[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited condensed consolidated financial statements for Q3 and nine months ended September 30, 2023, with notes on accounting policies and financial details Condensed Consolidated Statements of Operations Highlights | Indicator | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--- | :--- | :--- | :--- | :--- | | **Total revenue, net** | $382,421 | $385,191 | $1,144,534 | $1,159,644 | | **Operating income** | $26,593 | $65,049 | $75,479 | $171,080 | | **Net income** | $19,497 | $49,915 | $47,907 | $127,604 | | **Diluted EPS** | $0.24 | $0.60 | $0.59 | $1.53 | Condensed Consolidated Balance Sheets Highlights (in thousands) | Account | September 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Cash and cash equivalents | $273,732 | $456,661 | | Total current assets | $1,027,229 | $1,161,498 | | Total assets | $3,739,371 | $3,889,758 | | Total current liabilities | $355,712 | $320,906 | | Total liabilities | $2,160,150 | $2,085,355 | | Total stockholders' equity | $1,579,221 | $1,804,403 | Condensed Consolidated Statements of Cash Flows Highlights (in thousands) | Cash Flow Activity | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $81,205 | $179,135 | | Net cash used in investing activities | ($36,949) | ($3,760) | | Net cash used in financing activities | ($223,035) | ($154,254) | | Net decrease in cash and cash equivalents | ($182,929) | ($1,511) | [Note 2. Acquisitions and Divestitures](index=10&type=section&id=2.%20ACQUISITIONS%20AND%20DIVESTITURES) Details the acquisition of SIA for $51.5 million plus contingent consideration and the sale of the non-core TWC business for $28.8 million - Completed the acquisition of Surgical Innovation Associates, Inc. (SIA) for **$51.5 million** plus up to **$90.0 million** in contingent consideration based on revenue and FDA approval milestones[25](index=25&type=chunk) - In August 2022, the company sold its non-core traditional wound care (TWC) business for **$28.8 million**, resulting in a gain of **$0.6 million**[35](index=35&type=chunk)[36](index=36&type=chunk) [Note 3. Revenues from Contracts with Customers](index=13&type=section&id=3.%20REVENUES%20FROM%20CONTRACTS%20WITH%20CUSTOMERS) Explains revenue recognition policies, highlighting the significant impact of the Boston facility product recall on net revenue due to return provisions - Due to the voluntary recall of products manufactured at the Boston facility, the company recorded a provision for product returns of **$6.8 million** in Q3 2023 and **$19.7 million** for the nine months ended September 30, 2023, as a reduction of net revenue[43](index=43&type=chunk) Disaggregated Revenue by Segment (in thousands) | Segment/Franchise | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | **Codman Specialty Surgical** | **$268,205** | **$787,371** | | Neurosurgery | $209,229 | $607,902 | | Instruments | $58,976 | $179,469 | | **Tissue Technologies** | **$114,216** | **$357,163** | | Wound Reconstruction and Care | $88,071 | $280,129 | | Private Label | $26,145 | $77,034 | | **Total revenue** | **$382,421** | **$1,144,534** | [Note 5. Goodwill and Other Intangible Assets](index=15&type=section&id=5.%20GOODWILL%20AND%20OTHER%20INTANGIBLE%20ASSETS) Details annual goodwill impairment tests, confirming no impairment for 2023, even after an interim test on the Tissue Technologies unit due to the Boston recall - Total goodwill stood at **$1.036 billion** as of September 30, 2023, down slightly from **$1.039 billion** at year-end 2022[57](index=57&type=chunk) - A quantitative goodwill impairment test was performed for the TT reporting unit in Q2 2023 due to the Boston recall and stock price drop; the fair value was determined to be more than **20%** above the carrying amount[58](index=58&type=chunk) [Note 6. Debt](index=17&type=section&id=6.%20DEBT) Details the March 2023 amendment of the Senior Credit Facility, extending maturity to 2028 and transitioning to SOFR, alongside other outstanding debt instruments - On March 24, 2023, the company amended its Senior Credit Facility, extending maturity to March 2028 and replacing LIBOR-based rates with SOFR-indexed rates[65](index=65&type=chunk) - As of September 30, 2023, outstanding debt included **$775.0 million** under the term loan, **$90.0 million** under the revolver, **$575.0 million** in convertible notes, and **$75.7 million** under the securitization facility[70](index=70&type=chunk)[74](index=74&type=chunk)[82](index=82&type=chunk) [Note 11. Treasury Stock](index=28&type=section&id=11.%20TREASURY%20STOCK) Details two accelerated share repurchase agreements in 2023 totaling **$275 million** and a new **$225 million** share repurchase program authorized in July - Entered into a **$150 million** accelerated share repurchase (ASR) in January 2023 and a **$125 million** ASR in August 2023[128](index=128&type=chunk)[130](index=130&type=chunk) - A new **$225 million** share repurchase program was authorized by the Board of Directors on July 18, 2023, replacing the previous program[132](index=132&type=chunk) [Note 12. Income Taxes](index=29&type=section&id=12.%20INCOME%20TAXES) The company's effective tax rate significantly decreased in Q3 and the first nine months of 2023 due to lower book income in higher-taxed jurisdictions Effective Tax Rate Comparison | Period | 2023 | 2022 | | :--- | :--- | :--- | | **Three Months Ended Sep 30** | (4.8)% | 15.1% | | **Nine Months Ended Sep 30** | 8.2% | 14.8% | [Note 15. Segment and Geographic Information](index=31&type=section&id=15.%20SEGMENT%20AND%20GEOGRAPHIC%20INFORMATION) Provides a breakdown of net sales and profit by Codman Specialty Surgical and Tissue Technologies segments, along with disaggregated revenue by major geographic area Segment Net Sales (in thousands) | Segment | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | Codman Specialty Surgical | $268,205 | $787,371 | | Tissue Technologies | $114,216 | $357,163 | | **Total revenues** | **$382,421** | **$1,144,534** | Revenue by Geography (in thousands) | Region | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | United States | $269,838 | $817,622 | | Europe | $41,524 | $120,040 | | Asia Pacific | $48,777 | $146,956 | | Rest of World | $22,282 | $59,916 | | **Total Revenues** | **$382,421** | **$1,144,534** | [Note 16. Commitments and Contingencies](index=32&type=section&id=16.