removed: Surgical Tissue Technologies Total
+Added: Changes in the carrying amount of goodwill for the three-month period ended March 31, 2026 were as follows:
+Added: Dollars in thousands Specialty Surgery Tissue Reconstruction Total
Goodwill at December 31, 2025 $ 344,167 $ 270,990 $ 615,157
−Removed: Impairment ( 388,106 ) ( 123,259 ) ( 511,365 )
Foreign currency translation ( 1,069 ) ( 841 ) ( 1,910 )
−Removed: Goodwill at September 30, 2025
+Added: Goodwill at March 31, 2026
$ 343,098 $ 270,149 $ 613,247
In accordance with FASB Topic 350, Intangibles—Goodwill and Other (“ASC 350”), goodwill is not subject to amortization but is tested for impairment at the reporting unit level annually in the third quarter.
−Removed: Additionally, the Company may perform interim tests of goodwill for impairment if an event occurs or circumstances change that could potentially reduce the fair value of a reporting unit below its carrying amount.
+Added: Additionally, the Company may perform interim tests of goodwill for impairment if an event occurs or circumstances change that could potentially reduce the fair value
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: of a reporting unit below its carrying amount.
The carrying value of each reporting unit is determined by assigning the assets and liabilities, including the existing goodwill and intangible assets, to those reporting units.
4 unchanged sentences
The quantitative test uses a combination of both an income approach and a market approach to determine the fair value of the reporting unit.
−Removed: The income approach utilizes the estimated discounted cash flows for the reporting unit, while the market approach utilizes comparable publicly-traded companies’ revenue and earnings
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: before interest, taxes, depreciation, and amortization (“EBITDA”) multiples.
+Added: The income approach utilizes the estimated discounted cash flows for the reporting unit, while the market approach utilizes comparable publicly-traded companies’ revenue and earnings before interest, taxes, depreciation, and amortization (“EBITDA”) multiples.
Estimates and assumptions used in the income approach to calculate projected future discounted cash flows included revenue growth rates, cost of sales, terminal growth rates, and a discount rate for each reporting unit.
3 unchanged sentences
Level 3 inputs are supported by limited or no market activity and reflect the Company’s assumptions in measuring fair value.
−Removed: During the second quarter of 2025, the Company performed a quantitative assessment of its Tissue Technologies, Neurosurgery, and Instruments and ENT reporting units in accordance with ASC 350 due to the decrease in the price per share of the Company’s common stock related to a number of factors including recent tariff changes that have created broad economic uncertainty and the impact of quality, operational, and supply issues.
+Added: During the second quarter of 2025, the Company performed a quantitative assessment of its Tissue Reconstruction, Neurosurgery, and Instruments and ENT reporting units in accordance with ASC 350 due to the decrease in the price per share of the Company’s common stock related to a number of factors including recent tariff changes that have created broad economic uncertainty and the impact of quality, operational, and supply issues.
The Company recognized an aggregate charge of $ 511.4 million in goodwill impairment expense in the consolidated statement of operations in the second quarter of 2025.
−Removed: The quantitative test for the Tissue Technologies reporting unit utilized a terminal growth rate of 2.5 % and a discount rate of 13.5 % in the income approach.
−Removed: The Company determined, after performing the quantitative analysis, that the fair value of the Tissue Technologies reporting unit was less than its carrying amount and recognized an impairment of $ 123.3 million.
+Added: The quantitative test for the Tissue Reconstruction reporting unit utilized a terminal growth rate of 2.5 % and a discount rate of 13.5 % in the income approach.
+Added: The Company determined, after performing the quantitative analysis, that the fair value of the Tissue Reconstruction reporting unit was less than its carrying amount and recognized an impairment of $ 123.3 million.
The quantitative test for the Neurosurgery reporting unit utilized a terminal growth rate of 2.5 % and a discount rate of 13.5 % in the income approach.
2 unchanged sentences
The Company determined, after performing the quantitative analysis, that the fair value of the Instruments and ENT reporting unit was less than its carrying amount and recognized an impairment of $ 139.1 million.
−Removed: In the third quarter of 2025, the Company performed its annual test of its reporting units for impairment and completed a qualitative evaluation of its Tissue Technologies and Neurosurgery reporting units.
+Added: In the third quarter of 2025, the Company performed its annual test of its reporting units for impairment and completed a qualitative evaluation of its Tissue Reconstruction and Neurosurgery reporting units.
The Instruments and ENT reporting unit had been deemed fully-impaired during the second quarter of 2025 and was excluded from this evaluation.
−Removed: After performing the qualitative analysis, the Company concluded that it was more likely than not that the fair values of the Tissue Technologies and Neurosurgery reporting units were greater than their carrying amounts.
+Added: After performing the qualitative analysis, the Company concluded that it was more likely than not that the fair values of the Tissue Reconstruction and Neurosurgery reporting units were greater than their carrying amounts.
Therefore, it was not necessary to perform a quantitative impairment test.
−Removed: The Company did not recognize any goodwill impairment charges during 2024.
+Added: During the three months ended March 31, 2026, the Company observed a decline in the market valuation of the Company’s common stock along with a volatile macroeconomic environment due to continuing tensions in global trade relationships and the ongoing military conflict between the U.S., Israel, and Iran.
+Added: As a result, the Company has evaluated whether an event has occurred or circumstances changed that could potentially reduce the fair value of a reporting unit below its carrying amount as of March 31, 2026, and determined it was not more likely than not that the fair values of the Tissue Reconstruction and Neurosurgery reporting units was less than their respective carrying values.
+Added: The Company will continue to evaluate changes in events and circumstances which could impact this conclusion in the future, including quantitative and qualitative factors such as the Company’s market capitalization or macroeconomic conditions affecting the Company’s forecast results.
+Added: If an event occurs or circumstances change that could potentially reduce the fair value of a reporting unit below its carrying amount, the Company will perform an interim assessment of goodwill for impairment.
+Added: The Company will also continue to monitor conditions that may require the Company to perform an interim assessment of its intangible assets for impairment.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Other Intangible Assets
The components of the Company’s identifiable intangible assets were as follows:
−Removed: September 30, 2025
+Added: March 31, 2026
Dollars in thousands Weighted
19 unchanged sentences
$ 1,992,731 $ ( 858,068 ) $ 1,134,663
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Intangible Assets with Indefinite Lives
11 unchanged sentences
Therefore, it was not necessary to perform a quantitative impairment test.
−Removed: The Company did not recognize any impairment charges on its intangible assets with indefinite lives during 2024.
Intangible Assets with Definite Lives
1 unchanged sentence
Definite-lived intangible assets are periodically evaluated for impairment in accordance with FASB Topic 360, Property, Plant and Equipment (“ASC 360”) whenever events or changes in circumstances indicate that a definite-lived intangible asset’s carrying value may not be recoverable.
−Removed: Total amortization of intangible assets for the three and nine months ended September 30, 2025 was $ 26.9 million and $ 80.1 million, respectively.
−Removed: Of this amount, $ 23.1 million and $ 69.0 million, respectively, was related to amortization of technology based intangibles and included in cost of goods sold.
−Removed: Total amortization of intangible assets for the three and nine months ended September 30, 2024 was $ 25.6 million and $ 78.7 million, respectively.
−Removed: Of this amount, $ 21.8 million and $ 61.1 million, respectively, was related to amortization of technology based intangibles and included in cost of goods sold.
−Removed: $ 7.1 million related to the impairment of a customer relationship intangible and the remainder were included in intangible amortization in the statement of operations.
−Removed: Based on quarter-end exchange rates, amortization expense (including amounts reported in cost of goods sold) is expected to be approximately $ 26.9 million for the remainder of 2025, $ 107.6 million in 2026, $ 106.5 million in 2027, $ 103.0 million in 2028, $ 97.7 million in 2029, $ 91.6 million in 2030 and $ 447.6 million thereafter.
−Removed: In the first quarter of 2024, due to third-party audit findings and an update to the estimated timeframe to resume the commercial distribution of products manufactured in the Company's manufacturing facility located in Boston, Massachusetts (the “Boston facility”), the Company elected to perform quantitative impairment testing on certain definite-lived intangible assets including completed technology and customer relationships in accordance with ASC 360.
−Removed: The Company recorded an impairment charge related to the definite-lived intangible asset associated with the customer relationships of $ 7.1 million in intangible asset amortization in the consolidated statement of operations.
−Removed: With respect to the definite-lived intangible assets associated with the completed technology of SurgiMend® and PriMatrix®, the Company determined that the carrying amount of these definite-lived intangible assets were recoverable and, therefore, the intangible assets were not deemed to be impaired.
