Conmed Corporation
A maker of surgical devices and medical equipment for hospitals and doctors, CONMED produces everything from disposable ECG electrodes to the AirSeal system used in minimally invasive surgery and smoke-evacuation tools under the Buffalo Filter brand. Founder Eugene Corasanti, an accountant, bought a small Utica, New York distributorship in 1970 and built the company around the growing demand for disposable medical parts. Its name is a mash-up of its old full title, Consolidated Medical Equipment — "CON" from consolidated, "MED" from medical.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
Forward-Looking Statements In this Quarterly Report on Form 10-Q, we make forward-looking statements about our financial condition, results of operations and business. Forward-looking statements are statements made by us concerning events that may or may not occur in the future.…
Forward-Looking Statements In this Quarterly Report on Form 10-Q, we make forward-looking statements about our financial condition, results of operations and business. Forward-looking statements are statements made by us concerning events that may or may not occur in the future. These statements may be made directly in this document or may be “incorporated by reference” from other documents. Such statements may be identified by the use of words such as “anticipates”, “expects”, “estimates”, “intends” and “believes” and variations thereof and other terms of similar meaning. Forward-looking statements involve known and unknown risks, uncertainties and other factors, including those that may cause our actual results, performance or achievements or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include those identified under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 and the following, among others: •general economic and business conditions, including, without limitation, a potential economic downturn, supply chain challenges and constraints, including the availability and cost of materials, the effects of inflation, and increased interest rates; •trade protection measures, tariffs and other border taxes, and import or export licensing requirements; •compliance with and changes in laws and regulatory requirements; •the failure of any enterprise-wide software programs or information technology systems, or potential disruption associated with updating or implementing new software programs or information technology systems; •the risk of an information security breach, including a cybersecurity breach; •pandemics and health crises, and the responses thereto by governments and hospitals; •the possibility that United States or foreign regulatory and/or administrative agencies may initiate enforcement actions against us or our distributors; •the introduction and acceptance of new products; •the ability to advance our product lines, including challenges and uncertainties inherent in product research and development, and the uncertain impact, outcome and cost of ongoing and future clinical trials and market studies; •competition; •changes in customer preferences; •changes in technology; •cyclical customer purchasing patterns due to budgetary, staffing and other constraints; •environmental compliance risks, including lack of availability of sterilization with Ethylene Oxide (“EtO”) or other compliance costs associated with the use of EtO; •the quality of our management and business abilities and the judgment of our personnel, as well as our ability to attract, motivate and retain employees at all levels of the Company; •the availability, terms and deployment of capital; •current and future levels of indebtedness and capital spending; •changes in foreign exchange and interest rates; •the ability to evaluate, finance and integrate acquired businesses, products and companies; •changes in business strategy; •the impact of divestitures of products or product portfolios; •the risk of a lack of allograft tissues due to reduced donations of such tissues or due to tissues not meeting the appropriate high standards for screening and/or processing of such tissues; •the ability to defend and enforce intellectual property, including the risks related to theft or compromise of intellectual property in connection with our international operations; •the risk of patent, product and other litigation, as well as the cost associated with such litigation; and •weather related events which may disrupt our operations. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” below and “Risk Factors” and “Business” in our Annual Report on Form 10-K for the year ended December 31, 2025 for a further discussion of these factors. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We do not undertake any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect the occurrence of unanticipated events. 