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DENTSPLY SIRONA (NasdaqGS:XRAY) FY Conference Transcript
2025-09-08 19:37
DENTSPLY SIRONA FY Conference Summary Company Overview - **Company**: DENTSPLY SIRONA (NasdaqGS: XRAY) - **Date of Conference**: September 08, 2025 Key Points and Arguments Management Changes and Strategy - New CEO Dan Scavilla and CFO Matt Garza emphasize the need for a strategic shift but acknowledge that the previous management was on the right track [2][4] - The management team aims to streamline internal processes to enhance decision-making speed, which is currently seen as a competitive disadvantage [2][3][6] Market Penetration and Business Structure - The company plans to reevaluate its market penetration strategies, focusing on direct sales and partnerships with dealers and dental service organizations (DSOs) [5][6] - There is a belief that the current commercial structure is not fully optimized, and resources need to be reallocated from support functions to R&D and field operations [6][9] Business Retention and Growth Strategy - The decision to retain a specific business segment was based on recognizing its intrinsic value and potential for future product launches, which were not reflected in initial sale offers [10][11] - The management believes that retaining this business will help fuel the overall turnaround in the dental sector [11] Long-term Growth Trajectory - The dental market has historically grown above GDP but is currently expected to align with GDP growth rates [14] - The management is focused on innovation and competitive strategies to ensure that DENTSPLY SIRONA can outperform market growth rates [15][20] Financial Projections and Challenges - For FY 2025, the company forecasts a revenue decline of 2% to 4%, citing various headwinds including ERP-related issues and market conditions [21][22] - The management is focused on stabilizing the business and demonstrating growth potential before providing detailed projections for 2026 [19][20] Margin and Cost Management - The target for fiscal 2025 is to achieve a margin of over 19%, with a focus on reallocating resources to drive growth and profitability [23][27] - The management acknowledges the need for a leaner operational structure to improve financial performance [28][30] Cash Flow and Working Capital - The company is currently over-positioned in working capital, with plans to reduce inventory levels and improve cash flow dynamics [31][34] - The management aims to generate $300 million to $400 million in annual cash flow, despite unique challenges in 2025 [31] M&A Strategy - The management plans to stabilize the business before pursuing M&A opportunities, focusing on bolt-on acquisitions that expand the total addressable market (TAM) [36][37] R&D and Innovation - There is a desire to increase R&D spending to at least 7% of sales to drive innovation and competitiveness [40] - The management is focused on modernizing software and improving product offerings to enhance customer experience [52][57] Distribution Strategy - The relationship with distributors is under evaluation, with a focus on determining the best approach for market penetration and growth [66][67] - The management is considering the balance between direct sales and distribution partnerships [66][67] Sales Force and Training - There is a commitment to invest in the sales force and improve training to enhance customer relationships and drive sales [71] Audit and Compliance - The company is cooperating with an ongoing audit in Germany, maintaining transparency and collaboration [73][74] Team Dynamics and Culture - The management has noted a strong willingness among employees to drive improvements and embrace a mindset shift necessary for the turnaround [75][76] Additional Important Insights - The management emphasizes that the turnaround is not just about product changes but also about instilling a new mindset within the organization [75] - There is a recognition of the need to modernize practices and enhance the overall customer experience to remain competitive in the dental market [46][52]
Dentsply Sirona Retains Wellspect Healthcare as a Portfolio Business Following Comprehensive Review of Strategic Alternatives
Globenewswire· 2025-09-08 12:30
Determined that Wellspect will Deliver Greater Financial and Strategic Benefits to Stockholders as Part of the CompanyCHARLOTTE, N.C., Sept. 08, 2025 (GLOBE NEWSWIRE) -- DENTSPLY SIRONA Inc. (“Dentsply Sirona” or the "Company") (Nasdaq: XRAY) today announced that the Company has completed the evaluation of strategic alternatives for its Wellspect Healthcare business (“Wellspect”), which was announced in February 2025. As a part of its review process, Dentsply Sirona considered a range of potential opportuni ...
Is the Options Market Predicting a Spike in DENTSPLY Stock?
ZACKS· 2025-08-21 14:45
Core Viewpoint - Investors should closely monitor DENTSPLY SIRONA Inc. (XRAY) due to significant movements in the options market, particularly the high implied volatility of the Jan 16, 2026 $2.50 Call option [1] Company Analysis - DENTSPLY is currently rated as Zacks Rank 3 (Hold) in the Medical - Dental Supplies industry, which is positioned in the bottom 24% of the Zacks Industry Rank [3] - Over the last 60 days, there has been a mixed sentiment among analysts regarding earnings estimates; two analysts have raised their estimates while five have lowered theirs, resulting in a decrease of the Zacks Consensus Estimate for the current quarter from 47 cents per share to 46 cents [3] Options Market Insights - The high implied volatility surrounding DENTSPLY shares indicates that options traders are anticipating a significant price movement, which could be linked to an upcoming event that may trigger a rally or sell-off [2][4] - Seasoned options traders often seek out options with high implied volatility to sell premium, aiming to benefit from the decay of the option's value if the underlying stock does not move as much as expected by expiration [4]
Dentsply Sirona: Turnaround Potential And Digital Workflows
Seeking Alpha· 2025-08-19 13:11
Core Insights - DENTSPLY SIRONA Inc. is a medtech company specializing in dental and healthcare solutions, with its core consumables (EDS) and Wellspect Healthcare segments being the primary revenue sources that provide stability [1]. Company Overview - The company operates in the dental and healthcare sectors, focusing on providing innovative solutions to enhance patient care and improve clinical outcomes [1]. Revenue Segments - The main revenue verticals for DENTSPLY SIRONA are the core consumables (EDS) and Wellspect Healthcare segments, which contribute significantly to the company's financial stability [1].