−Removed: In the second quarter of 2024, the Company approved a plan to transition the commercial distribution of SurgiMend and PriMatrix from the Boston facility to the Company’s manufacturing facility in Braintree, Massachusetts (the “Braintree facility”).
−Removed: The Company considered the impact to the update to the estimated timeframe to resume the commercial distribution of products manufactured in the Boston facility on the assumptions used in the quantitative assessment of the definite-lived intangible assets completed in the first quarter of 2024, which did not require further evaluation for impairment.
−Removed: The carrying values of SurgiMend and PriMatrix are $ 27.4 million and $ 21.1 million, respectively, as of September 30, 2025.
+Added: Total amortization of intangible assets for the three months ended March 31, 2026 was $ 27.0 million.
+Added: Of this amount, $ 23.2 million was related to amortization of technology based intangibles and included in cost of goods sold.
INTEGRA LIFESCIENCES HOLDINGS CORPORATION
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: Potential Impact of Risks and Uncertainties on Management’s Estimates
−Removed: The rapidly evolving tariff changes imposed by the U.S.
−Removed: and other countries since early 2025 have created increased risks and uncertainties surrounding the Company’s future results of operations.
−Removed: In 2025 President Trump has announced reciprocal tariffs on many countries and certain countries, such as China, have responded with retaliatory tariffs.
−Removed: In September 2025, the U.S.
−Removed: Department of Commerce initiated national security investigations into medical equipment, devices, and robotics.
−Removed: The tariff environment has continued to shift throughout the 2025 calendar year, with new measures being proposed, paused, implemented, and countered, contributing to broader trade policy uncertainty.
−Removed: The assumptions used by the Company in its quantitative tests of goodwill and intangible assets are inherently subject to uncertainty and slight changes in these assumptions, including the extent and duration of any subsequent changes in U.S.
−Removed: import tariffs and reciprocal measures by China and the resulting impact on general economic conditions and on the Company’s business, could have a significant impact on the concluded values.
+Added: Total amortization of intangible assets for the three months ended March 31, 2025 was $ 26.5 million.
+Added: Of this amount, $ 22.8 million was related to amortization of technology based intangibles and included in cost of goods sold.
+Added: Based on quarter-end exchange rates, amortization expense (including amounts reported in cost of goods sold) is expected to be approximately $ 80.8 million for the remainder of 2026, $ 106.8 million in 2027, $ 103.2 million in 2028, $ 97.9 million in 2029, $ 91.8 million in 2030, $ 88.8 million in 2031 and $ 359.9 million thereafter.
Amendment to the Seventh Amended and Restated Credit Agreement
−Removed: On June 6, 2025, in response to the risks and uncertainties surrounding the Company’s future results of operations due to tariffs, the Company entered into the June 2025 Amendment of the Senior Credit Facility with a syndicate of lending banks with Bank of America, N.A., as Administrative Agent.
+Added: 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.
+Added: The March 2023 Amendment of the Senior Credit Facility extended the maturity date to March 24, 2028, amended the contractual repayments of the term loan component, and amended the interest rate from LIBOR to SOFR-indexed interest.
+Added: The Senior Credit Facility is collateralized by substantially all of the assets of the Company’s U.S.
+Added: subsidiaries, excluding intangible assets.
+Added: The Senior Credit Facility is subject to various financial and negative covenants and, at March 31, 2026, the Company was in compliance with all such covenants.
+Added: On June 6, 2025, in response to the risks and uncertainties surrounding the Company’s future results of operations due to tariffs, the Company entered into the June 2025 Amendment of the Senior Credit Facility (the “June 2025 Amendment”) with a syndicate of lending banks with Bank of America, N.A., as Administrative Agent.
The June 2025 Amendment did not increase the Company’s total indebtedness or extend the maturity date of the Senior Credit Facility.
21 unchanged sentences
In connection with the June 2025 Amendment, the Company incurred $ 3.9 million in fees to creditors and third parties.
−Removed: On March 24, 2023, the Company entered into the Senior Credit Facility with a syndicate of lending banks with Bank of America, N.A., as Administrative Agent.
−Removed: The Senior Credit Facility extended the maturity date to March 24, 2028, amended the contractual repayments of the term loan component, 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:
1 unchanged sentence
The terms of the Senior Credit Facility limit the amount of dividends the Company may pay.
−Removed: The Senior Credit Facility is collateralized by substantially all of the assets of the Company’s U.S.
−Removed: subsidiaries, excluding intangible assets.
−Removed: The Senior Credit Facility is subject to various financial and negative covenants and, at September 30, 2025, the Company was in compliance with all such covenants.
−Removed: At September 30, 2025 and December 31, 2024, there wa s $ 1.0 billion and $ 365.0 million, respectively, ou tstanding under the revolving credit facility component of the Senior Credit Facility.
−Removed: At September 30, 2025 and December 31, 2024, there was $ 736.3 million and $ 760.5 million outstanding under the term loan component of the Senior Credit Facility at a weighted average interest rate of 6.4 % and 6.0 %, respectively.
−Removed: As of September 30, 2025 and December 31, 2024 there was $ 38.8 million and $ 33.9 million, respectively, of the term loan component of the Senior Credit Facility classified as current on the condensed consolidated balance sheet.
−Removed: The fair value of the term loan component and revolving credit facility component of the Senior Credit Facility at September 30, 2025 was $ 734.0 million, and $ 1,011.6 million, respectively.
+Added: At March 31, 2026 and December 31, 2025, there wa s $ 1,075.0 million and $ 1,045.0 million, respectively, ou tstanding under the revolving credit facility component of the Senior Credit Facility.
+Added: At March 31, 2026 and December 31, 2025, there was $ 716.9 million and $ 726.6 million outstanding under the term loan component of the Senior Credit Facility at a weighted average interest rate of 5.9 % and 5.7 %, respectively.
+Added: As of March 31, 2026 and December 31, 2025 there was $ 38.8 million of the term loan component of the Senior Credit Facility classified as current on the condensed consolidated balance sheet.
+Added: The fair value of the term loan component and revolving credit facility component of the Senior Credit Facility at March 31, 2026 was $ 713.4 million, and $ 1,069.5 million, respectively.
The fair value was determined by using a discounted cash flow model based on current market interest rates available to the Company.
1 unchanged sentence
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.
−Removed: As of September 30, 2025 and December 31, 2024, letters of credit outstanding to taled $ 3.0 million and $ 1.7 million, respectively.
−Removed: There were no amounts drawn under the letters of credit outstanding as of September 30, 2025.
+Added: As of March 31, 2026 and December 31, 2025, letters of credit outstanding to taled $ 3.0 million.
+Added: There were no amounts drawn under the letters of credit outstanding as of March 31, 2026.
Contractual repayments of the term loan component of the Senior Credit Facility are due as follows:
−Removed: As of September 30, 2025
+Added: As of March 31, 2026
Principal Repayment
1 unchanged sentence
Remainder of 2026
−Removed: Future interest payments on the term loan component of the Senior Credit Facility based on current interest rates are expected to approximate $ 11.8 million for the remainder of 2025, $ 45.5 million in 2026, $ 42.8 million in 2027, and $ 9.3 million in 2028.
+Added: Future interest payments on the term loan component of the Senior Credit Facility based on current interest rates are expected to approximate $ 31.3 million for the remainder of 2026, $ 39.5 million in 2027 and $ 8.6 million in 2028.
Interest is calculated on the term loan component of the Senior Credit Facility based on SOFR plus the certain amounts set forth in the Senior Credit Facility.
1 unchanged sentence
Any outstanding borrowings on the revolving credit facility component of the Senior Credit Facility are due on March 24, 2028.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Convertible Senior Notes
2 unchanged sentences
No shares were issued to settle the 2025 Notes.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
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”).
4 unchanged sentences
The initial strike price of the warrant transactions was $ 113.34 for the 2025 Notes, subject to customary anti-dilution adjustments.
−Removed: The call transactions entered into with the hedge participants expired in August 2025 and the warrant transactions entered into with the hedge participants expire ratably over the period from November 2025 through February 2026.
+Added: The call transactions entered into with the hedge participants expired in August 2025 and the warrant transactions entered into with the hedge participants expired ratably over the period from November 2025 through February 2026.
Securitization Facility
5 unchanged sentences
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.
−Removed: As of September 30, 2025, the Company was in compliance with the covenants and none of the termination events had occurred.
−Removed: On December 15, 2023, the Company entered into an amendment (the “December 2023 Amendment”) of the Securitization Facility which extended the maturity date from May 28, 2024 to December 15, 2026.
−Removed: The Company incurred approximately $ 0.3 million of new issuance costs associated with the December 2023 Amendment which will be amortized over 3 years, the length of the Securitization Agreement as amended by the December 2023 Amendment.