20 Table of Contents Amounts reported in millions within this Quarterly Report on Form 10-Q are computed based on the amounts in thousands. As a result, the sum of the components may not equal the total amount reported in millions due to rounding. Certain columns and rows within tables may not add due to the use of rounded numbers. Percentages presented are calculated from the underlying unrounded amounts. Overview CONMED Corporation is a medical technology company that provides devices and equipment for surgical procedures. The Company’s products are used by surgeons and other healthcare professionals in a variety of specialties including orthopedics, general surgery, gynecology, and thoracic surgery. Our product lines consist of orthopedic surgery and general surgery. Orthopedic surgery consists of sports medicine and lower extremities instrumentation and implants, small bone, large bone and specialty powered surgical instruments as well as imaging systems for use in minimally invasive surgery procedures and service fees related to the promotion and marketing of sports medicine allograft tissue. General surgery consists of a complete line of endo-mechanical instrumentation for minimally invasive laparoscopic procedures, clinical insufflation, smoke evacuation devices, a line of cardiac monitoring products as well as electrosurgical generators and related instruments. These product lines as a percentage of consolidated net sales are as follows: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Orthopedic surgery 44 % 41 % 45 % 42 % General surgery 56 % 59 % 55 % 58 % Consolidated net sales 100 % 100 % 100 % 100 % A significant amount of our products are used in surgical procedures with approximately 86% of our revenues derived from the sale of single-use products. Our capital equipment offerings also facilitate the ongoing sale of related single-use products and accessories, thus providing us with a recurring revenue stream. We manufacture substantially all of our products in facilities located in the United States and Mexico. We market our products both domestically and internationally directly to customers and through distributors. International sales approximated 47% and 44% of our consolidated net sales during the six months ended June 30, 2026 and 2025, respectively. Business Environment In recent years, the Company has experienced higher manufacturing and operating costs as well as ongoing supply chain challenges. We continue to monitor our spending and expenses in light of these factors. We engaged a consulting firm during the past year to evaluate and propose improvements in our manufacturing operations. In addition, our results of operations are being impacted by tariffs placed on imported goods to the United States as well as exporting of products to other countries. During the first quarter of 2026, the Supreme Court ruled tariffs paid under the International Emergency Economic Powers Act ("IEEPA") were illegal. We have followed the process to submit refund claims for such payments and as a result received $10.2 million of IEEPA tariff refunds during the second quarter of 2026, of which $8.5 million was recorded in cost of goods sold and the remaining was recorded to inventory. See "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2025 for more information. The Company has not been materially impacted by the conflicts in Ukraine and the Middle East. The Company has no direct operations in these regions with our business limited to selling to third party distributors. Total revenues and accounts receivable associated with sales to third party distributors in these regions are not material to the consolidated condensed financial statements. We will continue to monitor and adjust, if necessary, our business strategy in response to the conflicts in these regions. On December 5, 2025, we announced our intent to exit our gastroenterology product offerings as part of our portfolio optimization strategy. This included the termination of our distribution agreement with W.L. Gore & Associates, Inc. ("Gore") for the Gore® VIABIL® biliary stent effective January 1, 2026; the sale of certain assets related to our gastroenterology product offerings during the first quarter of 2026; and the subsequent sale of additional assets related to the gastroenterology product offerings that was recorded as a sale of a business during the second quarter of 2026. In conjunction with the transaction in the second quarter, we entered into a manufacturing and supply agreement where CONMED will continue to manufacture certain gastroenterology products for the buyer for twelve months. 