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TELEFLEX INC

For the period ended Jun 29, 2025. Filed Jul 31, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 29, 2025 · Filed Jul 31, 2025

TFX$150.87-0.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-30; filed 2025-05-01.

0000096943-25-000077

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-29; filed 2025-07-31.

0000096943-25-000115

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 73 previous paragraphs and 87 current paragraphs.

41 unchanged; 28 reworded; 15 added; 3 removed; 1 previous and 3 current paragraphs rearranged.

Tables are not compared: 12 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (15)

Current report

On June 30, 2025, the first day of the third quarter 2025, we completed the acquisition of the VI Business for a net initial cash payment of €704.3 million, subject to certain working capital and other customary adjustments. Borrowings under the delayed draw term loan, discussed within the Liquidity and Capital Resources section below, and our revolving credit facility were utilized to finance the acquisition, inclusive of transaction-related costs and other associated requirements.

Current report

In connection with the acquisition, we also entered into several ancillary agreements with BIOTRONIK SE & Co. KG to help facilitate business continuity and the integration of the business. The agreements primarily relate to transition support and distribution services and have varying durations extending up to 36 months.

Current report

Our Interventional Urology North America reporting unit is at risk for future goodwill impairment charges, which could be material, if there is a deterioration in general economic, market or business conditions or significant unfavorable changes in our forecasted current or long-term revenue growth rates, operating margins and/or discount rate. As of June 29, 2025, the carrying value of goodwill related to the Interventional Urology North America reporting unit was $403.9 million.

Current report

Net revenues for the six months ended June 29, 2025 decreased $5.9 million, or 0.4%, compared to the prior year period, primarily due to a $47.6 million decrease in sales volumes of existing products, primarily driven by declines in sales related to our OEM product category and UroLift product line, partially offset by a $19.5 million increase in sales of new products and the prior period unfavorable $15.8 million adjustment to reserves related to the Italian payback measure.

Current report

Selling, general and administrative expenses for the six months ended June 29, 2025 decreased $55.7 million compared to the prior year period, which was primarily attributable to an $82.2 million benefit from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business, and a decrease in sales and marketing expenses, partially offset by an increase in acquisition costs associated with the VI Business and increases in the estimated fair value of our contingent consideration liabilities.

Current report

Restructuring charges, separation costs and impairment charges for the three months ended June 29, 2025 primarily consisted of $12.9 million of separation costs, impairment charges of $8.1 million primarily related to our cessation of occupancy at a certain leased facility and termination charges related to the 2024 Footprint realignment plan.

Current report

Restructuring charges, separation costs and impairment charges for the six months ended June 29, 2025 primarily consisted of $16.1 million of separation costs, impairment charges of $8.1 million primarily related to our cessation of occupancy at a certain leased facility and termination charges related to the 2024 Footprint realignment plan.

Current report

During the fourth quarter of 2024, we initiated the "2024 restructuring plan," which included initiatives to optimize operations, reduce costs and enhance efficiencies across our business lines, including the relocation of select office administrative operations. The plan is substantially complete and as a result, we expect future restructuring expenses associated with the plan to be immaterial.

Current report

On July 4, 2025, the One Big Beautiful Bill (“OBBB”) Act was signed into law, enacting certain extensions and significant modifications to existing U.S. tax law provisions. While we continue to evaluate its implications, we do not currently expect the OBBB Act to have a material impact on our 2025 financial statements.

Current report

Americas net revenues for the three months ended June 29, 2025 increased $10.1 million, or 1.9%, compared to the prior year period, which was primarily attributable to a $7.0 million increase in sales of new products and price increases.

Current report

Americas operating profit for the three months ended June 29, 2025 increased $6.0 million, or 3.7%, compared to the prior year period, which was primarily attributable to favorable fluctuations in foreign currency exchange rates, decreases in sales and marketing expenses and lower research and development expenses, partially offset by increases in the estimated fair value of our contingent consideration liabilities.