−Removed: Due to the increase in borrowing capacity, the remaining $ 0.1 million of unamortized costs from the previous agreement will also be amortized over the length of the amended agreement, three years .
−Removed: In addition, on April 17, 2023 the Company entered into an amendment (the “April 2023 Amendment”) of the Securitization Facility and amended the interest rate from LIBOR to SOFR-indexed rate.
−Removed: The December 2023 Amendment and April 2023 Amendment did not increase the Company’s total indebtedness.
−Removed: At September 30, 2025 and December 31, 2024, the Company had $ 83.5 million and $ 108.1 million, respectively, of outstanding borrowings under its Securitization Facility with an interest rate of 5.2 % and 5.4 %, respectively.
−Removed: The fair value of the outstanding borrowing of the Securitization Facility at September 30, 2025 was $ 82.0 million.
+Added: As of March 31, 2026, the Company was in compliance with the covenants and none of the termination events had occurred.
+Added: At March 31, 2026 and December 31, 2025, the Company had $ 76.4 million and $ 87.8 million, respectively, of outstanding borrowings under its Securitization Facility with an interest rate of 4.7 % and 4.8 %, respectively.
+Added: The fair value of the outstanding borrowing of the Securitization Facility at March 31, 2026 was $ 73.1 million.
These fair values were determined by using a discounted cash flow model based on current market interest rates available to the Company.
1 unchanged sentence
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.
+Added: On April 10, 2026, the Company entered into an amendment to the Securitization Facility Agreement with a syndicate of lending banks with PNC Bank, N.A., as Administrative Agent (the “2026 Securitization Facility Amendment”).
+Added: The 2026 Securitization Facility Amendment extended the maturity date from December 15, 2026 to April 10, 2029 and modified the terms of certain financial covenants and termination events but did not increase the borrowing capacity available to the Company under the Securitization Facility.
+Added: Under the terms of the 2026 Securitization Facility Amendment, fees on the Company’s borrowings drawn under the Securitization Facility were modified and will range between 95 basis points and 125 basis points based upon the Company’s Consolidated Total Leverage Ratio.
+Added: The Company incurred approximately $ 0.3 million of new issuance costs associated with the 2026 Securitization Facility Amendment which will be amortized over the remaining term of the Securitization Agreement as amended.
Debt Issuance Costs
−Removed: Debt issuance costs associated with the Senior Credit Facility (other than the revolving credit facility component) and the 2025 Notes are presented as a reduction to the carrying value of the related debt.
+Added: Debt issuance costs associated with the Senior Credit Facility (other than the revolving credit facility component) are presented as a reduction to the carrying value of the related debt.
Debt issuance costs associated with the revolving credit facility component of the Senior Credit Facility are capitalized within other long-term assets on the consolidated balance sheet.
2 unchanged sentences
Estimated Fair Value of Debt Measurements
−Removed: The carrying amounts and the estimated fair values of debt as of September 30, 2025 and December 31, 2024 are as follows:
−Removed: September 30, 2025 December 31, 2024
+Added: The carrying amounts and the estimated fair values of debt as of March 31, 2026 and December 31, 2025 are as follows:
+Added: March 31, 2026 December 31, 2025
Fair Value Measurement Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value
2 unchanged sentences
Senior credit facility - revolving component Level 2 1,075,000 1,069,462 1,045,000 1,043,340
−Removed: 2025 Notes Level 1 — — 575,000 555,594
Securitization Level 2 76,400 73,085 87,800 86,678
9 unchanged sentences
Additionally, the Company entered into a basis swap where the Company receives Term SOFR and pays daily compounded SOFR to convert the portfolio of swaps from daily compounded SOFR to Term SOFR.
−Removed: The Company held the following interest rate swaps as of September 30, 2025 and December 31, 2024 (dollar amounts in thousands):
−Removed: September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024
−Removed: Hedged Item Notional Amount Designation Date Effective Date Termination Date Fixed Interest Rate Estimated Fair Value
+Added: The Company held the following interest rate swaps as of March 31, 2026 and December 31, 2025 (dollar amounts in thousands):
+Added: March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025
+Added: Hedged Item Notional Amount Effective Date Termination Date Fixed Interest Rate Estimated Fair Value
Asset (Liability)
−Removed: 1-month Term SOFR Loan — 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.220 % — 421
−Removed: 1-month Term SOFR Loan — 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.199 % — 502
−Removed: 1-month Term SOFR Loan — 75,000 October 10, 2018 July 1, 2020 June 30, 2025 3.209 % — 403
−Removed: 1-month Term SOFR Loan 100,000 100,000 December 18, 2018 December 30, 2022 December 31, 2027 2.885 % 1,200 3,406
−Removed: 1-month Term SOFR Loan 100,000 100,000 December 18, 2018 December 30, 2022 December 31, 2027 2.867 % 1,264 3,507
−Removed: 1-month Term SOFR Loan 575,000 575,000 December 15, 2020 July 31, 2025 December 31, 2027 1.415 % 25,507 34,537
−Removed: 1-month Term SOFR Loan 125,000 125,000 December 15, 2020 July 1, 2025 December 31, 2027 1.404 % 5,566 7,848
+Added: 1-month Term SOFR Loan 100,000 100,000 December 30, 2022 December 31, 2027 2.885 % 1,380 950
+Added: 1-month Term SOFR Loan 100,000 100,000 December 30, 2022 December 31, 2027 2.867 % 1,444 1,006
+Added: 1-month Term SOFR Loan 575,000 575,000 July 31, 2025 December 31, 2027 1.415 % 22,757 22,094
+Added: 1-month Term SOFR Loan 125,000 125,000 July 1, 2025 December 31, 2027 1.404 % 4,970 4,825
Basis Swap (1)
−Removed: — — March 31, 2023 March 24, 2023 December 31, 2027 N/A ( 1,864 ) ( 1,829 )
+Added: — — March 24, 2023 December 31, 2027 N/A ( 1,425 ) ( 1,629 )
$ 900,000 $ 900,000 $ 29,126 $ 27,246
(1) The notional of the basis swap amortizes to match the total notional of the interest rate swap portfolio over time
−Removed: The interest rate 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 accumulated other comprehensive income (“AOCI”).
−Removed: For the three and nine months ended September 30, 2025, the Company recorded a gain of $ 1.3 million and a loss of $( 9.6 ) million, respectively, in AOCI related to the change in fair value of the interest rate swaps.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded a loss of $( 17.1 ) million and a gain of $ 2.7 million, respectively, in AOCI related to the change in fair value of the interest rate swaps.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: For the three and nine months ended September 30, 2025, the Company recorded gains of $ 4.6 million and $ 7.5 million, respectively, in the consolidated statements of operations related to the interest rate differential of the interest rate swaps.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded gains of $ 4.1 million and $ 14.4 million, respectively, in the consolidated statements of operations related to the interest rate differential of the interest rate swaps.
−Removed: The estimated gain that is expected to be reclassified to interest income from AOCI as of September 30, 2025 within the next twelve months is $ 16.9 million.
+Added: The interest rate swaps are carried on the consolidated balance sheet at fair value and changes in the fair values were recorded as unrealized gains or losses in accumulated other comprehensive income (“AOCI”).
+Added: Related gain/loss amounts recognized in AOCI and earnings are presented in the Effects of Derivative Instruments table below.
+Added: The estimated gain that is expected to be reclassified to interest income from AOCI as of March 31, 2026 within the next twelve months is $ 17.4 million.
The Company has designated these derivative instruments as cash flow hedges.
1 unchanged sentence
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 AOCI to interest expense at that time.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Foreign Currency Hedging
19 unchanged sentences
Concurrently, the Company amended the cross-currency swap agreement, with a notional amount of $ 368.4 million, equivalent to CHF 328.1 million, to extend the maturity to December 2030.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: The Company held the following cross-currency rate swaps as of September 30, 2025 and December 31, 2024 (dollar amounts in thousands):
−Removed: September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024
+Added: In November 2025, the Company entered into cross-currency swap agreements to convert an aggregate notional amount of $ 170.0 million equivalent to 137.6 million of two CHF-denominated intercompany loans into U.S.
+Added: The CHF-denominated intercompany loans were the result of an intra-entity transfer of certain intellectual property rights to a subsidiary in Switzerland completed during the fourth quarter of 2025.
+Added: The intercompany loan of CHF 80.9 million which matures in September 2028 requires quarterly interest payments and annual principal payments of CHF 8.1 million in September 2026 and September 2027;
+Added: the intercompany loan of CHF 56.6 million which matures in September 2030 requires quarterly interest payments and a principal payment of CHF 8.1 million in September 2029.
