WAYNE, Pa., March 25, 2025 (GLOBE NEWSWIRE) -- Teleflex Incorporated (NYSE:TFX), a leading global provider of medical technologies, today announced that new findings from the CLEAR study were presented at the 40th Annual European Association of Urology (EAU) Congress in Madrid, which took place March 21-24, 2025. Among the results, the study showed better early patient satisfaction and sexual function with the UroLift™ System (PUL) compared to Rezūm™ Water Vapor Therapy (WVTT).1 CLEAR is the first head-to-h ...

Core Insights - Teleflex is undergoing a significant strategic transformation by planning to separate into two independent publicly traded companies to enhance shareholder value [2][3] - The company is also acquiring Biotronik's Vascular Intervention business for approximately EUR 760 million, which will strengthen its interventional portfolio [4][5] - Despite facing near-term growth challenges, management remains confident in the long-term benefits of the separation and acquisition strategy [6][7] Strategic Corporate Split - The separation is expected to be completed by mid-2026, allowing each new entity to focus on distinct markets and growth opportunities [2][3] - The "RemainCo" business will encompass Vascular Access, Interventional, and Surgical businesses, projected to achieve over 6% revenue growth post-separation [7] Acquisition Details - The acquisition of Biotronik's Vascular Intervention business aims to enhance Teleflex's presence in catheterization labs and access to expanding markets [4][5] - The deal is anticipated to close by the end of the third quarter of 2025, significantly expanding Teleflex's market presence in the coronary and peripheral interventional sectors [5] Financial Outlook and Challenges - The company faces headwinds limiting near-term growth, including challenges in the UroLift business, OEM inventory management issues, and volume-based procurement impacts in China, totaling approximately $100 million in expected losses [5][6] - Management has set a revenue growth guidance of 1% to 2% for the upcoming year, reflecting the current trading environment [6] Management's Strategic Vision - The separation into two focused companies is designed to accelerate growth with a simplified operating model and increased management focus [8] - The company aims to position itself for stronger future performance through strategic acquisitions and operational focus despite current market challenges [6][7]

NEW YORK, March 06, 2025 (GLOBE NEWSWIRE) -- Leading securities law firm Bleichmar Fonti & Auld LLP announces an investigation into Teleflex Incorporated (NYSE: TFX) for potential violations of the federal securities laws. If you invested in Teleflex, you are encouraged to obtain additional information by visiting https://www.bfalaw.com/cases-investigations/teleflex-incorporated. Why is Teleflex being Investigated? Teleflex is a global provider of medical technology products used by hospitals and healthcar ...

Core Viewpoint - Pomerantz LLP is investigating potential securities fraud or unlawful business practices involving Teleflex Incorporated and its executives following significant corporate announcements and a sharp decline in stock price [1][2][3]. Group 1: Corporate Announcements - On February 27, 2025, Teleflex announced plans to create a new publicly traded company focused on its Urology, Acute Care, and OEM businesses [2]. - The company entered into a definitive agreement to acquire the Vascular Intervention business of BIOTRONIK SE & Co. KG for an estimated cash payment of approximately €760 million [2]. - The resignation of Teleflex's Chief Financial Officer was also announced on the same day [2]. Group 2: Stock Price Reaction - Following the announcements on February 27, 2025, Teleflex's stock price fell by $38.52 per share, representing a decline of 21.69%, closing at $139.11 per share [3]. Group 3: Legal Investigation - Pomerantz LLP is representing investors in investigating claims against Teleflex regarding possible securities fraud or other unlawful business practices [1].

Core Viewpoint - Teleflex management is attempting to change the course of the business after years of mediocre performance by announcing a significant acquisition and a plan to split the business into "Teleflex Classic" moving forward [1] Group 1 - Teleflex has experienced years of mediocre performance prior to the recent management changes [1] - The company is pursuing a significant acquisition as part of its strategy to improve performance [1] - A business split is planned, with the establishment of "Teleflex Classic" as a new direction for the company [1]

Core Viewpoint - Teleflex Incorporated is under investigation for potential violations of federal securities laws following significant corporate announcements, including a business split and a major acquisition [1][2][3]. Group 1: Company Announcements - On February 27, 2025, Teleflex announced the separation of its Urology, Acute Care, and OEM businesses into a new publicly traded company [2]. - The company also reported the resignation of its CFO and plans to acquire the vascular intervention business of BIOTRONIK SE for approximately €760 million [2]. Group 2: Investigation Details - Bleichmar Fonti & Auld LLP is investigating whether Teleflex and certain senior officers made materially false and misleading statements to investors, given the company's previous positive representations [3]. - The investigation follows the company's recent announcements, which have raised concerns about the accuracy of prior communications to investors [3]. Group 3: Market Reaction - Following the announcements on February 27, 2025, Teleflex's stock price experienced a decline of approximately 20% during trading [4].