International Markets and Dentsply (XRAY): A Deep Dive for Investors
ZACKS· 2025-08-11 14:15
Core Insights - Dentsply International's international operations are crucial for assessing its financial resilience and growth prospects, especially in a tightly interconnected global economy [1][2][3] Revenue Performance - The company's total revenue for the quarter was $936 million, reflecting a decrease of 4.9% [4] - Europe contributed 43.2% of total revenue, amounting to $404 million, with a surprise increase of +3.62% compared to analyst expectations [5] - The Rest of World segment generated $239 million, accounting for 25.5% of total revenue, surpassing projections by +7.37% [6] Future Projections - Analysts predict total revenue of $905.49 million for the current fiscal quarter, indicating a decline of 4.8% year-over-year, with Europe and Rest of World expected to contribute 39.1% and 23.8% respectively [7] - For the full year, total revenue is anticipated to be $3.65 billion, down 3.8% from the previous year, with Europe and Rest of World expected to represent 41.4% and 24.2% of this total [8] Strategic Considerations - The reliance on international markets presents both opportunities and challenges for Dentsply, making it essential to monitor international revenue trends for future projections [9][10]
Why Dentsply International (XRAY) is a Top Growth Stock for the Long-Term
ZACKS· 2025-08-08 14:46
Company Overview - DENTSPLY SIRONA Inc. is a global leader in the design, development, manufacture, and marketing of dental consumables, dental laboratory products, dental specialty products, and consumable medical device products [12] - The company also provides dental technology products, including dental implants, scanning equipment, treatment software, and orthodontic appliances, as well as dental equipment such as treatment centers and imaging equipment [12] Investment Highlights - DENTSPLY SIRONA Inc. has a Zacks Rank of 2 (Buy) and a VGM Score of A, indicating strong potential for investment [13] - The company is particularly appealing to growth investors, with a Growth Style Score of B and a forecasted year-over-year earnings growth of 13.8% for the current fiscal year [13] - Recent analyst activity shows a revision of earnings estimates higher for fiscal 2025, with the Zacks Consensus Estimate increasing to $1.90 per share [13] - DENTSPLY SIRONA Inc. has an average earnings surprise of +4.2%, further enhancing its attractiveness as an investment option [13][14]
Dentsply (XRAY) Q2 Earnings: How Key Metrics Compare to Wall Street Estimates
ZACKS· 2025-08-07 14:32
Core Insights - Dentsply International reported $936 million in revenue for Q2 2025, a year-over-year decline of 4.9%, with an EPS of $0.52 compared to $0.49 a year ago, exceeding the Zacks Consensus Estimate of $933.1 million by 0.31% and delivering an EPS surprise of 4% [1][3] Revenue Performance - Organic sales growth was -4.9%, slightly below the average estimate of -4.6% from six analysts [4] - Revenue in the United States was $293 million, compared to the average estimate of $323.26 million from three analysts [4] - Revenue from the Rest of the World was $239 million, exceeding the average estimate of $222.59 million, representing a year-over-year change of +0.8% [4] - Revenue in Europe was $404 million, surpassing the average estimate of $389.9 million, reflecting a +4.4% change year-over-year [4] Segment Performance - Net sales for Connected Technology Solutions were $243 million, below the estimated $251.55 million, marking a -4% change year-over-year [4] - Net sales for Wellspect Healthcare were $80 million, slightly below the estimate of $81.45 million, with no change year-over-year [4] - Net sales for Essential Dental Solutions were $387 million, exceeding the average estimate of $373.62 million, representing a +3.2% year-over-year change [4] - Net sales for Orthodontic and Implant Solutions were $226 million, slightly above the estimate of $225.94 million, but reflecting an -18.1% change year-over-year [4] Operating Income - Adjusted Operating Income for Connected Technology Solutions was $12 million, below the estimate of $16.97 million [4] - Adjusted Operating Income for Wellspect Healthcare was $25 million, slightly below the estimate of $26.14 million [4] - Adjusted Operating Income for Orthodontic and Implant Solutions was $45 million, significantly above the estimate of $16.63 million [4] - Adjusted Operating Income for Essential Dental Solutions was $151 million, exceeding the average estimate of $126.53 million [4] Stock Performance - Dentsply's shares have returned -17.4% over the past month, contrasting with the Zacks S&P 500 composite's +1.2% change, with a Zacks Rank 2 (Buy) indicating potential outperformance in the near term [3]
DENTSPLY SIRONA(XRAY) - 2025 Q2 - Earnings Call Transcript
2025-08-07 13:32
Financial Data and Key Metrics Changes - Global sales for Q2 were $936 million, a decrease of 5% as reported or a negative 7% on a constant currency basis, with adjusted EBITDA margin at 21%, increasing 360 basis points year-over-year [13][20][21] - Adjusted earnings per share were $0.52, growing 7% compared to the prior year, driven primarily by active cost reduction programs [14][21] - Cash flow from operations was $48 million for the quarter, with a net debt to EBITDA ratio of 3.1 times [22][21] Business Line Data and Key Metrics Changes - EDS (Endo, Resto, and preventative products) saw a constant currency sales increase of 1.1%, while OIS (Orthodontic and Implant Solutions) sales declined 19.4% due to lower lab volumes globally [23][24] - CTS (Connected Technology Solutions) sales fell 5.9% in constant currency, with double-digit growth in imaging in Europe offset by declines in CADCAM and imaging in the U.S. [24] - Wellspect Healthcare sales declined 2.5%, impacted by prior year dealer stocking orders [25] Market Data and Key Metrics Changes - U.S. sales in Q2 were $293 million, down 18% in total or 11% excluding the BiTE impact, primarily due to softness in connected technology solutions and orthodontic and implant solutions [15] - European sales were approximately flat year-over-year, with Germany showing growth driven by CTS and SureSmile, which was up over 27% [16] - Rest of world sales were $239 million, up slightly year-over-year, with growth in essential dental solutions and SureSmile [16] Company Strategy and Development Direction - The company aims to enhance customer experience and support through simplified interactions and increased strategic investments [11][12] - Focus on innovation and speed to market is emphasized, with the DS Core platform gaining traction among users [11][12] - The company plans to streamline operations to unlock value and reduce costs, redirecting funds into sustained profitable growth [12][27] Management's Comments on Operating Environment and Future Outlook - Management noted that global patient volumes and procedures remained largely unchanged, with a focus on long-term strategies rather than short-term fluctuations [31][32] - The company maintains its full-year 2025 outlook for sales, adjusted EBITDA margin, and adjusted EPS despite current challenges [25][27] - Management