Current report

EMEA net revenues for the six months ended June 29, 2025 increased $10.7 million, or 3.5%, compared to the prior year period, which was primarily attributable to the prior period unfavorable $15.8 million adjustment to reserves related to the Italian payback measure, $3.8 million of favorable fluctuations in foreign currency exchange rates and price increases. The increases in net revenues were partially offset by a $14.5 million decrease in sales volumes of existing products.

Current report

EMEA operating profit for the six months ended June 29, 2025 increased $14.7 million, or 24.7%, compared to the prior year period, which was primarily attributable to an increase in gross profit from the prior period unfavorable adjustment to reserves related to the Italian payback measure and price increases, partially offset by lower sales. The increase in operating profit was also impacted by favorable fluctuations in foreign currency exchange rates, lower research and development expenses related to the European Union Medical Device Regulation and higher selling expenses.

Current report

Asia operating profit for the three months ended June 29, 2025 decreased $3.7 million, or 14.5%, compared to the prior year period, which was primarily attributable to a decrease in gross profit that was primarily driven by price decreases and unfavorable product mix, partially offset by higher sales. The decrease in operating profit was also impacted by unfavorable fluctuations in foreign currency exchange rates.

Current report

Subsequently, on June 24, 2025, we executed a further amendment to the Credit Agreement, increasing the aggregate principal amount of the delayed term loan facility by $200 million. After giving effect to the amendment, the delayed draw term loan facility provides for an aggregate amount of delayed draw term loan commitments of $700 million. On June 30, 2025, we drew $700 million under the delayed draw term loan facility in addition to $140 million of borrowings under our revolving credit facility to fund the VI Business acquisition, inclusive of transaction-related costs and other associated requirements.
Removed paragraphs (3)

Previous report

Restructuring charges, separation costs and impairment charges for the three months ended March 30, 2025 primarily consisted of consulting and professional advisory services associated with our strategic action plan to create a new, independently traded public company and termination benefits related to our ongoing Footprint Realignment plans.

Previous report

On February 24, 2025, we amended and restated our existing Credit Agreement to facilitate our upcoming acquisition of the VI Business. We anticipate using the new delayed draw term loan along with revolving credit borrowings under the Credit Agreement and cash on hand to finance the VI Business acquisition.
Reworded paragraphs (28)

Previous wording

On February 24, 2025, we executed a definitive agreement to acquire substantially all of the Vascular Intervention business (the “VI Business”) of BIOTRONIK SE & Co. KG. The acquisition will include a broad suite of coronary and peripheral medical devices, such as drug-coated balloons, stents, and balloon catheters, which will complement our interventional product portfolio. Under the terms of the agreement, we will acquire the VI Business for an initial cash payment of €760 million reduced by certain adjustments as provided in the purchase agreement including certain working capital not transferring and other customary adjustments. The acquisition is subject to customary closing conditions, including receipt of certain regulatory approvals, and is expected to be completed in the third quarter of 2025.

Current wording

On February 24, 2025, we executed a definitive agreement to acquire substantially all of the Vascular Intervention business of BIOTRONIK SE & Co. KG (the "VI Business"). The acquisition adds a broad suite of coronary and peripheral medical devices, such as drug-coated balloons, stents, and balloon catheters, which will complement our interventional product portfolio.

Previous wording

In conjunction with our upcoming acquisition of the VI Business discussed in the above overview, we entered into foreign exchange derivative contracts with an aggregate notional value of €700 million to economically hedge against the foreign currency exposure associated with the cash consideration needed to complete the acquisition.

Current wording

Concurrent with the execution of the agreement to acquire the VI Business, we entered into foreign exchange derivative contracts with an aggregate notional value of €700 million to hedge economically against the foreign currency exposure associated with the cash consideration needed to complete the acquisition. These forward contracts were settled on June 30, 2025, concurrent with the completion of our acquisition. The settlement of the forward currency contracts resulted in proceeds of $82.2 million.

Previous wording

We anticipate using the new delayed draw term loan along with revolving credit borrowings under the Credit Agreement and cash on hand to finance the VI Business acquisition. For additional information regarding the acquisition of the VI Business, refer to Note 4 within the condensed consolidated financial statements included in this report.