21 Table of Contents Critical Accounting Policies Preparation of our financial statements requires us to make estimates and assumptions which affect the reported amounts of assets, liabilities, revenues and expenses. Note 1 to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2025 describes the significant accounting policies used in preparation of the Consolidated Financial Statements. On an ongoing basis, we evaluate the critical accounting policies used to prepare our consolidated financial statements, including, but not limited to, those related to goodwill and intangible assets, contingent consideration and our pension benefit obligation. Consolidated Results of Operations The following table presents, as a percentage of net sales, certain categories included in our consolidated condensed statements of comprehensive income for the periods indicated: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net sales 100.0 % 100.0 % 100.0 % 100.0 % Cost of sales 42.5 45.0 42.3 44.8 Gross profit 57.5 55.0 57.7 55.2 Selling and administrative expense 42.4 39.7 43.5 42.9 Research and development expense 4.5 4.1 4.8 4.1 Income from operations 10.6 11.1 9.4 8.2 Interest expense 2.3 2.3 2.3 2.4 Other (income) / expense (0.8) 0.1 (0.4) 0.1 Income before income taxes 9.1 8.7 7.5 5.7 Provision for income taxes 2.4 2.5 1.9 1.5 Net income 6.7 % 6.3 % 5.6 % 4.1 % 22 Table of Contents Net Sales The following table presents net sales by product line (in millions) for the three and six months ended June 30, 2026 and 2025: Three Months Ended % Change 2026 2025 As Reported Impact of Foreign Currency Constant Currency Orthopedic surgery $ 152.3 $ 140.7 8.2 % -1.4 % 6.8 % General surgery 191.2 201.6 -5.2 % -0.4 % -5.6 % Net sales $ 343.5 $ 342.3 0.3 % -0.8 % -0.5 % Single-use products $ 295.1 $ 297.8 -0.9 % -0.8 % -1.7 % Capital products 48.4 44.5 8.6 % -1.0 % 7.6 % Net sales $ 343.5 $ 342.3 0.3 % -0.8 % -0.5 % Six Months Ended % Change 2026 2025 As Reported Impact of Foreign Currency Constant Currency Orthopedic surgery $ 300.0 $ 279.0 7.5 % -1.8 % 5.7 % General surgery 360.5 384.6 -6.2 % -0.8 % -7.0 % Net sales $ 660.5 $ 663.6 -0.5 % -1.2 % -1.7 % Single-use products $ 565.1 $ 574.1 -1.6 % -1.2 % -2.8 % Capital products 95.4 89.5 6.6 % -1.2 % 5.4 % Net sales $ 660.5 $ 663.6 -0.5 % -1.2 % -1.7 % Net sales increased 0.3% in the three months ended June 30, 2026 and decreased 0.5% in the six months ended June 30, 2026 compared to the same periods a year ago. During 2026, we exited the gastroenterology product offerings, impacting net sales growth. Gastroenterology sales were $4.7 million, inclusive of $2.7 million from the manufacturing and supply agreement, in the three months ended June 30, 2026, as compared to $25.3 million in the three months ended June 30, 2025. Gastroenterology sales were $14.1 million, inclusive of $2.7 million from the manufacturing and supply agreement, in the six months ended June 30, 2026, as compared to $50.3 million in the six months ended June 30, 2025. •Orthopedic surgery sales increased 8.2% and 7.5% in the three and six months ended June 30, 2026, respectively, primarily due to growth in our powered surgical instrument, sports medicine, visualization, and BioBrace® product offerings. •General surgery sales decreased 5.2% and 6.2% in the three and six months ended June 30, 2026 primarily due to the exit from many products related to gastroenterology during the three and six months ended June 30, 2026 partially offset by growth in AirSeal® and smoke evacuation product offerings. Cost of Sales Cost of sales decreased to $146.0 million in the three months ended June 30, 2026 as compared to $154.0 million in the three months ended June 30, 2025 and decreased to $279.6 million in the six months ended June 30, 2026 compared to $297.5 million in the six months ended June 30, 2025. Gross profit margins increased 250 basis points to 57.5% in the three months ended June 30, 2026 as compared to 55.0% in the three months ended June 30, 2025. Gross profit margins increased 250 basis points to 57.7% in the six months ended June 30, 2026 compared to 55.2% in the six months ended June 30, 2025. The 250 basis point increase in gross profit margins during the three months ended June 30, 2026 was primarily impacted by the following: 23 Table of Contents •an $8.5 million benefit from IEEPA tariff refunds in the three months ended June 30, 2026; •a $6.9 million charge for inventory, equipment and tooling related to the discontinuation of certain products in the three months ended June 30, 2026; •a $5.1 million charge for the engagement of consultants to evaluate and propose improvements to our supply chain and manufacturing operations during the three months ended June 30, 2025; and •favorable foreign exchange rates and product mix. The 250 basis point increase in gross profit margins during the six months ended June 30, 2026 was primarily impacted by the following: •an $8.5 million benefit from IEEPA tariff refunds in the six months ended June 30, 2026; •a $1.9 million benefit resulting from the