Teleflex Incorporated (TFX) posted fourth-quarter 2024 adjusted earnings per share (EPS) from continuing operations of $3.89, up 15.1% from the year-ago quarter’s figure. The metric topped the Zacks Consensus Estimate by 0.8%.Find the latest EPS estimates and surprises on Zacks Earnings Calendar.GAAP loss per share was $2.95 compared to EPS of $0.66 in the prior-year period.The full-year adjusted EPS from continuing operations was $14.01, up 3.6% year over year. The figure topped the Zacks Consensus Estimat ...

Financial Performance - As of December 31, 2024, the company accrued $49.3 million of contingent consideration related to completed business combinations, primarily associated with Palette[122]. - The company recognized an impairment charge of $240 million in the goodwill impairment line in the Consolidated Statements of Income due to intensifying competition and sustained revenue shortfalls[135]. - The company had total consolidated indebtedness of $1.7 billion as of December 31, 2024[160]. - The company may incur significant expenses related to the proposed separation, which may exceed current estimates[158]. - The company may not pay dividends in the future, as the declaration and payment depend on various factors including financial condition and covenants[169]. Revenue Sources - For the years ended December 31, 2024, 2023, and 2022, 38%, 37%, and 36% of the company's net revenues were derived from operations outside the U.S.[127]. - The company has significant manufacturing and distribution facilities outside the U.S., with 73% of full-time employees located in other countries[127]. Risks and Challenges - The company is exposed to fluctuations in foreign currency exchange rates, commodity prices, and interest rates, which may adversely affect its results[136]. - Increases in commodity prices, such as plastic resin, aluminum, and steel, could increase the costs of the company's products and services[137]. - The company faces risks associated with public health epidemics, which could significantly impact economic activity and its operations[123]. - The company may experience adverse effects from tariffs and trade disputes, particularly those imposed by the U.S. government[133]. - An interruption in manufacturing or distribution operations could have a material adverse effect on the company's business and financial condition[140]. - The company is exposed to risks related to environmental and health and safety liabilities due to complex regulations[150]. - Cyber-attacks and disruptions to information systems pose risks that could adversely affect business operations and customer relationships[149]. Employee and Labor Relations - 6% of the company's employees were covered by union contracts or collective bargaining arrangements as of December 31, 2024[153]. - The company’s ability to attract, train, and retain key employees is vital for its success and may be impacted by industry competition[142]. Corporate Strategy and Governance - The proposed separation of Urology, Acute Care, and OEM businesses may face challenges and could delay completion[154]. - The company relies on strong relationships with healthcare professionals for product development, which is critical for business success[144]. - The company has significant restrictions on its business due to debt agreements, which may limit its ability to pursue certain opportunities[163]. - Provisions in the company's governing documents could discourage or delay potential mergers or acquisitions, potentially affecting stockholder interests[170]. Financial Instruments and Currency Exposure - A 10% decline in the U.S. dollar to euro exchange rate could require the company to pay approximately $75 million to counterparties under cross-currency swap agreements[165]. - The average interest rate on fixed-rate debt is 4.438%, while the average interest rate on variable-rate debt is 5.648%[311]. - A 1.0% change in variable interest rates would increase or decrease annual interest expense by $6.6 million based on outstanding debt as of December 31, 2024[311]. - The total notional amount for foreign currency forward exchange contracts is $439.5 million, and for cross-currency interest rate swap contracts, it is $1.0 billion[313]. - A hypothetical 10% increase in the value of the U.S. dollar against all currencies would increase the fair value of contracts by $71.0 million, while a 10% decrease would decrease the fair value by $92.8 million[313]. - The company is subject to financial covenants that require maintenance of a consolidated leverage ratio, secured leverage ratio, and consolidated interest coverage ratio[164]. Intellectual Property and Legal Risks - The company’s inability to protect its intellectual property rights could lead to competitive disadvantages[145]. - The company may face unexpected litigation costs or damages due to potential infringement of third-party intellectual property rights[146]. Stock and Shareholder Information - The company has approximately 46.3 million shares of common stock outstanding as of December 31, 2024, with 3.6 million shares available for future issuance under the 2023 Stock Incentive Plan[166].