is cautious about the impact of tariffs, with an updated annualized impact now estimated at $80 million [48][49] Other Important Information - A non-cash after-tax charge of approximately $214 million was recorded related to the impairment of goodwill and other intangible assets [21] - The company completed a $550 million hybrid bond offering in Q2, enhancing financial flexibility [22] Q&A Session Summary Question: Overview of the broader dental market - Management indicated that patient volumes remain stable, but procedural utilization in elective areas like implants and ortho continues to be soft, with a focus on long-term strategies [30][31] Question: Distributor stock dynamics - Management noted no significant revenue impact from distributor stock changes, with healthy positions in imaging and CADCAM [34][35] Question: Motivation for joining Dentsply - The new CEO expressed a desire to apply operational experience and execution strategies learned from previous roles to enhance Dentsply's performance [38][39] Question: Performance of implants - Management highlighted a decline in premium implants due to shifts from legacy brands, with expectations for growth driven by sales force changes and new consumer experiences [41][44] Question: Tariff assumptions - The annualized impact of tariffs has increased to about $80 million, with ongoing efforts to mitigate costs through supply chain efficiencies [47][48] Question: Adjustments on BiTE - A $4 million adjustment was noted for BiTE in Q2, with no further changes anticipated for the second half of the year [51] Question: Portfolio assessment and growth strategy - Management believes there are no major gaps in the portfolio, focusing on organic growth while remaining open to opportunistic acquisitions [56][58] Question: Confidence in value implants - Management acknowledged challenges in the value implant segment due to Middle East volatility but expects performance to improve in the second half of the year [88][89]
DENTSPLY SIRONA(XRAY) - 2025 Q2 - Earnings Call Transcript
2025-08-07 13:30
Financial Data and Key Metrics Changes - Global sales for Q2 were $936 million, a decrease of 5% as reported or a negative 7% on a constant currency basis, with adjusted EBITDA margin at 21%, increasing 360 basis points year-over-year [12][20] - Adjusted earnings per share were $0.52, growing 7% compared to the prior year, driven primarily by active cost reduction programs [12][20] - Cash flow from operations was $48 million for the quarter, a decline from $28 million in the prior year quarter [21] Business Line Data and Key Metrics Changes - EDS (Endo, Resto, and preventative products) sales increased 1.1% on a constant currency basis, with growth in the rest of the world, but lower volumes in Europe and the US [22] - OIS (Orthodontic and Implant Solutions) sales declined 19.4% in constant currency, with BiTE accounting for over half of the decline [22] - CTS (Connected Technology Solutions) sales fell 5.9% in constant currency, with double-digit growth in imaging in Europe offset by declines in CADCAM and imaging in the US [22] Market Data and Key Metrics Changes - US sales in Q2 were $293 million, down 18% in total or 11% excluding the BiTE impact, primarily driven by softness in connected technology solutions and orthodontic and implant solutions [14] - European sales were approximately $400 million, flat compared to Q2 of the prior year, with Germany showing growth driven by CTS and SureSmile, which was up over 27% [15] - Rest of world sales were $239 million, slightly up versus the prior year, with growth in essential dental solutions and SureSmile up double digits [15] Company Strategy and Development Direction - The company aims to enhance customer experience and support through simplified interactions and increased strategic investments [10] - Focus on innovation and speed to market, with a goal to shape the future of markets by partnering with practitioners [10] - The DS Core platform is a critical element of the strategy, with 50,000 unique users and increasing connected devices and lab orders processed [10] Management's Comments on Operating Environment and Future Outlook - Management noted that global patient volumes and procedures remained largely unchanged, with a focus on long-term strategies rather than short-term market fluctuations [32] - The company is maintaining its full-year 2025 outlook for sales, adjusted EBITDA margin, and adjusted EPS despite current challenges [26] - Management emphasized the importance of focusing on customer needs and improving execution to drive growth [95] Other Important Information - The company recorded a non-cash after-tax charge of approximately $214 million related to the impairment of goodwill and other intangible assets within the OIS and CCS segments [20] - The company completed a $550 million hybrid bond offering in Q2, enhancing financial flexibility [21] Q&A Session Summary Question: Overview of the broader dental market - Management indicated that patient volumes remain stable, but procedural utilization in elective areas like implants and ortho continues to be soft, with a focus on long-term strategies [31] Question: Distributor stock dynamics - Management noted no significant revenue impact from distributor stock changes, with healthy positions in imaging and CADCAM [34] Question: Motivation for joining Dentsply - The new CEO expressed interest in applying operational experience to enhance Dentsply's performance and accelerate growth [39] Question: Performance of implants - Management reported a decline in premium implants due to the transition from legacy brands, with expectations for growth driven by sales force changes and new consumer experiences [43] Question: Tariff assumptions - The annualized impact of tariffs has increased from $50 million to $80 million, with ongoing efforts to mitigate costs through supply chain efficiencies [48] Question: Adjustments on BiTE - A $4 million adjustment was noted for BiTE in Q2, with no further changes anticipated for the second half of the year [52] Question: Portfolio assessment - The CEO believes Dentsply is well-positioned in the market, with a focus on organic growth while remaining open to opportunistic acquisitions [58] Question: Market share dynamics in implants - Management acknowledged challenges in the value implant segment due to Middle East volatility but expects stronger performance in the second half of the year [90]
DENTSPLY SIRONA(XRAY) - 2025 Q2 - Quarterly Report
2025-08-07 13:18