termination of our distribution agreement with W.L. Gore & Associates, Inc. for the Gore® VIABIL® biliary stent during the six months ended June 30, 2026; •a $6.9 million charge for inventory, equipment and tooling related to the discontinuation of certain products in the six months ended June 30, 2026; •an $8.5 million charge for the engagement of consultants to evaluate and propose improvements to our supply chain and manufacturing operations during the six months ended June 30, 2025; and •favorable foreign exchange rates and product mix. Selling and Administrative Expense Selling and administrative expense increased to $145.6 million in the three months ended June 30, 2026 as compared to $136.0 million in the three months ended June 30, 2025 and increased to $287.3 million in the six months ended June 30, 2026 as compared to $284.9 million in the six months ended June 30, 2025. Selling and administrative expense as a percentage of net sales increased 270 basis points to 42.4% in the three months ended June 30, 2026 as compared to 39.7% in the three months ended June 30, 2025 and increased 60 basis points to 43.5% in the six months ended June 30, 2026 compared to 42.9% in the six months ended June 30, 2025. The increase in selling and administrative expense as a percentage of sales for the three and six months ended June 30, 2026 was primarily driven by: •a $4.4 million loss on the sale of additional assets related to the gastroenterology product offerings which constituted a business, in the three and six months ended June 30, 2026 as further described in Note 9; •$3.3 million of cash and stock-based compensation costs related to advisory services provided by our former Chief Financial Officer in the six months ended June 30, 2026; •an increase of $1.7 million in costs related to fair value adjustments to contingent consideration ($0.1 million of benefit for the three months ended June 30, 2026 compared to $1.8 million of benefit for the three months ended June 30, 2025), see Note 6; •consulting fees, legal fees and other costs related to operational optimization of $7.1 million and $14.6 million during the three and six months ended June 30, 2026, respectively, compared to $2.5 million and $2.9 million for the three and six months ended June 30, 2025, respectively; and •increased investment into our key growth drivers. The increase in selling and administrative expense as a percentage of sales was partially offset by: •$12.2 million of cash and stock-based compensation costs related to advisory services provided by our former Chief Executive Officer in the six months ended June 30, 2025; •$1.9 million and $5.9 million of benefit resulting from the gain on the sale of a product offering in the three and six months ended June 30, 2026, respectively; and •a decrease of $1.6 million in costs related to fair value adjustments to contingent consideration ($0.6 million of expense for the six months ended June 30, 2026 compared to $2.2 million of expense for the six months ended June 30, 2025), see Note 6. Amortization expense in the three and six months ended June 30, 2026 was in line with the three and six months ended June 30, 2025 as a percentage of sales. Research and Development Expense Research and development expense increased to $15.5 million in the three months ended June 30, 2026 as compared to $14.1 million in the three months ended June 30, 2025. As a percentage of net sales, research and development expense 24 Table of Contents increased 40 basis points to 4.5% in the three months ended June 30, 2026 as compared to 4.1% in the three months ended June 30, 2025. The increase in research and development expense as a percentage of sales was mainly driven by $1.1 million in costs to comply with the European Union's Medical Device Regulations as well as increased investments into our key growth drivers in the three months ended June 30, 2026. Research and development expense increased to $31.8 million in the six months ended June 30, 2026 as compared to $27.1 million in the six months ended June 30, 2025. As a percentage of net sales, research and development expense increased 70 basis points to 4.8% in the six months ended June 30, 2026 compared to 4.1% in the six months ended June 30, 2025. The increase in research and development expense as a percentage of sales was mainly driven by increased investments into our key growth drivers as well as $2.3 million in costs to comply with the European Union's Medical Device Regulations in the six months ended June 30, 2026. Interest Expense Interest expense increased to $7.9 million in the three months ended June 30, 2026 from $7.8 million in the three months ended June 30, 2025. The weighted average interest rates on our borrowings increased to 2.84% in the three months ended June 30, 2026 as compared to 2.80% in the three