Current wording

For additional information regarding the acquisition of the VI Business, refer to Notes 4 and 15 within the condensed consolidated financial statements included in this report.

Previous wording

On February 27, 2025, we announced our intention to create a new, independently traded public company comprising Urology (consisting of our Interventional Urology and Urology product categories), Acute Care (consisting of our Respiratory product category, the majority of our Anesthesia product category and certain products within our Interventional Access and Surgical product categories) and our OEM businesses. Our Vascular Access product category, most of our products within our Interventional Access and Surgical product categories and the VI Business that we expect to acquire will remain with Teleflex. We intend to target the completion of the transaction in the middle of 2026 via a distribution of newly issued shares of the new company to shareholders that is tax-free for U.S. tax purposes. There can be no guarantees that the proposed separation will be completed on the terms and within the timeframe we announced, or at all.

Current wording

On February 27, 2025, we announced our intention to create a new, independently traded public company comprising Acute Care (consisting of our Urology and Respiratory product categories, the majority of our Anesthesia product category and certain products within our Interventional Access and Surgical product categories), our Interventional Urology and OEM businesses (referred to collectively as "NewCo"). Our Vascular Access product category, most of our products within our Interventional Access and Surgical product categories and the VI Business will remain with Teleflex. Since announcing the intended separation, we have received a number of inbound expressions of interest in acquiring NewCo and, with oversight of the Board, we continue to actively explore the potential sale of NewCo in parallel with the potential spin transaction. There can be no guarantees that the proposed separation will be completed on the terms and within the timeframe we announced, or at all.

Previous wording

We test the recoverability of long-lived assets whenever events or circumstances indicate the carrying value of an asset may not be recoverable. As of March 30, 2025, we identified indicators of a potential impairment related to the long-lived assets associated with our Titan SGS asset group, which primarily consists of intangible assets. The indicators of a potential impairment primarily arose from lower than expected sales of our Titan SGS product line and anticipated continuing reduced demand for bariatric surgery procedures in future periods driven by the growing adoption of GLP-1 products. We performed a recoverability test, utilizing an updated long-term forecast reflecting higher uncertainty of revenue growth in future periods compared to previous estimates. We concluded that the undiscounted cash flows of the Titan SGS product line exceeded the carrying value of the related assets by approximately 10% and no impairment was recognized. If actual future revenues are lower than forecasted, it may result in future impairment charges, which could be material. The carrying value of the intangible assets as of March 30, 2025 was $130.0 million.

Current wording

We test the recoverability of long-lived assets whenever events or circumstances indicate the carrying value of an asset may not be recoverable. As of March 30, 2025, we identified indicators of a potential impairment related to the long-lived assets associated with our Titan SGS asset group, which primarily consists of intangible assets. The indicators of a potential impairment primarily arose from lower than expected sales of our Titan SGS product line and anticipated continuing reduced demand for bariatric surgery procedures in future periods driven by the growing adoption of GLP-1 products. We performed a recoverability test, utilizing an updated long-term forecast reflecting higher uncertainty of revenue growth in future periods compared to previous estimates. We concluded that the undiscounted cash flows of the Titan SGS product line exceeded the carrying value of the related assets by approximately 10%. Accordingly, no impairment was recognized during the three or six months ended June 29, 2025 related to the Titan SGS asset group. If actual future revenues are lower than forecasted, it may result in future impairment charges, which could be material. The carrying value of the intangible assets as of June 29, 2025 was $127.5 million.

Previous wording

Our global operations are subject to risks associated with international trade policies, and we continue to closely monitor developments in trade relations and policy, including proposed and enacted tariffs. While tariffs have not had a significant impact on our costs during the first quarter of 2025, the tariffs announced in April 2025 could have a material impact on our business. Due to recently enacted U.S. tariffs and accompanying retaliatory measures, we may experience a material negative impact on our gross margins and cash flows in future periods. This impact would be primarily driven by higher import costs linked to our operations in China, as well as to products manufactured in Mexico that are not currently compliant with the United States-Mexico-Canada Agreement (USMCA). We are currently evaluating options to mitigate our exposure through supply chain optimization strategies, including modifications to chain of custody protocols and increasing the proportion of products compliant with the USMCA in our portfolio, in addition to customer pricing. The ultimate impact of changes to tariffs and trade policies on our results from operations and cash flows will depend on several factors, including the timing, scale, scope, and nature of any tariffs or policies that are implemented, and any associated retaliatory measures.