PART I [Item 1 – Financial Statements (Unaudited)](index=4&type=section&id=Item%201%20Financial%20Statements%20%28unaudited%29) This section presents the unaudited interim consolidated financial statements for DENTSPLY SIRONA Inc. and its subsidiaries, including statements of operations, comprehensive income (loss), balance sheets, changes in equity, and cash flows, along with detailed notes explaining the basis of presentation, accounting policies, segment information, and other financial disclosures [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) This section details the company's financial performance, including net sales, gross profit, operating income, and net income for the specified periods Consolidated Statements of Operations (Three Months Ended June 30) | Metric | 2025 (in millions) | 2024 (in millions) | Change (in millions) | % Change | | :----------------------------------- | :------------------ | :------------------ | :------------------- | :------- | | Net sales | $936 | $984 | $(48) | -4.9% | | Gross profit | $490 | $511 | $(21) | -4.1% | | Operating (loss) income | $(128) | $50 | $(178) | -356.0% | | Net (loss) income | $(44) | $(4) | $(40) | -1000.0% | | Net (loss) income attributable to Dentsply Sirona | $(45) | $(4) | $(41) | -1025.0% | | Basic (loss) earnings per common share | $(0.22) | $(0.02) | $(0.20) | -1000.0% | | Diluted (loss) earnings per common share | $(0.22) | $(0.02) | $(0.20) | -1000.0% | Consolidated Statements of Operations (Six Months Ended June 30) | Metric | 2025 (in millions) | 2024 (in millions) | Change (in millions) | % Change | | :----------------------------------- | :------------------ | :------------------ | :------------------- | :------- | | Net sales | $1,815 | $1,937 | $(122) | -6.3% | | Gross profit | $956 | $1,017 | $(61) | -6.0% | | Operating (loss) income | $(65) | $92 | $(157) | -170.7% | | Net (loss) income | $(25) | $13 | $(38) | -292.3% | | Net (loss) income attributable to Dentsply Sirona | $(25) | $14 | $(39) | -278.6% | | Basic (loss) earnings per common share | $(0.13) | $0.07 | $(0.20) | -285.7% | | Diluted (loss) earnings per common share | $(0.13) | $0.07 | $(0.20) | -285.7% | [Consolidated Statements of Comprehensive Income (Loss)](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20%28Loss%29) This section presents the total comprehensive income or loss, including net income and other comprehensive income items like foreign currency translation adjustments Consolidated Statements of Comprehensive Income (Loss) (Three Months Ended June 30) | Metric | 2025 (in millions) | 2024 (in millions) | Change (in millions) | | :------------------------------------------------ | :------------------ | :------------------ | :------------------- | | Net (loss) income | $(44) | $(4) | $(40) | | Foreign currency translation gain (loss) | $106 | $(10) | $116 | | Net (loss) gain on derivative financial instruments | $(88) | $(1) | $(87) | | Total other comprehensive income (loss), net of tax | $18 | $(11) | $29 | | Total comprehensive (loss) income | $(26) | $(15) | $(11) | | Total comprehensive (loss) income attributable to Dentsply Sirona | $(27) | $(15) | $(12) | Consolidated Statements of Comprehensive Income (Loss) (Six Months Ended June 30) | Metric | 2025 (in millions) | 2024 (in millions) | Change (in millions) | | :------------------------------------------------ | :------------------ | :------------------ | :------------------- | | Net (loss) income | $(25) | $13 | $(38) | | Foreign currency translation gain (loss) | $193 | $(72) | $265 | | Net (loss) gain on derivative financial instruments | $(104) | $31 | $(135) | | Total other comprehensive income (loss), net of tax | $89 | $(41) | $130 | | Total comprehensive (loss) income | $64 | $(28) | $92 | | Total comprehensive (loss) income attributable to Dentsply Sirona | $64 | $(27) | $91 | [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's assets, liabilities, and equity at specific points in time Consolidated Balance Sheets (Selected Items) | Asset/Liability/Equity | June 30, 2025 (in millions) | December 31, 2024 (in millions) | Change (in millions) | | :-------------------------------- | :--------------------------- | :------------------------------ | :------------------- | | Cash and cash equivalents | $359 | $272 | $87 | | Total Current Assets | $1,966 | $1,746 | $220 | | Total Assets | $6,069 | $5,753 | $316 | | Total Current Liabilities | $1,166 | $1,589 | $(423) | | Long-term debt | $2,218 | $1,586 | $632 | | Total Liabilities | $4,108 | $3,810 | $298 | | Total Dentsply Sirona Equity | $1,960 | $1,942 | $18 | | Total Equity | $1,961 | $1,943 | $18 | [Consolidated Statements of Changes in Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) This section outlines the changes in the company's equity components over the reporting periods, including net loss, comprehensive income, and dividends - For the six months ended June 30, 2025, Dentsply Sirona's total equity increased by **$18 million** to **$1,961 million**. Key changes included a net loss of **$45 million**, other comprehensive income of **$18 million**, stock-based compensation expense of **$9 million**, and cash dividends declared of **$32 million**[16](index=16&type=chunk) - For the six months ended June 30, 2024, total equity increased by **$3,064 million**. Key changes included a net loss of **$4 million**, other comprehensive loss of **$11 million**, stock-based compensation expense of **$12 million**, treasury shares purchased of **$152 million**, and cash dividends declared of **$34 million**[17](index=17&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This section reports on the cash generated and used by the company across its operating, investing, and financing activities Consolidated Statements of Cash Flows (Six Months Ended June 30) | Cash Flow Activity | 2025 (in millions) | 2024 (in millions) | Change (in millions) | | :-------------------------------- | :------------------ | :------------------ | :------------------- | | Net cash provided by operating activities | $55 | $233 | $(178) | | Net cash used in investing activities | $(51) | $(93) | $42 | | Net cash provided by (used in) financing activities | $55 | $(185) | $240 | | Effect of exchange rate changes on cash and cash equivalents | $28 | $(10) | $38 | | Net increase (decrease) in cash and cash equivalents | $87 | $(55) | $142 | | Cash and cash equivalents at end of period | $359 | $279 | $80 | [Notes to Unaudited Interim Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Unaudited%20Interim%20Consolidated%20Financial%20Statements) This section provides detailed explanations and additional information supporting the interim consolidated financial statements [NOTE 1 – Business and Basis of Presentation](index=10&type=section&id=NOTE%201%20%E2%80%93%20BUSINESS%20AND%20BASIS%20OF%20PRESENTATION) This note describes the company's business and the accounting principles used in preparing the interim financial statements - The unaudited interim consolidated financial statements are prepared in accordance with US GAAP and SEC rules, including normal recurring adjustments. They should be read in conjunction with the 2024 Form 10-K[20](index=20&type=chunk) - The Company adopted ASU No. 2023-09 (Income Tax Disclosures) as of January 1, 2025, impacting annual disclosures but not results of operations, financial position, or cash flows[22](index=22&type=chunk) - The Company's business is subject to seasonality, with sales generally stronger in the second and fourth quarters and weaker in the first and third quarters due to factors like dental tradeshows, patient traffic, tax planning, and holidays[25](index=25&type=chunk) [NOTE 2 – Revenue Recognition](index=11&type=section&id=NOTE%202%20-%20REVENUE%20RECOGNITION) This note details the company's policies for recognizing revenue from its various product