+Added: As the principal outstanding decreases on the intercompany loans, the aggregate notional amount of the related cross-currency swaps will decrease by a corresponding amount.
+Added: The Company held the following cross-currency rate swaps as of March 31, 2026 and December 31, 2025 (dollar amounts in thousands):
+Added: March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025
Effective Date Termination Date Fixed Rate Aggregate Notional Amount Fair Value
Asset (Liability)
−Removed: Pay CHF December 21, 2020 February 19, 2025 3.00 % CHF — 328,136 — ( 4,367 )
+Added: Pay CHF February 20, 2025 December 20, 2030 3.25 % 299,387 305,137 ( 50,500 ) ( 54,149 )
Receive U.S.$ 6.14 % 336,088 342,543
−Removed: Pay CHF February 20, 2025 December 20, 2030 3.25 % CHF 310,887 — ( 57,034 ) —
+Added: Pay CHF November 10, 2025 September 30, 2030 4.00 % 56,644 56,644 ( 2,581 ) ( 2,684 )
Receive U.S.$ 7.11 % 70,000 70,000
+Added: Pay CHF November 10, 2025 September 29, 2028 3.00 % 80,920 80,920 $ ( 1,969 ) $ ( 2,834 )
+Added: Receive U.S.$ 6.23 % 100,000 100,000
Total $ ( 55,050 ) $ ( 59,667 )
−Removed: The cross-currency swaps designated as cash flow hedges are carried on the consolidated balance sheet at fair value, and changes in the fair values are recorded as unrealized gains or losses in AOCI.
−Removed: For the three and nine months ended September 30, 2025, the Company recorded a gain of $ 9.0 million and a loss of $( 40.5 ) million, respectively, in AOCI related to change in fair value of the cross-currency swaps.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded a loss of $( 16.6 ) million and a gain of $ 13.5 million, respectively, in AOCI related to change in fair value of the cross-currency swaps.
−Removed: For the three and nine months ended September 30, 2025, the Company recorded a gain of $ 2.8 million and a loss of $( 47.1 ) million, respectively, in other income, net related to the change in fair value related to the foreign currency rate translation to offset the gains and losses, respectively, recognized on the intercompany loans.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded a loss of $( 23.2 ) million and a gain of $ 5.4 million, respectively, in other income, net related to change in fair value related to the foreign currency rate translation to offset the gains and losses, respectively, recognized on the intercompany loans.
−Removed: For the three and nine months ended September 30, 2025, the Company recorded gains of $ 2.3 million and $ 5.7 million, respectively, in other income, net included in the consolidated statements of operations related to the interest rate differential of the cross-currency swaps.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded gains of $ 1.1 million and $ 3.7 million, respectively, in other income, net included in the consolidated statements of operations related to the interest rate differential of the cross-currency swaps.
−Removed: The estimated gain that is expected to be reclassified to other income (expense), net from AOCI as of September 30, 2025 within the next twelve months is $ 5.2 million.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: The cross-currency swaps designated as cash flow hedges are carried on the consolidated balance sheet at fair value, and changes in the fair values were recorded as unrealized gains or losses in AOCI.
+Added: Related gain/loss amounts recognized in AOCI and earnings are presented in the Effects of Derivative Instruments table below.
+Added: The estimated gain that is expected to be reclassified to other income (expense), net from AOCI as of March 31, 2026 within the next twelve months is $ 10.0 million.
+Added: For the three months ended March 31, 2026 and 2025, the Company recorded a gain of $ 5.9 million and a loss of $( 9.4 ) million, respectively, in other income, net related to change in fair value related to the foreign currency rate translation to offset the gains and losses, respectively, recognized on the intercompany loans.
+Added: For the three months ended March 31, 2026 and 2025, the Company recorded gains of $ 3.5 million and $ 1.2 million, respectively, in other income, net included in the consolidated statements of operations related to the interest rate differential of the cross-currency swaps.
Net Investment Hedges
7 unchanged sentences
The new cross-currency swap agreement was designated as a net investment hedge to partially offset the effects of foreign currency on foreign subsidiaries.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: The Company held the following cross-currency rate swaps designated as net investment hedges as of September 30, 2025 and December 31, 2024, respectively (dollar amounts in thousands):
−Removed: September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024
+Added: The Company held the following cross-currency rate swaps designated as net investment hedges as of March 31, 2026 and December 31, 2025, respectively (dollar amounts in thousands):
+Added: March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025
Effective Date Termination Date Fixed Rate Aggregate Notional Amount Fair Value
Asset (Liability)
−Removed: Pay EUR October 3, 2018 September 30, 2025 — % EUR 38,820 38,820 — 4,827
−Removed: Receive U.S.$ 2.19 % $ 45,000 45,000
Pay CHF May 26, 2022 December 16, 2028 — % CHF 192,140 192,140 ( 44,759 ) ( 47,619 )
9 unchanged sentences
Total $ ( 78,067 ) $ ( 82,199 )
−Removed: 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 AOCI.
−Removed: For the three and nine months ended September 30, 2025, the Company recorded a gain of $ 5.0 million and a loss of $( 54.4 ) million, respectively, in AOCI related to the change in fair value of the cross-currency swaps.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded losses of $( 21.1 ) million and $( 0.4 ) million, respectively, in AOCI related to the change in fair value of the cross-currency swaps.
−Removed: For the three and nine months ended September 30, 2025, the Company recorded gains of $ 3.4 million and $ 9.1 million, respectively, in interest income included in the consolidated statements of operations related to the interest rate differential of the cross-currency swaps.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded gains of $ 2.7 million and $ 7.4 million, respectively, in interest income included in the consolidated statements of operations related to the interest rate differential of the cross-currency swaps.
−Removed: The estimated gain that is expected to be reclassified to interest income from AOCI as of September 30, 2025 within the next twelve months is $ 11.4 million.
+Added: The net investment hedges are carried on the consolidated balance sheet at fair value and changes in the fair values were recorded as unrealized gains or losses in AOCI.
+Added: Related gain/loss amounts recognized in AOCI and earnings are presented in the Effects of Derivative Instruments table below.
+Added: The estimated gain that is expected to be reclassified to interest income from AOCI as of March 31, 2026 within the next twelve months is $ 11.1 million.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Foreign Currency Forward Contracts
The Company has entered into forward contracts designated as cash flow hedges for forecasted purchases in foreign currencies, primarily CHF-denominated intercompany purchases.
−Removed: To the extent these forward contracts meet hedge accounting criteria, changes in their fair value are included in accumulated other comprehensive loss.
−Removed: These changes in fair value will be recognized into earnings as a component of cost of sales when the forecasted-transaction occurs.
These contracts typically settle at various dates within twelve months of execution.
−Removed: As of September 30, 2025 the notional amount of foreign currency forward contracts was CHF 12.3 million.
−Removed: For the three and nine months ended September 30, 2025, the Company recorded a loss of $( 0.2 ) million and a gain of $ 1.9 million, respectively, in AOCI related to the change in fair value of the foreign currency forward contracts.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded a gain of $ 0.5 million and a loss of $( 0.2 ) million, respectively, in AOCI related to the change in fair value of the foreign currency forward contracts.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: For the three and nine months ended September 30, 2025, the Company recorded an immaterial loss and a loss of $( 0.4 ) million, respectively, in other income and cost of goods sold included in the consolidated statements of operations related to the amortization of forward points and rate translation on the foreign currency forward contracts.
−Removed: For the three and nine months ended September 30, 2024, the Company recorded losses of $( 0.1 ) million and $( 0.3 ) million, respectively, in other income and cost of goods sold included in the consolidated statements of operations related to the amortization of forward points and rate translation on the foreign currency forward contracts.
+Added: As of March 31, 2026, the notional amount of foreign currency forward contracts was CHF 14.1 million.
+Added: The foreign currency forward contracts are carried on the consolidated balance sheet at fair value and changes in the fair values were recorded as unrealized gains or losses in AOCI.
+Added: The changes in fair value will be recognized into earnings as a component of cost of sales when the forecasted-transaction occurs.
+Added: For the three months ended March 31, 2026 and 2025, amounts reclassified to earnings included (i) the effective hedge component amounts of $ 0.5 million and $ 0.2 million, respectively, within cost of goods sold, and (ii) forward‑points amortization of $( 0.1 ) million and $( 0.2 ) million, respectively, within other income (expense), net.
+Added: Related gain/loss amounts recognized in AOCI and earnings are presented in the Effects of Derivative Instruments table below.
+Added: On April 28, 2026, the Company entered into foreign currency forwards with a notional amount of CHF 3.1 million to be designated as a cash flow hedge to mitigate the exchange rate risk of CHF-denominated intercompany purchases.