Current wording

Our global operations are subject to risks associated with international trade policies, and we continue to closely monitor developments in trade relations and policy, including tariffs. While tariffs have not had a significant impact on our costs for the three and six months ended June 29, 2025, changes to proposed and enacted tariffs in 2025 could have a material impact on our business. Due to recently enacted U.S. tariffs and accompanying retaliatory measures, we may experience a material negative impact on our gross margins and cash flows in future periods. This impact would be primarily driven by higher import costs linked to products manufactured in Mexico that are not currently compliant with the United States-Mexico-Canada Agreement (USMCA) and, to a lesser extent, our operations in Asia and Europe. We are currently evaluating options to mitigate our exposure through supply chain optimization strategies, including modifications to chain of custody protocols and increasing the proportion of products compliant with the USMCA in our portfolio, in addition to customer pricing. The ultimate impact of changes to tariffs and trade policies on our results from operations and cash flows will depend on several factors, including the timing, scale, scope, and nature of any tariffs or policies that are implemented, and any associated retaliatory measures.

Previous wording

Net revenues for the three months ended March 30, 2025 decreased $37.1 million, or 5.0%, compared to the prior year period, primarily due to a $43.6 million decrease in sales volumes of existing products, primarily driven by declines in sales related to our OEM product category and UroLift product line, as well as unfavorable fluctuations in foreign currency exchange rates. The reductions in net revenues were partially offset by an increase in sales of new products.

Current wording

Net revenues for the three months ended June 29, 2025 increased $31.2 million, or 4.2%, compared to the prior year period, primarily due to the prior period unfavorable $15.8 million adjustment to reserves related to the Italian payback measure, $8.8 million of favorable fluctuations in foreign currency exchange rates and an $8.6 million increase in sales of new products. The increases in net revenues were partially offset by a decrease in sales of existing products, primarily driven by declines in sales related to our OEM product category and UroLift product line.

Previous wording

Gross margin for the three months ended March 30, 2025 decreased 80 basis points, or 1.4%, compared to the prior year period, primarily due to continued cost inflation from macro-economic factors, specifically with respect to labor and raw materials and unfavorable product mix, partially offset by a decrease in costs for quality remediation and excess and obsolete inventory charges.

Current wording

Gross margin for the three months ended June 29, 2025 decreased 40 basis points, or 0.7%, compared to the prior year period, primarily due to continued cost inflation from macro-economic factors, specifically with respect to labor and raw materials, an increase in logistics and distribution costs and unfavorable product mix, partially offset by the prior period unfavorable adjustment to reserves related to the Italian payback measure and favorable fluctuations in foreign currency exchange rates.

Previous wording

Selling, general and administrative expenses for the three months ended March 30, 2025 decreased $20.1 million compared to the prior year period was primarily attributable to favorable fluctuations in foreign currency exchange rates, largely stemming from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business. The decrease in selling, general and administrative expenses was partially offset by costs related to our expected acquisition of the VI Business and higher IT related costs primarily driven by our ongoing development of a new ERP solution.

Current wording

Selling, general and administrative expenses for the three months ended June 29, 2025 decreased $35.5 million compared to the prior year period, which was primarily attributable to a $59.7 million benefit from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business, and a decrease in sales and marketing expenses, partially offset by an increase in acquisition costs associated with the VI Business and increases in the estimated fair value of our contingent consideration liabilities.

Previous wording

The decrease in research and development expenses for the three months ended March 30, 2025 compared to the prior year period was primarily attributable to lower European Union Medical Device Regulation related costs partially offset by higher project spend within certain product categories.

Current wording

The decreases in research and development expenses for the three and six months ended June 29, 2025 compared to the prior year periods were primarily attributable to lower European Union Medical Device Regulation related costs and lower project spend within certain of our product portfolios.