categories and geographic regions - Revenues are primarily derived from the sale of dental equipment and dental/healthcare consumable products, measured as the consideration expected in exchange for goods/services[26](index=26&type=chunk) Net Sales by Product Category (Three Months Ended June 30) | Product Category | 2025 (in millions) | 2024 (in millions) | | :-------------------------- | :------------------ | :------------------ | | Connected Technology Solutions | $243 | $253 | | Essential Dental Solutions | $387 | $375 | | Orthodontic and Implant Solutions | $226 | $276 | | Wellspect Healthcare | $80 | $80 | | Total net sales | $936 | $984 | Net Sales by Geographic Region (Three Months Ended June 30) | Geographic Region | 2025 (in millions) | 2024 (in millions) | | :------------------ | :------------------ | :------------------ | | United States | $293 | $360 | | Europe | $404 | $387 | | Rest of World | $239 | $237 | | Total net sales | $936 | $984 | - Deferred revenue, primarily from advanced billings for orthodontic aligner treatments and loyalty points, totaled **$109 million** (Accrued liabilities) and **$36 million** (Other noncurrent liabilities) at June 30, 2025. The Company recognized **$29 million** and **$70 million** of previously deferred net sales during the three and six months ended June 30, 2025, respectively[29](index=29&type=chunk) [NOTE 3 – Stock-Based Compensation](index=12&type=section&id=NOTE%203%20%E2%80%93%20STOCK-BASED%20COMPENSATION) This note outlines the expenses related to stock-based compensation plans, categorized by their impact on the cost of products sold and operating expenses Stock-Based Compensation Expense (Three Months Ended June 30) | Expense Category | 2025 (in millions) | 2024 (in millions) | | :-------------------------------- | :------------------ | :------------------ | | Cost of products sold | $0 | $1 | | Selling, general, and administrative expense | $8 | $10 | | Research and development expense | $1 | $1 | | Total stock-based compensation expense | $9 | $12 | Stock-Based Compensation Expense (Six Months Ended June 30) | Expense Category | 2025 (in millions) | 2024 (in millions) | | :-------------------------------- | :------------------ | :------------------ | | Cost of products sold | $1 | $2 | | Selling, general, and administrative expense | $17 | $20 | | Research and development expense | $1 | $1 | | Total stock-based compensation expense | $19 | $23 | [NOTE 4 – Comprehensive Loss](index=13&type=section&id=NOTE%204%20%E2%80%93%20COMPREHENSIVE%20LOSS) This note details the components of accumulated other comprehensive loss, including foreign currency translation adjustments and derivative financial instruments - Accumulated other comprehensive loss (AOCI), net of tax, decreased from **$(730) million** at December 31, 2024, to **$(641) million** at June 30, 2025, primarily due to a **$106 million** foreign currency translation gain and an **$(88) million** net loss on derivative financial instruments for the three months ended June 30, 2025[32](index=32&type=chunk)[33](index=33&type=chunk) - Cumulative foreign currency translation adjustments included translation losses of **$275 million** at June 30, 2025, a significant improvement from **$552 million** at December 31, 2024[34](index=34&type=chunk) [NOTE 5 – (Loss) Earnings Per Common Share](index=15&type=section&id=NOTE%205%20%E2%80%93%20%28LOSS%29%20EARNINGS%20PER%20COMMON%20SHARE) This note presents the basic and diluted loss or earnings per common share, reflecting the company's profitability on a per-share basis Basic and Diluted (Loss) Earnings Per Common Share (Three Months Ended June 30) | Metric | 2025 | 2024 | | :------------------------------------------------ | :---- | :---- | | Net (loss) income attributable to Dentsply Sirona (in millions) | $(45) | $(4) | | Weighted average common shares outstanding (in millions) | 199.3 | 205.6 | | Basic (loss) earnings per common share | $(0.22) | $(0.02) | | Diluted (loss) earnings per common share | $(0.22) | $(0.02) | Basic and Diluted (Loss) Earnings Per Common Share (Six Months Ended June 30) | Metric | 2025 | 2024 | | :------------------------------------------------ | :---- | :---- | | Net (loss) income attributable to Dentsply Sirona (in millions) | $(25) | $14 | | Weighted average common shares outstanding (in millions) | 199.2 | 206.5 | | Basic (loss) earnings per common share | $(0.13) | $0.07 | | Diluted (loss) earnings per common share | $(0.13) | $0.07 | [NOTE 6 – Segment Information](index=15&type=section&id=NOTE%206%20%E2%80%93%20SEGMENT%20INFORMATION) This note provides financial data for the company's operating segments, including net sales and adjusted operating income - The Company operates in four reportable segments: Connected Technology Solutions, Essential Dental Solutions, Orthodontic and Implant Solutions, and Wellspect Healthcare[37](index=37&type=chunk) Segment Net Sales (Three Months Ended June 30) | Segment | 2025 (in millions) | 2024 (in millions) | | :-------------------------------- | :------------------ | :------------------ | | Connected Technology Solutions | $243 | $253 | | Essential Dental Solutions | $387 | $375 | | Orthodontic and Implant Solutions | $226 | $276 | | Wellspect Healthcare | $80 | $80 | | Total Net Sales | $936 | $984 | Segment Adjusted Operating Income (Three Months Ended June 30) | Segment | 2025 (in millions) | 2024 (in millions) | | :-------------------------------- | :------------------ | :------------------ | | Connected Technology Solutions | $12 | $3 | | Essential Dental Solutions | $151 | $125 | | Orthodontic and Implant Solutions | $45 | $42 | | Wellspect Healthcare | $25 | $24 | [NOTE 7 – Inventories](index=20&type=section&id=NOTE%207%20%E2%80%93%20INVENTORIES) This note details the composition of the company's inventories, including raw materials, work-in-process, and finished goods Inventories, Net (in millions) | Category | June 30, 2025 | December 31, 2024 | | :-------------------- | :------------- | :---------------- | | Raw materials and supplies | $198 | $172 | | Work-in-process | $88 | $72 | | Finished goods | $389 | $320 | | Inventories, net | $675 | $564 | - The Company's inventory reserve increased from **$98 million** at December 31, 2024, to **$103 million** at June 30, 2025[50](index=50&type=chunk) [NOTE 8 – Restructuring and Other Costs](index=20&type=section&id=NOTE%208%20%E2%80%93%20RESTRUCTURING%20AND%20OTHER%20COSTS) This note outlines the costs associated with the company's restructuring plans, including workforce reductions and operational improvements Total Restructuring and Other Costs (in millions) | Period | 2025 | 2024 | | :-------------------------- | :---- | :---- | | Three Months Ended June 30 | $4 | $23 | | Six Months Ended June 30 | $14 | $27 | - The 2024 Plan, approved on July 29, 2024, aims to improve operational performance and stockholder value, anticipating a **2% to 4% global workforce reduction** and expected to be substantially completed by end of 2025. **$30 million** in restructuring charges have been incurred since inception, primarily for employee transition and severance[52](index=52&type=chunk) - The 2023 Plan's annual cost savings