%20COMMITMENTS%20AND%20CONTINGENCIES) Details legal actions, including a securities class action complaint filed September 12, 2023, regarding quality system issues at the Boston facility, and contingent consideration liabilities - A securities class action complaint was filed against the company on September 12, 2023, alleging violations of securities laws related to quality system issues at the Boston manufacturing facility[149](index=149&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=35&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, strategic developments, and regulatory matters, analyzing results of operations, liquidity, and the significant impact of the Boston facility recall [FDA Matters](index=38&type=section&id=FDA%20Matters) Details two key regulatory issues: the global voluntary removal of CereLink monitors and the ongoing quality system issues and recall at the Boston manufacturing facility - In May 2023, the company initiated a voluntary recall of products manufactured in its Boston facility and temporarily halted manufacturing; resumption is expected late in Q4 2023[186](index=186&type=chunk) - The Boston recall resulted in a **$19.7 million** provision for product returns and a **$24.6 million** inventory write-off in the first nine months of 2023[187](index=187&type=chunk) - A voluntary global product removal of all CereLink intracranial pressure monitors was initiated in August 2022; a 510(k) application with design changes was submitted to the FDA in September 2023[184](index=184&type=chunk)[185](index=185&type=chunk) [Results of Operations](index=39&type=section&id=Results%20of%20Operations) Analyzes decreased net income and revenues for Q3 and nine months ended September 30, 2023, primarily due to the Boston recall, impacting gross margin and segment performance Special Charges (in thousands) | Charge Type | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | Acquisition, divestiture and integration-related | $5,832 | $18,056 | | Structural optimization | $5,893 | $15,022 | | EU medical device regulation | $13,490 | $34,172 | | Boston recall expenses | $5,636 | $33,687 | | **Total** | **$30,851** | **$100,937** | - Q3 2023 total revenues decreased by **$2.8 million** YoY, driven by the Boston recall which included a **$6.8 million** return reserve and a **$20.5 million** revenue decline[194](index=194&type=chunk) - Gross margin as a percentage of revenue fell to **57.1%** in Q3 2023 from **61.5%** in Q3 2022, primarily due to the Boston recall's impact, including a **$6.8 million** provision for returns and **$5.1 million** in idle capacity charges[197](index=197&type=chunk) [Liquidity and Capital Resources](index=44&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) Discusses decreased working capital and cash, with net cash from operating activities significantly lower due to reduced net income and working capital changes, alongside cash utilization for repurchases and debt - Working capital decreased from **$840.6 million** at Dec 31, 2022, to **$671.5 million** at Sep 30, 2023[231](index=231&type=chunk) - Net cash provided by operating activities for the nine months ended Sep 30, 2023, was **$81.2 million**, a decrease of **$97.9 million** from the same period in 2022[233](index=233&type=chunk)[234](index=234&type=chunk) - Financing activities for the first nine months of 2023 included **$275.0 million** for share repurchases and **$85.9 million** in debt repayments[240](index=240&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Discusses exposure to market risks from foreign currency and interest rates, managed through derivative instruments like forward contracts and interest rate swaps - The company is primarily exposed to foreign currency risk from transactions in Euros, British pounds, Swiss francs, Canadian dollars, and Japanese yen, among others[258](index=258&type=chunk) - Interest rate risk is managed through interest rate swaps on its SOFR-indexed borrowings; a **100 basis point** change in interest rates would impact annual interest expense on unhedged debt by approximately **$1.7 million**[263](index=263&type=chunk) [Item 4. Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded the company's disclosure controls and procedures were effective as of September 30, 2023, with no material changes to internal control over financial reporting - Based on an evaluation as of September 30, 2023, the principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective[265](index=265&type=chunk) - There were no changes in internal control over financial reporting during the quarter ended September 30, 2023, that have materially affected, or are reasonably likely to materially affect, internal controls[266](index=266&type=chunk) [PART II. OTHER INFORMATION](index=48&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=48&type=section&id=Item%201.%20Legal%20Proceedings) Refers to Note 16 for details on legal proceedings, including a securities class action lawsuit related to the Boston manufacturing facility - Refers to Note 16, Commitments and Contingencies, for details on current legal proceedings, which includes a securities class action lawsuit related to the Boston facility[149](index=149&type=chunk)[268](index=268&type=chunk) [Item 1A. Risk Factors](index=48&type=section&id=Item%201A.%20Risk%20Factors) States no material changes to risk factors from those disclosed in the Annual Report on Form 10-K for the fiscal year ended December 31, 2022 - There have been no material changes in risk factors from those disclosed in the Annual Report on Form 10-K for the fiscal year ended December 31, 2022[269](index=269&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=48&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details the company's share repurchase activities during Q3 2023, highlighting the **$125 million** accelerated share repurchase agreement in August Issuer Purchases of Equity Securities (Q3 2023) | Period | Total Shares Purchased | Average Price Paid | Approx. Value Remaining for Purchase | | :--- | :--- | :--- | :--- | | July 2023 | — | — | — | | August 2023 | 2,296,739 | $54.42 | $25,000,000 | | September 2023 | — | — | $25,000,000 | - On August 15, 2023, the company entered into a **$125 million** accelerated share repurchase (ASR) and received an initial **2.3 million** shares[272](index=272&type=chunk)