Previous wording

For the three months ended March 31, 2024, we recognized a settlement charge of $138.1 million related to our plan to terminate the Teleflex Incorporated Retirement Income Plan resulting from our purchase of a group annuity contract to provide participants, beneficiaries, and alternate payees the full value of their benefit under the plan.

Current wording

For the six months ended June 30, 2024, we recognized a settlement charge of $138.1 million related to our plan to terminate the Teleflex Incorporated Retirement Income Plan resulting from our purchase of a group annuity contract to provide participants, beneficiaries, and alternate payees the full value of their benefit under the plan.

Previous wording

We have ongoing restructuring programs that include the consolidation of our manufacturing operations (referred to as our 2024 and 2023 Footprint realignment plans) and the 2024 Restructuring plan. The following table provides a summary of the key estimates related to the completion of these programs:

Current wording

We have ongoing restructuring programs that include the consolidation of our manufacturing operations (referred to as our 2024 and 2023 Footprint realignment plans). The following table provides a summary of the key estimates related to the completion of these programs:

Previous wording

The decrease in interest expense for the three months ended March 30, 2025 compared to the prior year period was primarily due to a lower average interest rate resulting from decreases in interest rates associated with our variable interest rate debt instruments.

Current wording

The increase in interest expense for the three months ended June 29, 2025 compared to the prior year period was primarily due to an increase in the average outstanding debt balance, partially offset by a lower average interest rate resulting from decreases in interest rates associated with our variable interest rate debt instruments.

Previous wording

(1) The effective income tax rate for the three months ended March 30, 2025 represents an income tax expense and the effective income tax rate for the three months ended March 31, 2024 represents an income tax benefit.

Current wording

(1)The effective income tax rates for the three and six months ended June 29, 2025 and the three months ended June 30, 2024 represent income tax expense. The effective income tax rate for the six months ended June 30, 2024 represents an income tax benefit.

Previous wording

The effective income tax rates for both periods reflect a tax benefit from research and development tax credits. Additionally, the effective income tax rate for the three months ended March 30, 2025 reflects a non-taxable favorable adjustment incurred in relation to foreign currency exchange rates, largely stemming from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business acquisition. The effective income tax rate for the three months ended March 31, 2024 reflects a tax benefit associated with a pension charge recognized in connection with the termination of the TRIP defined benefit plan.

Current wording

The effective income tax rates for the three and six months ended June 29, 2025 reflect non-taxable favorable adjustments incurred in relation to foreign currency exchange rates, largely stemming from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business acquisition. All periods include a tax benefit from research and development tax credits. The effective income tax rate for the six months ended June 30, 2024 reflects a tax benefit associated with a pension charge recognized in connection with the termination of the TRIP defined benefit plan.

Previous wording

Comparison of the three months ended March 30, 2025 and March 31, 2024

Current wording

Comparison of the three and six months ended June 29, 2025 and June 30, 2024

Previous wording

Americas net revenues for the three months ended March 30, 2025 decreased $18.3 million, or 3.7%, compared to the prior year period, which was primarily attributable to a $29.6 million decrease in sales volumes of existing products, primarily driven by declines in sales related to our OEM product category and UroLift product line. The decrease in net revenue was partially offset by an increase in sales of new products and, to a lesser extent, price increases.

Current wording

Americas net revenues for the six months ended June 29, 2025 decreased $8.2 million, or 0.8%, compared to the prior year period, which was primarily attributable to a $29.7 million decrease in sales volumes of existing products, primarily driven by declines in sales related to our OEM product category and UroLift product line, partially offset by a $16.5 million increase in sales of new products and, to a lesser extent, price increases.

Previous wording

Americas operating profit for the three months ended March 30, 2025 decreased $2.9 million, or 1.8%, compared to the prior year period, which was primarily attributable to a decrease in gross profit resulting from lower sales and unfavorable product mix, partially offset by price increases. The decrease in operating profit was partially offset by a reduction in sales and marketing expenses.