+Added: These contracts settle at various dates within twelve months of execution.
Counterparty Credit Risk
8 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: The following table summarizes the fair value for derivatives designated as hedging instruments in the condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024:
+Added: The following table summarizes the fair value for derivatives designated as hedging instruments in the condensed consolidated balance sheets as of March 31, 2026 and December 31, 2025:
Fair Value as of
Location on Balance Sheet (1) :
−Removed: September 30, 2025 December 31, 2024
+Added: March 31, 2026 December 31, 2025
Dollars in thousands
15 unchanged sentences
Interest rate swap $ 1,040 $ 1,103
−Removed: Cross-currency swap — 4,367
Foreign currency forward contracts 614 —
11 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: 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 and nine months ended September 30, 2025 and 2024:
+Added: Effects of Derivative Instruments
+Added: 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, 2026 and 2025:
Dollars in thousands Balance in AOCI
6 unchanged sentences
Statements of
−Removed: Three Months Ended September 30, 2025
+Added: Three Months Ended March 31, 2026
Cash Flow Hedges
5 unchanged sentences
$ ( 71,750 ) $ 20,399 $ 16,538 $ ( 67,889 )
−Removed: Three Months Ended September 30, 2024
+Added: Three Months Ended March 31, 2025
Cash Flow Hedges
5 unchanged sentences
$ 5,419 $ ( 20,494 ) $ ( 4,148 ) $ ( 10,927 )
−Removed: Dollars in thousands Balance in AOCI
−Removed: Year Amount of
−Removed: Recognized in
−Removed: AOCI Amount of Gain (Loss)
−Removed: Reclassified from
−Removed: Earnings Balance in AOCI
−Removed: End of Quarter Location in
−Removed: Statements of
−Removed: Nine Months Ended September 30, 2025
−Removed: Cash Flow Hedges
−Removed: Interest rate swap $ 48,794 $ ( 9,630 ) $ 7,489 $ 31,675 Interest expense
−Removed: Cross-currency swap ( 11,621 ) ( 40,504 ) ( 41,345 ) ( 10,780 ) Other income (expense), net
−Removed: Foreign currency forward contract ( 624 ) 1,941 ( 427 ) 1,744 Cost of sales
−Removed: Net Investment Hedges
−Removed: Cross-currency swap ( 31,130 ) ( 54,356 ) 9,139 ( 94,625 ) Interest income
−Removed: $ 5,419 $ ( 102,549 ) $ ( 25,144 ) $ ( 71,986 )
−Removed: Nine Months Ended September 30, 2024
−Removed: Cash Flow Hedges
−Removed: Interest rate swap $ 43,556 $ 2,678 $ 14,386 $ 31,848 Interest expense
−Removed: Cross-currency swap ( 15,763 ) 13,505 9,145 ( 11,403 ) Other income (expense), net
−Removed: Foreign currency forward contract — $ ( 159 ) $ ( 322 ) 163
−Removed: Net Investment Hedges
−Removed: Cross-currency swap ( 45,498 ) ( 364 ) 7,394 ( 53,256 ) Interest income
−Removed: $ ( 17,705 ) $ 15,660 $ 30,603 $ ( 32,648 )
Derivative Instruments not Designated Hedges
1 unchanged sentence
These contracts typically settle at various dates within twelve months of execution.
−Removed: As of September 30, 2025, the notional amounts totaled CNH 30.0 million and EUR 14.0 million, equivalent to $ 4.1 million, and $ 16.5 million, respectively.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: As of March 31, 2026, the notional amounts totaled CNH 30.0 million, CHF 4.0 million, and EUR 7.0 million equivalent to $ 4.4 million, $ 5.1 million, and $ 8.2 million, respectively.
In 2021, the Company entered into a foreign currency swap, with a notional amount of JPY 800.0 million, equivalent to $ 7.3 million, to mitigate the risk from fluctuations in foreign currency exchange rates associated with an intercompany loan denominated in Japanese yen.
1 unchanged sentence
The notional amount of each currency is exchanged at the inception and termination of the currency swap by each party.
−Removed: The Company subsequently paid down a portion of this swap, bringing the notional amount down to JPY 400.0 million, equivalent to $ 3.6 million as of September 30, 2025.
−Removed: The fair value of the foreign currency swaps not designated as hedges was $ 0.9 million and $ 1.7 million as of September 30, 2025 and December 31, 2024, respectively.
+Added: The Company subsequently paid down a portion of this swap, bringing the notional amount down to JPY 400.0 million, equivalent to $ 3.6 million as of March 31, 2026.
+Added: The fair value of the foreign currency swaps not designated as hedges was $ 1.3 million and $ 1.0 million as of March 31, 2026 and December 31, 2025, respectively.
The following table summarizes the gains and losses on derivative instruments not designated as hedges on the condensed consolidated statements of income, which was included in other income:
−Removed: Dollars in thousands Three Months Ended September 30, Nine Months Ended September 30,
−Removed: 2025 2024 2025 2024
+Added: Dollars in thousands Three Months Ended March 31,
Foreign currency forward contracts ( 222 ) 174
1 unchanged sentence
Total $ ( 276 ) $ 343
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
STOCK-BASED COMPENSATION
−Removed: As of September 30, 2025, 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, as amended (the “2003 Plan”).
+Added: As of March 31, 2026, the Company had stock options, restricted stock awards, performance stock units and restricted stock units outstanding under the Integra LifeSciences Holdings Corporation Fifth Amended and Restated 2003 Equity Incentive Plan, as amended (the “2003 Plan”).
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.
3 unchanged sentences
Stock Options
−Removed: As of September 30, 2025, there were approximately $ 4.9 million of total unrecognized compensation costs related to unvested stock options.
+Added: As of March 31, 2026, there were approximately $ 4.0 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 .
−Removed: There were 395,252 stock options granted during the nine months ended September 30, 2025.
−Removed: For the nine months ended September 30, 2025, the weighted average grant date fair value for stock options granted was $ 10.77 per option.
−Removed: Awards of Restricted Stock and Performance Stock
−Removed: 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.
−Removed: Performance stock units are subject to graded vesting conditions based on revenue goals of the Company.
−Removed: The Company expenses the fair value of restricted stock awards on a straight-line basis over the requisite service period.
−Removed: As of September 30, 2025, there was approximately $ 33.0 million of total unrecognized compensation costs related to these unvested awards.
+Added: There were no stock options granted during the three months ended March 31, 2026.
+Added: Restricted Stock and Performance Stock
+Added: Performance stock units, restricted stock units 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.
+Added: Performance stock units are subject to graded vesting conditions based on specific revenue and profitability targets.
+Added: The Company expenses the fair value of restricted stock awards and restricted stock units on a straight-line basis over the requisite service period.
+Added: As of March 31, 2026, there was approximately $ 54.2 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 .
−Removed: The Company granted 1,012,799 restricted stock awards and 395,781 performance stock awards during the nine months ended September 30, 2025.
−Removed: For the nine months ended September 30, 2025, the weighted average grant date fair value for restricted stock awards and performance stock units granted was $ 21.09 and $ 23.95 per award, respectively.
+Added: The Company granted 2,397,075 restricted stock units and 1,149,357 performance stock units during the three months ended March 31, 2026.
+Added: For the three months ended March 31, 2026, the weighted average grant date fair value for restricted stock units and performance stock units granted was $ 9.79 and $ 9.61 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.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
RETIREMENT PLANS
The Company has various defined benefit plans which cover certain employees in France, Japan, Germany and Switzerland.
−Removed: Net periodic benefit costs for the Company’s defined benefit pension plans for the three and nine months ended September 30, 2025 were $ 0.4 million and $ 1.1 million.
−Removed: The components of the net periodic benefit costs other than the service cost component of $ 0.8 million and $ 2.5 million for the three and nine months ended September 30, 2025 are included in other income, net in the consolidated statements of operations.
−Removed: Net periodic benefit costs for the Company’s defined benefit pension plans for the three and nine months ended September 30, 2024 were $ 0.4 million and $ 1.3 million.
−Removed: The components of the net periodic benefit costs other than the service cost component of $ 0.8 million and $ 2.4 million for the three and nine months ended September 30, 2024 are included in other income, net in the consolidated statements of operations.
−Removed: The estimated fair values of plan assets were $ 61.6 million and $ 51.8 million as of September 30, 2025 and December 31, 2024, respectively.
−Removed: The net plan assets of the pension plans are invested in common trusts as of September 30, 2025 and December 31, 2024.
+Added: Net periodic benefit costs for the Company’s defined benefit pension plans for the three months ended March 31, 2026 were $ 0.4 million.