months ended June 30, 2025. The increase in interest expense in the three months ended June 30, 2026 was driven by higher weighted average interest rates offset by lower weighted average borrowings outstanding during the three months ended June 30, 2026. Interest expense decreased to $14.9 million in the six months ended June 30, 2026 from $16.1 million in the six months ended June 30, 2025. The weighted average interest rates on our borrowings decreased to 2.80% in the six months ended June 30, 2026 as compared to 2.85% in the six months ended June 30, 2025. The change in interest expense in the six months ended June 30, 2026 was driven by lower weighted average borrowings outstanding and lower weighted average interest rates during the six months ended June 30, 2026. Other (Income) / Expense During the three and six months ended June 30, 2026, we recorded income of $8.1 million for the difference between the principal value of the 2.250% Notes and the amount paid to repurchase the 2.250% Notes; and expense of $3.5 million related to the write-off of deferred financing fees associated with the repurchase of $645.2 million of the 2.250% Notes and $1.8 million in related professional fees. Provision for Income Taxes The Company's tax provision for interim periods is determined using an estimate of its annual effective tax rate applied to its year-to-date earnings, and also adjusting for discrete items arising in that quarter. In each quarter, the Company updates its estimate of the annual effective tax rate and if the estimated annual effective tax rate changes, the Company would make a cumulative adjustment in that quarter. Income tax expense has been recorded at an effective tax rate of 26.4% for the three months ended June 30, 2026 compared to 28.4% for the three months ended June 30, 2025. Income tax expense has been recorded at an effective tax rate of 25.8% for the six months ended June 30, 2026 compared to 27.0% for the six months ended June 30, 2025. The lower effective tax rate for the three and six months ended June 30, 2026 was primarily the result of lower expenses that were not deductible for tax, including fair value adjustments to contingent consideration, incurred during 2026 as compared to the same periods during 2025. A reconciliation of the United States statutory income tax rate to our effective tax rate is included in our Annual Report on Form 10-K for the year ended December 31, 2025 under Note 8 to the consolidated financial statements. Non-GAAP Financial Measures Net sales on a "constant currency" basis is a non-GAAP measure. The Company analyzes net sales on a constant currency basis to better measure the comparability of results between periods. To measure percentage sales growth in constant currency, the Company removes the impact of changes in foreign currency exchange rates that affect the comparability and trend of net sales. Because non-GAAP financial measures are not standardized, it may not be possible to compare this financial measure with other companies' non-GAAP financial measures having the same or similar names. This adjusted financial measure should not be considered in isolation or as a substitute for reported net sales growth, the most directly comparable GAAP financial 25 Table of Contents measure. This non-GAAP financial measure is an additional way of viewing net sales that, when viewed with our GAAP results, provides a more complete understanding of our business. The Company strongly encourages investors and shareholders to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure. Liquidity and Capital Resources Our liquidity needs arise primarily from capital investments, working capital requirements and payments on indebtedness under the eighth amended and restated senior credit agreement. We have historically met these liquidity requirements with funds generated from operations, borrowings under our revolving credit facility and issuances of debt in the capital markets. In addition, we have historically used term borrowings, including borrowings under the eighth amended and restated senior credit agreement and borrowings under separate loan facilities, in the case of real property purchases, to finance our acquisitions, including payments of contingent consideration. We also have the ability to raise funds through the sale of stock or we may issue debt through a private placement or public offering. Operating cash flows Our net working capital position was $220.3 million at June 30, 2026. Net cash provided by operating activities was $50.6 million and $70.7 million in the six months ended June 30, 2026 and June 30, 2025, respectively, generated on net income of $36.9 million and $27.5 million for the six months ended June 30, 2026 and 2025, respectively. Net income in the six months ended June 30, 2026 included a $4.6 million