Financial Data and Key Metrics Changes - The company's third quarter revenues were approximately $382 million, representing a decrease of 0.4% on an organic basis, impacted by a $7 million return reserve increase due to the Boston facility issues [81][91] - Adjusted gross margin for the quarter was 64.6%, down 210 basis points compared to the previous year, primarily driven by the Boston impact [94] - Adjusted earnings per share were $0.76, down $0.10 compared to the prior year, reflecting the Boston recall and planned growth investments [94][112] Business Line Data and Key Metrics Changes - In the CSS segment, reported revenues were $268 million, an increase of 7.4% on both reported and organic bases, exceeding growth expectations [95] - The Tissue Technologies segment saw a decline of 15.6% on a reported basis, but excluding Boston, organic growth was 6.7%, driven by strong demand in other product lines [100] - International sales in the CSS segment grew low-double-digits, particularly in China, Australia, and Canada, indicating strong demand and effective regional strategies [99] Market Data and Key Metrics Changes - The company experienced strong international growth at nearly 12%, with significant contributions from various regions [82] - The Boston facility's impact was significant, with an estimated total impact of $67 million on topline revenue for 2023, affecting both sales and earnings [126] - The company anticipates a return to market for products from the Boston facility by mid-to-late second quarter of 2024, which is expected to stabilize revenue streams [75][116] Company Strategy and Development Direction - The company is focused on remediation efforts at the Boston facility, with plans for external audits and a return to market for key products like SurgiMend and PriMatrix [75][116] - There is an emphasis on international growth strategies, including geographic expansions and new product registrations, to leverage existing technologies [86] - The company is exploring M&A opportunities, particularly in the Codman Specialty Surgical segment, while prioritizing capital allocation towards long-term growth initiatives [26][27] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the remediation progress at the Boston facility and the expected timelines for product re-launches, indicating a commitment to restoring customer trust [75][116] - The company acknowledged challenges due to the Boston recall but highlighted strong underlying growth performance across other segments, with organic growth of 7.1% excluding Boston [93][116] - Future guidance indicates a moderate decline in gross margins for 2023, with expectations for recovery as operational efficiencies improve [112] Other Important Information - The company has strengthened its executive leadership by appointing a new Chief Human Resources Officer to enhance organizational capabilities [88] - The balance sheet remains strong, with ample liquidity to support both short and long-term plans, including a total liquidity of $1.5 billion [104] - The company issued its second annual ESG report, detailing progress in sustainability and corporate responsibility initiatives [89] Q&A Session Summary Question: What was the reason for the $7 million increase in return provisions related to the Boston facility? - The increase was due to better visibility into customer inventory and returnable products after working closely with customers post-recall, leading to a more accurate assessment of returns [126] Question: How much market share does the company expect to recapture following the re-launch in mid-2024? - The company estimates it will return to about 100% of its business within 12 months post-relaunch, driven by strong customer relationships and product merits [131] Question: What percentage of sales comes from China, and how might increased anti-corruption issues affect access to hospitals? - Sales from China account for about 5% to 6% of total sales, primarily in the neurosurgery portfolio, and the impact from anti-corruption issues is not expected to be material [133]