+Added: The components of the net periodic benefit costs other than the service cost component of $ 1.0 million for the three months ended March 31, 2026 are included in other income, net in the consolidated statements of operations.
+Added: Net periodic benefit costs for the Company’s defined benefit pension plans for the three months ended March 31, 2025 were $ 0.4 million.
+Added: The components of the net periodic benefit costs other than the service cost component of $ 0.8 million for the three months ended March 31, 2025 are included in other income, net in the consolidated statements of operations.
+Added: The estimated fair values of plan assets were $ 71.1 million and $ 71.7 million as of March 31, 2026 and December 31, 2025, respectively.
+Added: The net plan assets of the pension plans are invested in common trusts as of March 31, 2026 and December 31, 2025.
Common trusts are classified as Level 2 in the fair value hierarchy.
3 unchanged sentences
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.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
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.
−Removed: The fair value of these assets were $ 7.6 million and $ 6.7 million as of September 30, 2025 and December 31, 2024, respectively.
+Added: The fair value of these assets were $ 7.3 million and $ 7.9 million as of March 31, 2026 and December 31, 2025, respectively.
Offsetting liabilities relating to the deferred compensation plan are included in other liabilities.
LEASES AND RELATED PARTY LEASES
−Removed: The Company leases administrative, manufacturing, research and distribution facilities, and vehicles through operating lease agreements.
−Removed: The Company has no finance leases as of September 30, 2025.
−Removed: 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).
+Added: The Company leases administrative, manufacturing, research and distribution facilities, equipment and vehicles through operating lease agreements.
+Added: The Company has no finance leases as of March 31, 2026.
+Added: Many of the Company’s facility 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.
3 unchanged sentences
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.
−Removed: Total operating lease expense for the nine months ended September 30, 2025 and September 30, 2024 was $ 17.8 million and $ 18.8 million, respectively, which includes $ 0.2 million in related party operating lease expense.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: Total operating lease expense for the three months ended March 31, 2026 and March 31, 2025 was $ 6.4 million and $ 5.9 million, respectively, which includes $ 0.1 million in related party operating lease expense.
Supplemental balance sheet information related to operating leases were as follows:
−Removed: Dollars in thousands, except lease term and discount rate September 30, 2025 December 31, 2024
+Added: Dollars in thousands, except lease term and discount rate March 31, 2026 December 31, 2025
ROU assets $ 137,197 $ 140,568
5 unchanged sentences
Leased vehicles 2.8 years 2.7 years
+Added: Leased equipment 2.8 years 2.9 years
Weighted average discount rate:
1 unchanged sentence
Leased vehicles 3.1 % 3.2 %
−Removed: Supplemental cash flow information related to leases for the nine months ended September 30, 2025 and 2024 were as follows:
−Removed: Dollars in thousands September 30, 2025 September 30, 2024
+Added: Leased equipment 6.6 % 6.9 %
+Added: Supplemental cash flow information related to leases for the three months ended March 31, 2026 and 2025 were as follows:
+Added: Dollars in thousands March 31, 2026 March 31, 2025
Cash paid for amounts included in the measurement of lease liabilities:
2 unchanged sentences
Operating leases $ 232 $ 958
−Removed: Future minimum lease payments under operating leases at September 30, 2025 were as follows:
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: Future minimum lease payments under operating leases at March 31, 2026 were as follows:
Dollars in thousands Related Parties Third Parties Total
12 unchanged sentences
Long-term lease liabilities 160,116
−Removed: There were no future minimum lease payments under finance leases at September 30, 2025.
+Added: There were no future minimum lease payments under finance leases at March 31, 2026.
Related Party Leases
2 unchanged sentences
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.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
TREASURY STOCK
−Removed: As of September 30, 2025 and December 31, 2024, the company held 14.4 million shares of treasury stock outstanding with a cost of $ 690.0 million and $ 691.4 million, respectively, at a weighted average cost per share of $ 47.86 for both periods.
−Removed: In 2024, the Company entered into a $ 50 million accelerated share repurchase (“the 2024 ASR”) and received 1.3 million shares of common stock at inception of the 2024 ASR, which represented approximately 70 % of the expected total shares under the 2024 ASR.
−Removed: The early exercise provision was exercised by the 2024 ASR counterparty.
−Removed: The Company received an additional 0.4 million shares determined using the volume-weighted average price of the Company’s common stock during the term of the 2024 ASR.
−Removed: On July 18, 2023, the Board of Directors authorized a new $ 225 million share repurchase program.
−Removed: A s of September 30, 2025, $ 50 million remained authorized .
−Removed: The program, which was authorized in July 2023 and expires on December 31, 2025, allows the Company to repurchase its shares opportunistically from time to time.
−Removed: The Company may utilize various methods to effect any repurchases, including open market transactions, privately negotiated transactions, transactions structured through investment banking institutions, including accelerated share repurchases, or a combination of the foregoing, some of which may be effected through Rule 10b5-1 plans.
−Removed: The price and timing of any future purchases under the share repurchase program will depend on factors such as levels of cash generation from operations, the volume of stock option exercises by employees, cash requirements for acquisitions, dividends, economic and market conditions and stock price, and such repurchases may be discontinued at any time.
+Added: As of March 31, 2026 and December 31, 2025, there were 14.4 million and 14.4 million shares of treasury stock outstanding with a cost of $ 687.1 million and $ 689.2 million, respectively, at a weighted average cost per share of $ 47.86 for both periods.
+Added: On December 31, 2025, the Company’s share repurchase program expired.
+Added: At the time of expiration, approximately $ 50.0 million remained available for repurchase.
+Added: The Company did not adopt a new share repurchase program upon the expiration.
The following table provides a summary of the Company’s effective tax rate:
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
−Removed: 2025 2024 2025 2024
+Added: Three Months Ended March 31,
Reported tax rate ( 91.7 ) % 15.8 %
−Removed: The Company’s effective income tax rates for the three months ended September 30, 2025 and 2024 were 20.8 % and 47.5 %, respectively.
−Removed: For the three months ended September 30, 2025, the Company’s effective tax rate was primarily driven by the tax expense generated in certain profitable foreign jurisdictions and the inclusion of Global Intangible Low Taxed Income (“GILTI”);
−Removed: offset by federal, state, and international tax benefits generated from operating losses and favorable prior year tax return positions.
−Removed: For the three months ended September 30, 2024, the tax rate is primarily due to the limitation of foreign tax credits in the U.S.
−Removed: and the limitation of federal tax credits in Switzerland, caused by lower book income.
−Removed: The Company’s effective income tax rates for the nine months ended September 30, 2025 and 2024 were 9.3 % and 35.3 %, respectively.
−Removed: For the nine months ended September 30, 2025, the Company’s effective tax rate was primarily driven by the goodwill impairment charge, as a portion of the charge is non-deductible for tax, as well as the inclusion of GILTI and the global minimum tax in certain foreign jurisdictions;
−Removed: offset by federal, state, and international tax benefits generated from operating losses and favorable prior year tax return positions.
−Removed: For the nine months ended September 30, 2024, the tax rate is primarily due to the limitation of foreign tax credits in the U.S.
−Removed: and the limitation of federal tax credits in Switzerland, caused by lower book income and a $ 1.9 million shortfall from stock-based compensation.
+Added: The Company’s effective income tax rates for the three months ended March 31, 2026 and 2025 were ( 91.7 )% and 15.8 %, respectively.
+Added: For the three months ended March 31, 2026, the Company’s effective tax rate was primarily driven by a $ 2.9 million tax expense related to a shortfall from stock-based compensation, due to market conditions.
+Added: For the three months ended March 31, 2025, the Company’s effective tax rate was driven by federal, state, and international tax benefits generated from operating losses in certain jurisdictions, offset by a $ 2.1 million tax expense related to a shortfall from stock-based 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.
1 unchanged sentence
and non-U.S., are increasingly focused on tax reform and revenue-raising legislation.
−Removed: On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.
−Removed: The OBBBA includes a number of significant provisions, including the permanent extension of certain expiring provisions of the 2017 Tax Cuts and Jobs Act.
−Removed: Additionally, the OBBBA contains changes to the capitalization of research and development expenses, accelerated fixed asset depreciation, and limitations on deductions for interest expense, among other provisions.
−Removed: The Company has evaluated the impact of the OBBBA on its financial statements and estimates the financial impact for the year ended December 31, 2025 to be approximately $ 4.4 million.
+Added: On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S., with certain provisions effective in 2025 and others implemented through 2027.
+Added: The OBBBA included the permanent extension of certain expiring provisions of the 2017 Tax Cuts and Jobs Act, the immediate expensing of previously capitalized research and development costs, and reduced limitations on interest expense deductions, among other provisions.