target of **$200 million** has been substantially met, with **$86 million** in restructuring charges incurred since inception, primarily for employee transition, severance, and facility closure costs[53](index=53&type=chunk) [NOTE 9 – Financial Instruments and Derivatives](index=21&type=section&id=NOTE%209%20%E2%80%93%20FINANCIAL%20INSTRUMENTS%20AND%20DERIVATIVES) This note describes the company's use of derivative financial instruments to manage foreign currency and interest rate risks - The Company uses derivative financial instruments to hedge foreign currency exchange rates and interest rates, including hedges of net investments (foreign exchange forward contracts, cross currency basis swaps) and fair value hedges (interest rate swaps)[55](index=55&type=chunk)[57](index=57&type=chunk)[61](index=61&type=chunk) Aggregate Notional Amounts of Derivative Instruments (June 30, 2025) | Derivative Type | Aggregate Notional Amount (in millions) | Amount Maturing within 12 Months (in millions) | | :------------------------------------------------ | :------------------------------------- | :-------------------------------------------- | | Hedges of Net Investments: Foreign exchange forward contracts | $898 | $220 | | Hedges of Net Investments: Cross currency basis swaps | $315 | $0 | | Fair Value Hedges: Interest rate swaps | $150 | $0 | | Derivative Instruments not Designated as Hedges: Foreign exchange forward contracts | $572 | $572 | - On July 1, 2025, the Company entered into **$1.1 billion** in USD to CHF cross-currency basis swaps designated as hedges of net investments, with maturities ranging from 5 to 10 years[63](index=63&type=chunk)[64](index=64&type=chunk) [NOTE 10 – Fair Value Measurement](index=28&type=section&id=NOTE%2010%20%E2%80%93%20FAIR%20VALUE%20MEASUREMENT) This note provides information on the fair value of the company's financial assets and liabilities, including debt and derivative instruments - The estimated fair value of the Company's total debt was **$2,329 million** at June 30, 2025, compared to a carrying value of **$2,402 million**. This is considered a Level 2 fair value measurement[73](index=73&type=chunk) Financial Assets and Liabilities Measured at Fair Value (June 30, 2025) | Category | Total (in millions) | Level 2 (in millions) | | :-------------------------- | :------------------ | :------------------ | | Assets: Foreign exchange forward contracts | $4 | $4 | | Liabilities: Interest rate swaps | $15 | $15 | | Liabilities: Cross currency basis swaps | $11 | $11 | | Liabilities: Foreign exchange forward contracts | $99 | $99 | [NOTE 11 – Income Taxes](index=29&type=section&id=NOTE%2011%20%E2%80%93%20INCOME%20TAXES) This note explains the company's effective income tax rates and the factors influencing them for the reporting periods Effective Tax Rates | Period | 2025 | 2024 | | :-------------------------- | :---- | :---- | | Three Months Ended June 30 | 71.2% | 114.4% | | Six Months Ended June 30 | 76.9% | 81.2% | - The decrease in the effective tax rate is primarily due to additional impairments recorded in the three and six months ended June 30, 2025[76](index=76&type=chunk) [NOTE 12 – Financing Arrangements](index=29&type=section&id=NOTE%2012%20%E2%80%93%20FINANCING%20ARRANGEMENTS) This note details the company's credit facilities, debt issuances, and compliance with debt covenants - The Company has a **$700 million** multi-currency revolving facility expiring May 2028 and a **$700 million** commercial paper program, with no outstanding borrowings under either at June 30, 2025[77](index=77&type=chunk)[79](index=79&type=chunk) - On March 19, 2025, the Company entered into a **$435 million** 364-day Bridge Loan Facility, which was fully repaid on June 12, 2025, using proceeds from the issuance of **$550 million** aggregate principal amount of 8.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055[78](index=78&type=chunk) - Debt covenants were amended on June 3, 2025, to establish a senior debt to capitalization ratio limit of **0.6** and increase the maximum consolidated leverage ratio to **0.65**. The Company was in compliance with these covenants at June 30, 2025[80](index=80&type=chunk) [NOTE 13 – Goodwill and Intangible Assets](index=29&type=section&id=NOTE%2013%20%E2%80%93%20GOODWILL%20AND%20INTANGIBLE%20ASSETS) This note discusses goodwill and intangible asset impairment charges, their causes, and the remaining carrying values by segment - The Company recorded a pre-tax goodwill impairment charge of **$156 million** for the Implant & Prosthetic Solutions reporting unit within the Orthodontic and Implant Solutions segment as of June 30, 2025. This was driven by tariffs and lower projected volumes due to competitive pressures[83](index=83&type=chunk) - Pre-tax intangible asset impairment charges of **$79 million** were recorded as of June 30, 2025, including **$64 million** in Connected Technology Solutions and **$15 million** in Implant & Prosthetic Solutions. This was due to tariffs reducing royalty rates and lower volumes for premium equipment and implant products[84](index=84&type=chunk) Goodwill, Net by Reportable Segment (in millions) | Segment | December 31, 2024 | June 30, 2025 | | :-------------------------------- | :------------------ | :------------------ | | Connected Technology Solutions | $0 | $0 | | Essential Dental Solutions | $829 | $860 | | Orthodontic and Implant Solutions | $503 | $376 | | Wellspect Healthcare | $265 | $292 | | Total Goodwill, net | $1,597 | $1,528 | - Remaining goodwill for the Implant & Prosthetic Solutions reporting unit was **$376 million** at June 30, 2025. Fair values of certain indefinite-lived intangible assets in Connected Technology Solutions and Orthodontic and Implant Solutions segments continued to approximate carrying values, with a risk of future material impairments if key assumptions decline[85](index=85&type=chunk)[86](index=86&type=chunk) [NOTE 14 – Commitments and Contingencies](index=32&type=section&id=NOTE%2014%20%E2%80%93%20COMMITMENTS%20AND%20CONTINGENCIES) This note outlines the company's legal proceedings, tax examinations, and non-cancelable purchase commitments - A putative class action filed in 2018 regarding alleged securities law violations related to the 2016 merger and distributor inventory was preliminarily settled for **$84 million** in January 2025, with an offsetting insurance receivable of approximately **$78 million**[88](index=88&type=chunk) - Multiple securities litigation and stockholder derivative suits (e.g., City of Miami, San Antonio Fire and Police Pension Fund, Presura, Snee, Manfre, North Collier, O'Connor, Andreotti) are ongoing, alleging false/misleading statements regarding revenue recognition, distributor rebate programs, and the performance of the Byte aligners business. Several derivative litigations have been consolidated and stayed[89](index=89&type=chunk)[90](index=90&type=chunk)[91](index=91&type=chunk)[92](index=92&type=chunk)[93](index=93&type=chunk)[94](index=94&type=chunk)[95](index=95&type=chunk)[96](index=96&type=chunk)[97](index=97&type=chunk)[98](index=98&type=chunk)[99](index=99&type=chunk)[100](index=100&type=chunk)[101](index=101&type=chunk) - An arbitration