gain on extinguishment of the 2.250% Notes as well as a $1.5 million net gain on the sale of certain assets related to gastroenterology products. In addition, below is a summary of significant changes in assets and liabilities in the six months ended June 30, 2026: •An increase in cash flows from accounts receivable due to timing of sales and cash receipts; •A decrease in cash flows from inventory as we increased inventory to mitigate supply chain challenges; •An increase in cash flows from accounts payable due to the timing of payments; •A decrease in cash flows from accrued compensation and benefits as a result of higher incentive compensation payments during the period; and •A decrease in cash flows from other assets due to the timing of payments on prepaid contracts and increases in field inventory. Investing cash flows Net cash provided by investing activities in the six months ended June 30, 2026 increased $24.3 million from the same period a year ago mainly driven by cash proceeds of $21.5 million from the sale of assets and a business related to the gastroenterology product offerings. Capital expenditures were $5.8 million in the six months ended June 30, 2026 compared to $9.5 million in the same period a year ago. Financing cash flows Net cash used in financing activities in the six months ended June 30, 2026 was $68.8 million compared to net cash used in financing activities of $54.9 million during 2025. Below is a summary of the significant financing activities impacting the change during the six months ended June 30, 2026 compared to 2025: •During the six months ended June 30, 2026, we paid $637.2 million to repurchase $645.2 million principal value of our 2.250% Notes. •During the six months ended June 30, 2026, we had proceeds of $450.0 million in borrowings on the Term A-2 Loan to fund a portion of the 2.250% Notes repurchase. •During the six months ended June 30, 2026, we had $193.0 million in net borrowings on our revolving line of credit compared to $4.0 million in net borrowings during the six months ended June 30, 2025. The increase in borrowings was mainly to fund a portion of the 2.250% Notes repurchase. •During the six months ended June 30, 2026, we paid $43.2 million for repurchases of common stock. •During the six months ended June 30, 2026, we paid $28.9 million in contingent consideration related to the Biorez acquisition compared to $14.1 million related to the Biorez acquisition in the same period a year ago. •During the six months ended June 30, 2025, we had net payments on our Term A-1 Loan of $29.6 million, inclusive of a $25.2 million impact on both borrowings and repayments between independent counterparties associated with the eighth amended and restated senior credit agreement. •During the six months ended June 30, 2025, we paid $12.4 million in dividends. 26 Table of Contents Other Liquidity Matters Our cash balances and cash flows generated from operations may be used to fund strategic investments, business acquisitions, including contingent consideration payments, working capital needs, research and development, common stock repurchases and payments of dividends to our shareholders. Management believes that cash flow from operations, including cash and cash equivalents on hand and available borrowing capacity under our eighth amended and restated senior credit agreement, will be adequate to meet our anticipated operating working capital requirements, debt service, funding of capital expenditures, and common stock repurchases in the foreseeable future. In addition, management believes we could access capital markets, as necessary, to fund future business acquisitions. We are also being impacted by the macro-economic environment and we are experiencing higher manufacturing and operating costs caused by inflationary pressures and ongoing supply chain challenges. We continue to monitor our spending and expenses in light of these factors. However, we may need to take further steps to reduce our costs, or to refinance our debt. See “Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2025, for further discussion. There were $40.0 million in borrowings outstanding on the Term A-1 Loan facility as of June 30, 2026. There were $193.0 million in borrowings outstanding under the revolving credit facility as of June 30, 2026. There was $450.0 million in borrowings outstanding under the Term A-2 Loan facility as of June 30, 2026. Our available borrowings on the revolving credit facility at June 30, 2026 were $455.5 million with approximately $1.5 million of the facility set aside for outstanding letters of credit. The eighth amended and restated senior credit agreement is collateralized by substantially all of our personal property and assets. The eighth amended and restated senior credit agreement contains covenants and restrictions which, among