INTEGRA LIFESCIENCES HOLDINGS CORPORATION
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: Further, legislation in foreign jurisdictions may be enacted, in continued response to the ongoing base erosion and profit-sharing (“BEPS”) project led by the Organization for Economic Cooperation and Development (“OECD”).
−Removed: The OECD released model rules related to a new 15% global minimum tax regime (“Pillar 2”).
−Removed: A number of the jurisdictions that the Company operates in have adopted some form of the model rules, which became effective beginning in 2024.
−Removed: The Pillar 2 rules are complex and provide for delays for implementing the tax during the early transition years, if certain conditions are met.
−Removed: The Company is calculating an immaterial expense related to Pillar 2 tax liability for the year ending December 31, 2025.
−Removed: Related changes in U.S.
−Removed: jurisdictions could have an adverse effect on the Company’s effective tax rate.
−Removed: The Company will continue to monitor legislative activity across its U.S.
−Removed: jurisdictions.
+Added: Further, the Company continues to monitor legislation in foreign jurisdictions, enacted in response to ongoing efforts led by the Organization of Economic Cooperation and Development (“OECD”).
+Added: The OECD released Pillar Two model rules, defining a new 15% global minimum tax for each jurisdiction in which a multinational corporation operates, effective beginning in 2024.
NET LOSS PER SHARE
Basic and diluted net loss per share was as follows:
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Dollars in thousands, except per share amounts 2026 2025
15 unchanged sentences
For periods in which the Company generated a net loss, the Company does not include the potential impact of dilutive securities in diluted net loss per share, as the impact of these items is anti-dilutive.
−Removed: Common stock of approximately 1.5 million and 1.3 million shares at September 30, 2025 and 2024, res pectively, were not included in the computation of diluted net loss per share because their effect would have been anti-dilutive.
+Added: Common stock of approximately 1.6 million and 1.6 million shares at March 31, 2026 and 2025, res pectively, were not included in the computation of diluted net income and diluted net loss per share, respectively, because their effect would have been anti-dilutive.
ACCUMULATED OTHER COMPREHENSIVE LOSS
−Removed: Comprehensive loss for the three and nine months ended September 30, 2025 and 2024:
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Comprehensive loss for the three months ended March 31, 2026 and 2025:
+Added: Three Months Ended March 31,
Dollars in thousands 2026 2025
6 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: Changes in accumulated other comprehensive loss by component between December 31, 2024 and September 30, 2025 are presented in the table below, net of tax:
+Added: Changes in accumulated other comprehensive loss by component between December 31, 2025 and March 31, 2026 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
1 unchanged sentence
$ 15,948 $ 4,984 $ ( 51,009 ) $ ( 30,077 )
−Removed: Other comprehensive (loss) gain ( 41,147 ) 13,510 ( 27,637 )
+Added: Other comprehensive gain 10,593 — 1,890 12,483
Amounts reclassified from accumulated other comprehensive income, net 10,813 167 2,366 13,346
−Removed: Net current-period other comprehensive (loss) gain ( 10,405 ) ( 483 ) 6,484 ( 4,404 )
−Removed: Balance at September 30, 2025
+Added: Net current-period other comprehensive (loss) ( 220 ) ( 167 ) ( 476 ) ( 863 )
+Added: Balance at March 31, 2026
$ 15,728 $ 4,817 $ ( 51,485 ) $ ( 30,940 )
−Removed: For the nine months ended September 30, 2025, the Company reclassified losses of $( 35.7 ) million and $( 0.3 ) million from AOCI to other income and cost of goods sold, respectively.
−Removed: Additionally, the Company reclassified a gain of $ 12.8 million from AOCI to interest income.
+Added: For the three months ended March 31, 2026, the Company reclassified gains of $ 7.3 million and $ 5.7 million from AOCI to other income and interest income, respectively.
+Added: Additionally, the Company reclassified a loss of $ 0.3 million from AOCI to cost of goods sold.
SEGMENT AND GEOGRAPHIC INFORMATION
1 unchanged sentence
Resources are allocated and performance is assessed by the Company’s President and Chief Executive Officer, which the Company has determined to be the Chief Operating Decision Maker (“CODM”).
+Added: During the three months ended March 31, 2026, the Company renamed its two reportable segments to better align with the reportable segments’ business activities, structures, and strategies.
+Added: The reportable segment name change did not result in any change to the composition of the reportable segments and has no impact on previously reported financial information.
The two reportable segments and their activities are described below.
−Removed: • The Codman Specialty Surgical segment operations consist of (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;
+Added: • The Specialty Surgery reportable segment operations consist of (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;
(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;
and (iii) the ENT business, which includes instrumentation, balloon technologies for sinus dilation and eustachian tube dilation, as well as surgical navigation systems.
−Removed: • The Tissue Technologies segment operations consists of Wound Reconstruction and Care business, which sells offerings such as skin and wound repair, plastics and surgical reconstruction products and nerve and tendon repair products.
−Removed: The Tissue Technologies segment also includes the Company’s private label business.
−Removed: 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, which are not allocated to the reportable segments.
−Removed: For both segments, the CODM uses segment revenue and segment operating income to assess the performance for each segment and in the annual budgeting and forecasting process.
−Removed: The CODM considers budget-to-actual variances on a quarterly basis for segment revenue and segment operating income when making decisions about allocating capital and personnel to the segments.
+Added: • The Tissue Reconstruction reportable segment operations consists of the Wound Reconstruction business, which sells offerings such as skin and wound repair, plastics and surgical reconstruction products and nerve and tendon repair products.
+Added: The Tissue Reconstruction segment also includes the Company’s private label business which performs contract manufacturing for third parties.
+Added: The Corporate and Other category includes a portion of various executive, finance, human resource, information systems and legal functions which are not allocated to the reportable segments.
+Added: During the three months ended March 31, 2026, the Company updated the allocation of certain cost and expense information that the CODM regularly reviews to evaluate performance for decision-making purposes from the Corporate and Other category to the Company’s reportable segments to align with how the CODM reviews and manages the business.
+Added: As a result of this update, the Company retrospectively recast prior period results, by reportable segment, to conform to the current period presentation.
+Added: This update had no impact on the Company’s consolidated results of operations.
+Added: For both reportable segments, the CODM uses segment revenue and segment operating income to assess the performance for each segment and in the annual budgeting and forecasting process.
+Added: The CODM considers budget-to-actual variances on a quarterly basis for segment revenue and segment operating income when making decisions about allocating capital and personnel to the reportable segments.
The operating results of the 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 reportable segments.
−Removed: Net sales and profit by each reportable segment for the three and nine months ended September 30, 2025 and 2024 are as follows:
INTEGRA LIFESCIENCES HOLDINGS CORPORATION
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: Three Months Ended September 30, 2025 Nine Months Ended September 30, 2025
−Removed: Dollars in thousands Codman Specialty Surgical Tissue Technologies Corporate and Other Total Codman Specialty Surgical Tissue Technologies Corporate and Other Total
+Added: Net sales and profit by each reportable segment for the three months ended March 31, 2026 and 2025 are as follows:
+Added: Three Months Ended March 31, 2026
+Added: Dollars in thousands Specialty Surgery Tissue Reconstruction Corporate and Other Total
Total revenue, net $ 283,135 $ 108,783 $ — $ 391,918
3 unchanged sentences
Intangible asset amortization — — 3,776 3,776
−Removed: Goodwill impairment — — — — 388,106 123,259 — 511,365
Total cost and expenses 200,009 88,517 91,922 380,448
4 unchanged sentences
Loss before income taxes $ ( 2,409 )
−Removed: Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024
−Removed: Dollars in thousands Codman Specialty Surgical Tissue Technologies Corporate and Other Total Codman Specialty Surgical Tissue Technologies Corporate and Other Total
+Added: Three Months Ended March 31, 2025
+Added: Dollars in thousands Specialty Surgery Tissue Reconstruction Corporate and Other Total
Total revenue, net $ 280,664 $ 101,989 $ — $ 382,653
Cost of goods sold (1)
+Added: 109,861 49,270 29,090 188,221
Research and development (1)
+Added: 14,795 5,972 3,961 24,728
Selling, general & administrative (1)
+Added: 83,787 42,304 55,406 181,497
Intangible asset amortization — — 3,704 3,704
5 unchanged sentences
Loss before income taxes $ ( 30,036 )
+Added: (1) The amounts reported for the three months ended March 31, 2025 have been retrospectively recast to reflect the realignment of certain cost and expense information as discussed in Note 1.
+Added: Basis of Presentation .
The Company does not allocate any assets to the reportable segments.