Financial Data and Key Metrics Changes - For Q4 2024, Teleflex reported revenues of $795.4 million, an increase of 2.8% year-over-year on a GAAP basis and 3.2% on an adjusted constant currency basis [11] - Adjusted earnings per share grew 15.1% to $3.89 [13] - For the full year 2024, adjusted constant currency revenues increased 3.1% year-over-year, with adjusted earnings per share at $14.01 [18] Business Line Data and Key Metrics Changes - Interventional business saw adjusted constant currency growth of 18.7% in Q4 2024, while Surgical business grew by 12.3% [11] - Interventional Urology revenue increased by 3.7% on an adjusted constant currency basis, with growth in Palette offset by softness in the UroLift business [19] Market Data and Key Metrics Changes - Adjusted gross margin for Q4 2024 was 60.1%, flat compared to the prior year, while adjusted operating margin was 27.6%, up 130 basis points year-over-year [17] - Cash flow from operations increased 24.7% year-over-year to $638.3 million in 2024 [20] Company Strategy and Development Direction - Teleflex announced the acquisition of BIOTRONIK's Vascular Intervention business for approximately EUR760 million, aimed at expanding its presence in the cath lab and driving sustainable revenue growth [32][34] - The company plans to separate into two independent publicly traded companies, RemainCo and NewCo, to optimize its product portfolio and enhance shareholder value [48][49] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in achieving 6% plus revenue growth for RemainCo post-separation, despite challenges in the UroLift business and OEM segment [106] - The guidance for 2025 anticipates adjusted constant currency growth of 1% to 2%, reflecting a challenging trading environment [104] Other Important Information - A noncash goodwill impairment charge of $240 million was recognized for the Interventional Urology North America reporting unit due to subdued revenue growth [21] - The company plans to finance the BIOTRONIK acquisition through a new term-loan and revolving borrowings under its existing credit facility [47] Q&A Session Summary Question: What prompted the review and timing for the separation? - Management indicated that continuous portfolio reviews led to the conclusion that separating the businesses would maximize shareholder value, given their different growth strategies and profitability profiles [78][80] Question: How will the sales force be structured post-acquisition? - The acquisition allows for leveraging Teleflex's strong access to cath labs in the U.S. while combining strengths in EMEA, enhancing sales opportunities for both businesses [84] Question: What is the growth outlook for the acquired BIOTRONIK products? - The acquired products are expected to generate approximately EUR91 million in revenues in Q4 2025, with a growth expectation of 6% or better from 2026 onwards [96] Question: What are the expected margins for RemainCo and NewCo post-separation? - RemainCo is expected to grow at over 6% with mid-60s gross margins, while NewCo is anticipated to grow in the low single digits with mid-50s gross margins [118][120]

Financial Data and Key Metrics Changes - For Q4 2024, Teleflex reported revenues of $795.4 million, an increase of 2.8% year-over-year on a GAAP basis and 3.2% on an adjusted constant currency basis [11] - Adjusted earnings per share grew 15.1% to $3.89 [13] - For the full year 2024, adjusted constant currency revenues increased 3.1% year-over-year, while adjusted earnings per share was $14.01 [18] Business Line Data and Key Metrics Changes - Interventional and Surgical businesses showed strong performance with adjusted constant currency growth of 18.7% and 12.3% respectively in Q4 [11] - Interventional Urology revenue increased 3.7% on an adjusted constant currency basis, with growth in Palette offset by softness in the UroLift business [19] Market Data and Key Metrics Changes - Adjusted gross margin for Q4 was 60.1%, flat year-over-year, while adjusted operating margin was 27.6%, up 130 basis points [17] - Cash flow from operations increased 24.7% year-over-year to $638.3 million in 2024 [20] Company Strategy and Development Direction - Teleflex announced a definitive agreement to acquire the Vascular Intervention business from BIOTRONIK for approximately EUR760 million, aimed at enhancing growth and market presence in the cath lab [32] - The company plans to separate into two independent publicly traded companies, RemainCo and NewCo, to optimize product portfolios and drive growth [48][49] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in achieving 6%+ revenue growth for RemainCo post-separation, despite current challenges in the UroLift and OEM businesses [106] - The guidance for 2025 anticipates adjusted constant currency growth of 1% to 2%, reflecting headwinds from UroLift and inventory management by customers [24][103] Other Important Information - A noncash goodwill impairment charge of $240 million was recognized for the Interventional Urology North America reporting unit due to subdued revenue growth [21] - The company plans to finance the acquisition through a new term-loan and revolving borrowings under its existing senior credit facility [47] Q&A Session Summary Question: What prompted the review and timing for the separation? - Management indicated that continuous portfolio reviews led to the conclusion that separating the businesses would maximize shareholder value, especially with the addition of the BIOTRONIK business [78][80] Question: How will the sales force be structured post-acquisition? - The acquisition allows for leveraging Teleflex's strong presence in the Americas and BIOTRONIK's strength in EMEA, creating opportunities for synergy [84] Question: What is the growth outlook for the acquired assets? - The acquired portfolio is expected to deliver a constant currency revenue CAGR of 5.4% since 2022, with expectations for growth to exceed 6% post-acquisition [94] Question: What are the expected margins for RemainCo and NewCo? - RemainCo is expected to grow at 6%+ with mid-60s gross margins, while NewCo is anticipated to grow in the low single digits with mid-50s gross margins [118] Question: How will the capital structure be managed post-separation? - The capital structure for both companies will be defined in the coming quarters, with a focus on ensuring both have strong, viable futures [121]