other things, require the maintenance of certain financial ratios and restrict dividend payments and the incurrence of certain indebtedness and other activities, including acquisitions and dispositions. We were in full compliance with these covenants and restrictions as of June 30, 2026. We are also required, under certain circumstances, to make mandatory prepayments with net cash proceeds from the incurrence of certain additional indebtedness, certain asset sales, or insurance proceeds or condemnation awards, in each case, subject to certain exceptions and reinvestment rights. On June 6, 2022, we issued $800.0 million aggregate principal amount of 2.250% Convertible Notes due 2027 (the "2.250% Notes"). Interest is payable semi-annually in arrears on June 15 and December 15 of each year, commencing December 15, 2022. The 2.250% Notes will mature on June 15, 2027, unless earlier repurchased or converted. During the quarter ended June 30, 2026, we repurchased $645.2 million principal amount of the 2.250% Notes for cash consideration of $637.2 million. We intend to fund the maturity of the remaining 2.250% Convertible Notes using cash flows from our operations, along with capacity on our revolving credit facility. If we are unable to service our indebtedness, we will be forced to adopt an alternative strategy that may include actions such as foregoing acquisitions, reducing or delaying capital expenditures, selling assets, restructuring or refinancing our indebtedness or seeking additional equity capital. See Note 10 for further information on our financing agreements and outstanding debt obligations. Our Board of Directors has authorized a $150.0 million share repurchase program. Through June 30, 2026, we repurchased a total of 1.0 million shares of common stock aggregating $43.7 million, inclusive of excise tax, under this program. The program calls for shares to be purchased in the open market or in private transactions from time to time. Subject to applicable law, we may suspend, modify or discontinue the program at any time. The Company expects to repurchase at least $25.0 million in shares annually with $61.8 million planned for 2026. We have financed the repurchases and may finance additional repurchases through operating cash flow and from available borrowings under our revolving credit facility. With the authorization of the share repurchase program, we have suspended our dividend payments and the Board of Directors will consider whether to declare dividends and the amount of such dividends from time to time in the future. New Accounting Pronouncements See Note 3 to the consolidated condensed financial statements for a discussion of new accounting pronouncements.
Market risk is the potential loss arising from adverse changes in market rates and prices such as commodity prices, foreign currency exchange rates and interest rates. In the normal course of business, we are exposed to various market risks, 27 Table of Contents including change…
Market risk is the potential loss arising from adverse changes in market rates and prices such as commodity prices, foreign currency exchange rates and interest rates. In the normal course of business, we are exposed to various market risks, 27 Table of Contents including changes in foreign currency exchange rates and interest rates. We manage our exposure to these and other market risks through regular operating and financing activities and as necessary through the use of derivative financial instruments. Foreign Currency Risk There have been no significant changes in our foreign currency risk exposure or in how the exposure is managed during the six months ended June 30, 2026. Reference is made to Item 7A. of our Annual Report on Form 10-K for the year ended December 31, 2025 for a description of Qualitative and Quantitative Disclosures About Market Risk. Interest Rate Risk At June 30, 2026, we had approximately $683.0 million of variable rate debt outstanding under our senior credit agreement. Variable interest rates on our senior credit agreement are determined using a base rate of the Term Secured Overnight Financing rate plus the applicable margin. A change of 1.0% in variable interest rates would increase or decrease quarterly interest expense by $1.7 million based on our outstanding debt as of June 30, 2026.
Read original filing text →Reference is made to Item 3 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and to Note 14 of the Notes to Consolidated Condensed Financial Statements included in Part I of this Report for a description of certain legal matters.
Reference is made to Item 3 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and to Note 14 of the Notes to Consolidated Condensed Financial Statements included in Part I of this Report for a description of certain legal matters.
Read original filing text →