2 unchanged sentences
Total revenue by major geographic area consisted of the following:
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Dollars in thousands 2026 2025
4 unchanged sentences
Total Revenues $ 391,918 $ 382,653
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
COMMITMENTS AND CONTINGENCIES
12 unchanged sentences
Refer to the “Contingent Consideration” subheading of this Note for additional information on the ACell contingent consideration.
−Removed: The Company believes that it has strong defenses to the allegations in the arbitration and intends to defend the matter vigorously.
+Added: The arbitration was held in September 2025.
+Added: On April 15, 2026, the arbitration tribunal issued its decision finding in Integra’s favor on all claims and awarding the company its attorneys’ fees and costs to be paid by Fortis.
On September 12, 2023, a securities class action complaint, captioned Pembroke Pines Firefighters & Police Officers Pension Fund v.
1 unchanged sentence
23-cv-20321 (D.N.J.), was filed by a purported stockholder of the Company in the United States District Court for the District of New Jersey (the “Pembroke Litigation”) against the Company and certain of the Company’s current and former executive officers.
−Removed: The Pembroke Litigation, filed on behalf of a putative class of stockholders who purchased or acquired the Company’s common stock between March 11, 2019 and May 22, 2023, inclusive, alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder, on the basis of purportedly materially false and misleading statements and omissions relating to certain quality systems issues identified by the FDA at the Company’s Boston facility, the Company’s efforts to remediate those issues, and the Company’s forecasts for certain products in its Tissue Technologies segment.
+Added: The Pembroke Litigation, filed on behalf of a putative class of stockholders who purchased or acquired the Company’s common stock between March 11, 2019 and May 22, 2023, inclusive, alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder, on the basis of purportedly materially false and misleading statements and omissions relating to certain quality systems issues identified by the FDA at the Company’s Boston facility, the Company’s efforts to remediate those issues, and the Company’s forecasts for certain products in its Tissue Reconstruction segment.
The complaint seeks, among other things, compensatory damages, attorneys’ fees, expert fees, and other costs.
3 unchanged sentences
The Company has filed a motion to dismiss the Second Amended Complaint on October 14, 2025.
−Removed: On February 21, 2025, a derivative lawsuit captioned Grabowsky v.
−Removed: Integra LifeSciences Holding Corp.
−Removed: 3:25-cv-01399 (D.N.J.) was filed in the United States District Court for the District of New Jersey.
−Removed: The action purports to assert derivative claims on behalf of the Company against its current Board of Directors and certain of its current or former officers and directors.
−Removed: The action asserts claims that the individual defendants breached their fiduciary duties and harmed the Company by making false and misleading statements and omissions relating to certain quality systems issues identified by the U.S.
−Removed: Food and Drug Administration (“FDA”) at the Company’s Boston facility, the Company’s efforts to remediate those issues, and the Company’s forecasts for certain products in its Tissue Technologies segment.
−Removed: On March 28, 2025, the derivative lawsuit was voluntarily dismissed by the plaintiff.
−Removed: On April 1, 2025 the lawsuit was dismissed with prejudice.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
+Added: On March 16, 2026, the plaintiffs filed their Supplemental Amended Complaint, in response to which the Company filed its Supplemental Motion to Dismiss on April 3, 2026.
On May 13, 2025 and May 16, 2025, derivative lawsuits captioned Leverett v.
5 unchanged sentences
The actions assert claims that the individual defendants breached their fiduciary duties and harmed the Company by making false and misleading statements and omissions relating to certain quality systems issues identified by the U.S.
−Removed: Food and Drug Administration (“FDA”) at the Company’s Boston, Massachusetts manufacturing facility, the Company’s efforts to remediate those issues, and the Company’s forecasts for certain products in its Tissue Technologies segment.
+Added: Food and Drug Administration (“FDA”) at the Company’s Boston, Massachusetts manufacturing facility, the Company’s efforts to remediate those issues, and the Company’s forecasts for certain products in its Tissue Reconstruction segment.
+Added: The complaint seeks, among other things, compensatory damages, attorneys' fees, expert fees, and other costs.
The Company believes that it has strong defenses to the allegations in the lawsuits and intends to defend the matters vigorously.
+Added: These derivative actions have stayed pending resolution of the motion to dismiss in the Pembroke litigation.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
Contingent Consideration
−Removed: The Company determined the fair value of contingent consideration during the nine month period ended September 30, 2025 and September 30, 2024 to reflect the change in estimate, additions, payments, transfers and the time value of money during each period.
−Removed: A reconciliation of the opening balances to the closing balances of these Level 3 measurements for the nine months ended September 30, 2025 and September 30, 2024 is as follows (in thousands):
−Removed: Nine Months Ended September 30, 2025 Contingent Consideration Liability Related to Acquisition of:
+Added: The Company determined the fair value of contingent consideration during the three month period ended March 31, 2026 and March 31, 2025 to reflect the change in estimate, additions, payments, transfers and the time value of money during each period.
+Added: A reconciliation of the opening balances to the closing balances of these Level 3 measurements for the three months ended March 31, 2026 and March 31, 2025 is as follows (in thousands):
+Added: Three Months Ended March 31, 2026 Contingent Consideration Liability Related to the Acquisition of:
Derma Sciences (2)
4 unchanged sentences
Change in fair value of contingent consideration liabilities 9 ( 2 ) ( 1,300 ) ( 1,293 )
−Removed: Balance as of September 30, 2025
+Added: Balance as of March 31, 2026
6,308 348 18,100 24,756
2 unchanged sentences
Total 6,308 348 18,100 24,756
−Removed: Nine Months Ended September 30, 2024 Contingent Consideration Liability Related to Acquisition of:
+Added: Three Months Ended March 31, 2025 Contingent Consideration Liability Related to the Acquisition of:
Derma Sciences (2)
4 unchanged sentences
Change in fair value of contingent consideration liabilities ( 812 ) 50 — 600 ( 162 )
−Removed: Balance as of September 30, 2024
+Added: Balance as of March 31, 2025
$ 7,156 $ 2,736 $ 3 $ 54,600 64,495
2 unchanged sentences
Total 7,156 2,736 3 54,600 64,495
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
(1) Location in financial statements:
15 unchanged sentences
The potential maximum undiscounted payment amounts to $ 3.0 million.
−Removed: As part of the acquisition of ACell, the Company is required to make payments to the former shareholders of ACell up to $ 100.0 million in total for years 2022, 2023, and 2025 based on the achievement by the Company of certain revenue-based performance milestones.
−Removed: The Company estimated the fair value of the contingent consideration to be $ 23.9 million at the acquisition date.
−Removed: The 2022 and 2023 milestones were not achieved, leaving only one contingent milestone remaining.
−Removed: 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.
Surgical Innovations Associates, Inc.
+Added: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
As part of the acquisition of Surgical Innovations Associates, Inc.
3 unchanged sentences
Similarly, in the second quarter of 2024, the Company paid out $ 12.4 million related to the 2023 performance year.
−Removed: 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.
+Added: The Company calculated the remaining milestone payment for the 2025 performance year based on actual sales for the year ended December 31, 2025 and expects to make the 2025 performance year payment, totaling $ 18.1 million, in the second quarter of 2026.
The Company used probabilities of achieving the conditions to calculate the fair value of the contingent consideration for the PMA approval milestone.
−Removed: The liability was adjusted in the third quarter of 2025 due to risk and uncertainty around timing of receiving the PMA approval.
−Removed: INTEGRA LIFESCIENCES HOLDINGS CORPORATION
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
FAIR VALUE MEASUREMENTS
23 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)
−Removed: Assets and liabilities measured and recorded at fair value on a recurring basis as of September 30, 2025 and December 31, 2024 consisted of the following:
+Added: Assets and liabilities measured and recorded at fair value on a recurring basis as of March 31, 2026 and December 31, 2025 consisted of the following:
Dollars in thousands Fair Value
−Removed: Measurement September 30, 2025 December 31, 2024
+Added: Measurement March 31, 2026 December 31, 2025
Cash and cash equivalents Level 1 $ 236,809 $ 235,048
11 unchanged sentences
$ 158,487 $ 167,915
−Removed: There were no transfers into or out of Level 3 during the three and nine months ended September 30, 2025 and 2024.
+Added: There were no transfers into or out of Level 3 during the three months ended March 31, 2026 and 2025.
Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
4 unchanged sentences
Goodwill and Other Intangible Assets , and Note 10.
−Removed: Leases and Related Party Leases , there were no non-recurring fair value measurements during the three and nine months ended September 30, 2025 and 2024.
+Added: Leases and Related Party Leases , there were no non-recurring fair value measurements during the three months ended March 31, 2026 and 2025.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.