Third Quarter 2023 Net Debt Reconciliation Revenue $1.541B-$1.547B | --- | --- | --- | |--------------|-------------------------------------------------------|---------------------| | Neurosurgery | Q3 2023 Growth and Performance Drivers2 \nInstruments | International | | 8.0% | 5.0% | Double-Digit growth | Private Label 22.9% Wound Reconstruction 77.1% IART Q3 2023 Earnings Presentation Note: Organic growth, adj. gross margin, adj. EBITDA margin and adj. EPS are non-GAAP financial measures. $193.1 IART Q3 ...

Non-GAAP Financial Measures In addition to our GAAP results, we provide certain non-GAAP measures, including organic revenues, adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA"), adjusted net income, adjusted earnings per diluted share, adjusted gross profit, adjusted gross margin, free cash flow and adjusted free cash flow conversion. Organic revenues consist of total revenues excluding the effects of currency exchange rates, revenues from current-period acquisitions and pro ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-26224 INTEGRA LIFESCIENCES HOLDINGS CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 51-0317849 (STATE OR O ...

For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NO. 000-26224 INTEGRA LIFESCIENCES HOLDINGS CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 51-0317849 (STATE OR ...

Q1 2023 EARNINGS PRESENTATION APRIL 26, 2023 This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties and reflect the Company's judgment as of the date of this presentation. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements. Some of these forward-looking statements may contain words like "will," "believe," "may," "could," "would," ...

Integra LifeSciences Holdings Corporation (NASDAQ:IART) Q1 2023 Earnings Conference Call April 26, 2023 8:30 AM ET Company Participants Chris Ward – Senior Director-Investor Relations Jan De Witte – President and Chief Executive Officer Mathieu Aussermeier – Vice President-FP&A, Investor Relations and Treasurer Conference Call Participants Vik Chopra – Wells Fargo Ryan Zimmerman – BTIG Craig Bijou – Bank of America Eric Fleming – Raymond James Rohan Patel – JPMorgan Chase Drew Ranieri – Morgan Stanley Opera ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-26224 INTEGRA LIFESCIENCES HOLDINGS CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 51-0317849 (STATE OR OTHER ...

Neurosurgery market recovery offset by CereLink recall and supply challenges Revenues Q4'22 Q4'21 Growth 1 Q4'21 reported revenue includes TWC 2Q4'22 excludes $0.5M of acquired SIA revenues and ($1.1M) in foreign exchange; 3Percentages based on organic revenue, Commentary represents organic performance, Comparisons are to prior year Adj. Gross Profit Adj. EBITDA Adj. EPS Adj. Gross Profit Adj. EBITDA Adj. EPS 0 0.2 0.4 0.6 0.8 1 1.2 $1,043.5 $1,046.4 -20 -15 -10 -5 0 5 10 15 20 FY'21 FY'22 325 335 345 355 3 ...