claim by Mr. Carlo Gobbetti for **€28 million** was rejected by the arbitral tribunal on July 22, 2024, but Mr. Gobbetti appealed the ruling to the Court of Appeals of Milan on December 2, 2024. A final hearing is scheduled for February 11, 2026[102](index=102&type=chunk)[103](index=103&type=chunk)[104](index=104&type=chunk) - The IRS is examining the Company's U.S. federal income tax returns for 2015 and 2016, proposing an adjustment related to a 2016 internal reorganization and stock redemption that could result in additional federal income taxes and loss of foreign tax credits. The Company is contesting this[107](index=107&type=chunk) Non-Cancelable Purchase Commitments (in millions) | Year | Amount | | :--- | :----- | | 2025 | $94 | | 2026 | $107 | | 2027 | $66 | | 2028 | $43 | | Total | $310 | [Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%202%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the Company's financial condition and results of operations, including an overview of its business segments, the impact of macroeconomic and geopolitical factors, detailed analysis of net sales, gross profit, operating expenses, and segment performance, as well as critical accounting estimates, liquidity, capital resources, and restructuring plans [Company Profile](index=37&type=section&id=Company%20Profile) This section introduces DENTSPLY SIRONA Inc. as a leading global manufacturer of professional dental products and technologies - DENTSPLY SIRONA Inc. is the world's largest diversified manufacturer of professional dental products and technologies, with a **138-year history of innovation**. It develops, manufactures, and markets comprehensive solutions including dental equipment, products, and healthcare consumable products[119](index=119&type=chunk) [Business Overview](index=37&type=section&id=BUSINESS) This section describes the company's reportable segments and discusses the impact of global economic and geopolitical factors on its operations - The Company's four reportable segments are: Connected Technology Solutions (dental technology, equipment, CAD/CAM), Essential Dental Solutions (endodontic, restorative, preventive consumables), Orthodontic and Implant Solutions (digital implant systems, aligners), and Wellspect Healthcare (continence care solutions)[121](index=121&type=chunk)[122](index=122&type=chunk)[123](index=123&type=chunk)[124](index=124&type=chunk) - Global economic conditions, including inflation, trade policies, and geopolitical events, are expected to weigh on growth. Germany, representing **11% of sales**, experienced a recession in 2023-2024, impacting equipment sales[125](index=125&type=chunk)[126](index=126&type=chunk) - Tariffs, particularly from the U.S. on goods from Europe and other specified nations, could increase import costs. The Company is implementing competitive pricing and evaluating sourcing options to mitigate impacts[127](index=127&type=chunk)[128](index=128&type=chunk) - Geopolitical conflicts in the Middle East and Russia-Ukraine have not materially impacted overall operations, but Turkey's import restrictions on Israeli-made products affect the Implant & Prosthetic Solutions unit. Restrictions on cash repatriation from Russia continue to pose challenges[131](index=131&type=chunk)[132](index=132&type=chunk)[133](index=133&type=chunk)[134](index=134&type=chunk) - The Company issued a one-year notice of non-renewal for its non-exclusive distribution agreements with Patterson Companies, Inc. for dental equipment in the U.S. and Canada, with ongoing discussions for new agreements[135](index=135&type=chunk) [Results of Operations (Three and Six Months Ended June 30, 2025 vs. 2024)](index=40&type=section&id=RESULTS%20OF%20OPERATIONS%2C%20THREE%20AND%20SIX%20MONTHS%20ENDED%20JUNE%2030%2C%202025%20COMPARED%20TO%20THREE%20AND%20SIX%20MONTHS%20ENDED%20JUNE%2030%2C%202024) This section analyzes the company's financial performance, including net sales, gross profit, and operating expenses, for the three and six months ended June 30 Net Sales Performance (Three Months Ended June 30) | Metric | 2025 (in millions) | 2024 (in millions) | $ Change | % Change | Constant Currency % Change | | :-------------------------- | :------------------ | :------------------ | :------- | :------- | :------------------------- | | Total Net Sales | $936 | $984 | $(48) | -4.9% | -6.7% | | Connected Technology Solutions | $243 | $253 | $(10) | -3.8% | -5.9% | | Essential Dental Solutions | $387 | $375 | $12 | 2.9% | 1.1% | | Orthodontic and Implant Solutions | $226 | $276 | $(50) | -18.1% | -19.4% | | Wellspect Healthcare | $80 | $80 | $0 | 1.2% | -2.5% | - Overall net sales decreased on a constant currency basis for both periods, primarily due to lower volumes in Orthodontic and Implant Solutions (suspension of Byte sales) and reduced CAD/CAM, imaging, and implants/prosthetics products, partially offset by growth in Essential Dental Solutions[140](index=140&type=chunk) Gross Profit and Operating Expenses (Three Months Ended June 30) | Metric | 2025 (in millions) | 2024 (in millions) | $ Change | % Change | | :----------------------------------- | :------------------ | :------------------ | :------- | :------- | | Gross profit | $490 | $511 | $(21) | -4.0% | | Gross profit as a percentage of net sales | 52.4% | 51.9% | 50 bps | - | | SG&A expenses | $342 | $399 | $(57) | -14.5% | | R&D expenses | $37 | $41 | $(4) | -8.6% | | Goodwill and intangible asset impairments | $235 | $0 | $235 | NM | | Restructuring and other costs | $4 | $21 | $(17) | NM | - SG&A expenses decreased due to lower headcount and advertising costs for Byte products, as well as restructuring and cost-saving initiatives. R&D expenses decreased as the Company maintains a disciplined investment approach, targeting at least **4% of annual net sales**[164](index=164&type=chunk)[165](index=165&type=chunk) - Interest expense, net, increased for both periods due to a higher average carrying balance of total borrowings[178](index=178&type=chunk) - The effective income tax rate decreased for both periods, primarily driven by additional impairment charges recorded in 2025[181](index=181&type=chunk) [Critical Accounting Estimates](index=47&type=section&id=CRITICAL%20ACCOUNTING%20ESTIMATES) This section discusses key accounting estimates, particularly those related to goodwill and intangible asset impairment testing - Goodwill and indefinite-lived intangible assets are tested for impairment annually (April 1) or more frequently if indicators arise. The Company recorded a **$156 million** goodwill impairment and **$79 million** intangible asset impairment as of June 30, 2025, primarily due to tariffs, lower projected volumes, and competitive pressures[183](index=183&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk)[186](index=186&type=chunk) - Fair values of certain indefinite-lived intangible assets in Connected Technology Solutions and Orthodontic and Implant Solutions segments continued to approximate carrying values at June 30, 2025, indicating a risk of additional material impairments if key assumptions (e.g., discount rate, revenues, margins) decline further[187](index=187&type=chunk) [Liquidity and Capital Resources](index=48&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) This section analyzes the company's cash flow activities, debt levels, and share repurchase authorization - Net cash provided by operating activities decreased by **$178 million** for the six months ended June 30, 2025, primarily due to lower net sales and changes in working capital (higher accounts receivable and inventory build)[189](index=189&type=chunk) - Net cash used in investing activities decreased by **$42 million**, driven by lower capital expenditures (**$35 million** decrease) and reduced cash paid on derivative settlements[190](index=190&type=chunk) - Net cash provided by financing activities increased by **$240 million**, mainly due to proceeds from the issuance of **$550 million** in Notes, partially offset by repayments of the Bridge Loan Facility and commercial paper[191](index=191&type=chunk)[192](index=192&type=chunk) Total Net Debt to Total Capitalization Ratio | Metric | June 30, 2025 (in millions) | December 31, 2024 (in millions) | | :-------------------------------- | :--------------------------- | :------------------------------ | | Net debt | $2,043 | $1,863 | | Total equity | $1,961 | $1,943 | | Total capitalization | $4,004 | $3,806 | | Total net debt to total capitalization ratio | 51.0% | 48.9% | - The Company had **$1.19 billion** remaining authorization for share repurchases at June 30, 2025, following a **$1.0 billion** increase approved in November 2023[193](index=193&type=chunk) [Restructuring Plans](index=50&type=section&id=Restructuring%20Plans) This section provides updates on the company's 2024 and 2023 restructuring plans, including cost savings targets and incurred charges - The 2024 Plan, approved July 29, 2024, aims for **$80 million to $100 million** in annual cost savings and a **2% to 4% global workforce reduction**, with **$30 million** in charges incurred by June 30, 2025[200](index=200&type=chunk)[201](index=201&type=chunk) - The 2023 Plan's **$200 million** annual cost savings target has been substantially met, with **$86 million** in restructuring charges and **$20 million** in other non-recurring costs incurred through 2024[202](index=202&type=chunk) [New Accounting Pronouncements](index=50&type=section&id=NEW%20ACCOUNTING%20PRONOUNCEMENTS) This section directs readers to Note 1 for details on recently adopted and not yet adopted accounting pronouncements - Refer to Note 1 for a discussion of recently adopted and not yet adopted accounting pronouncements[204](index=204&type=chunk) [Item 3 – Quantitative and Qualitative Disclosures About Market Risk](index=51&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there have been no material changes to the Company's quantitative and qualitative disclosures about market risk since its 2024 Form 10-K filing - No material changes to market risk disclosures from the 2024 Form 10-K[205](index=205&type=chunk) [Item 4 – Controls and Procedures](index=51&type=section&id=Item%204%20Controls%20and%20Procedures) This section details the effectiveness of the Company's disclosure controls and procedures and outlines changes in internal control over financial reporting, particularly concerning the ongoing implementation of a new ERP system - The Company's disclosure controls and procedures were deemed effective as of June 30, 2025, providing reasonable assurance that required information is recorded, processed, summarized, and reported timely[206](index=206&type=chunk) - The Company is implementing a new global ERP system in phases over several years, which necessitates ongoing updates to internal control over financial reporting to accommodate business process and accounting procedure modifications[207](index=207&type=chunk)[208](index=208&type=chunk) PART II [Item 1 – Legal Proceedings](index=52&type=section&id=Item%201%20Legal%20Proceedings) This section refers to Note 14 of the financial statements for detailed information on the Company's legal proceedings - Details on legal proceedings are provided in Note 14, Commitments and Contingencies, of the Unaudited Consolidated Financial Statements[209](index=209&type=chunk) [Item 1A – Risk Factors](index=52&type=section&id=Item%201A%20Risk%20Factors) This section highlights material changes to risk factors, specifically focusing on the substantial goodwill and indefinite-lived intangible asset impairment charges recognized in the quarter ended June 30, 2025, and the potential for future impairments - The Company recognized substantial goodwill and indefinite-lived intangible asset impairment charges in the quarter ended June 30, 2025, totaling **$156 million** for goodwill and **$79 million** for intangible assets[211](index=211&type=chunk)[213](index=213&type=chunk)[214](index=214&type=chunk) - These impairments were primarily driven by the impact of tariffs and lower projected volumes due to competitive pressures in the U.S. and European markets, leading to reduced forecasted revenues and operating margins[213](index=213&type=chunk)[214](index=214&type=chunk) - There is a risk of future impairment charges if actual financial results are lower than forecasts, valuation assumptions change adversely, equity valuations decline, interest rates increase, or the use of intangible assets changes[218](index=218&type=chunk) [Item 2 – Unregistered Sales of Securities and Use of Proceeds](index=53&type=section&id=Item%202%20Unregistered%20Sales%20of%20Securities%20and%20Use%20of%20Proceeds) This section reports on the Company's share repurchase program, noting no repurchases during the quarter and the remaining authorization - No repurchases of common shares were made under the stock repurchase program during the three months ended June 30, 2025[219](index=219&type=chunk) - As of June 30, 2025, the Company had **$1.19 billion** of authorization remaining for share repurchases under the program approved in November 2023[219](index=219&type=chunk) [Item 5 – Other Information](index=53&type=section&id=Item%205%20Other%20Information) This section provides disclosure regarding Rule 10b5-1 trading plans - None of the Company's directors or executive officers adopted or terminated any Rule 10b5-1 trading plans or non-Rule 10b5-1 trading arrangements during the three months ended June 30, 2025[220](index=220&type=chunk) [Item 6 – Exhibits](index=54&type=section&id=Item%206%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including various agreements, certifications, and XBRL documents - The exhibits include Note Purchase Agreement Amendments, a Second Supplemental Indenture, Form of Junior Subordinated Notes, an Amendment to the 2024 Omnibus Incentive Plan, Offer Letter, First Amendment to Credit Agreement, Employment Agreement, Separation and Release of Claims Agreement, and Section 302 and 906 Certification Statements[221](index=221&type=chunk) [Signatures](index=55&type=section&id=Signatures) This section contains the required signatures of the Company's authorized officers, certifying the filing of the report - The report is signed by Daniel T. Scavilla, President and Chief Executive Officer, and Matthew E. Garth, Executive Vice President and Chief Financial Officer, on August 7, 2025[227](index=227&type=chunk)