Current wording

Americas operating profit for the six months ended June 29, 2025 increased $3.1 million, or 1.0%, compared to the prior year period, which was primarily attributable to decreases in sales and marketing expenses, favorable fluctuations in foreign currency exchange rates and lower research and development expenses, partially offset by increases in the estimated fair value of our contingent consideration liabilities and a decrease in gross profit resulting from lower sales.

Previous wording

EMEA net revenues for the three months ended March 30, 2025 decreased $8.4 million, or 5.3%, compared to the prior year period, which was primarily attributable to a $7.8 million decrease in sales volumes of existing products and $4.2 million of unfavorable fluctuations in foreign currency exchange rates, partially offset by price increases.

Current wording

EMEA net revenues for the three months ended June 29, 2025 increased $19.1 million, or 13.0%, compared to the prior year period, which was primarily attributable to the prior period unfavorable $15.8 million adjustment to reserves related to the Italian payback measure and $7.9 million of favorable fluctuations in foreign currency exchange rates, partially offset by a $6.7 million decrease in sales volumes of existing products.

Previous wording

EMEA operating profit for the three months ended March 30, 2025 decreased $2.3 million, or 6.7%, compared to the prior year period, which was primarily attributable to an increase in sales expenses and unfavorable fluctuations in foreign currency exchange rates, partially offset by lower research and development expenses related to the European Union Medical Device Regulation.

Current wording

EMEA operating profit for the three months ended June 29, 2025 increased $17.0 million, or 71.7%, compared to the prior year period, which was primarily attributable to an increase in gross profit from the prior period unfavorable adjustment to reserves related to the Italian payback measure, partially offset by lower sales. The increase in operating profit was also impacted by favorable fluctuations in foreign currency exchange rates and lower research and development expenses related to the European Union Medical Device Regulation.

Previous wording

Asia net revenues for the three months ended March 30, 2025 decreased $10.4 million, or 12.4%, compared to the prior year period, which was primarily attributable to a $6.1 million decrease in sales volumes of existing products, unfavorable fluctuations in foreign currency exchange rates and price decreases stemming from the implementation of volume-based procurement programs in China.

Current wording

Asia net revenues for the six months ended June 29, 2025 decreased $8.4 million, or 4.9%, compared to the prior year period, which was primarily attributable to $4.6 million in price decreases stemming from the implementation of volume-based procurement programs in China, a decrease of $3.4 million in sales volumes of existing products and unfavorable fluctuations in foreign currency exchange rates.

Previous wording

Asia operating profit for the three months ended March 30, 2025 decreased $7.2 million, or 27.4%, compared to the prior year period, which was primarily attributable to a decrease in gross profit resulting from lower sales and price decreases in addition to unfavorable fluctuations in foreign currency exchange rates.

Current wording

Asia operating profit for the six months ended June 29, 2025 decreased $10.9 million, or 21.0%, compared to the prior year period, which was primarily attributable to a decrease in gross profit that was primarily driven by price decreases, lower sales and unfavorable product mix, in addition to unfavorable fluctuations in foreign currency exchange rates.

Previous wording

In addition to amending our Credit Agreement, we also entered into foreign exchange derivative contracts with an aggregate notional value of €700 million to economically hedge against the foreign currency exposure associated with the cash consideration needed to complete the VI Business acquisition.

Current wording

Concurrent with the execution of the agreement to acquire the VI Business, we entered into foreign exchange derivative contracts with an aggregate notional value of €700 million to hedge economically against the foreign currency exposure associated with the cash consideration needed to complete the VI Business acquisition. These forward contracts were settled on June 30, 2025 concurrent with the completion of our acquisition. The settlement of the forward currency contracts resulted in proceeds of $82.2 million.

Previous wording

Net cash provided by operating activities from continuing operations was $73.3 million for the three months ended March 30, 2025 as compared to $112.8 million for the three months ended March 31, 2024. The $39.5 million decrease was primarily attributable to unfavorable operating results and unfavorable changes in working capital, which were primarily driven by inventory purchases and outflows related to cloud computing arrangement expenditures as part of our ongoing development of a new ERP solution.

Current wording

Net cash provided by operating activities from continuing operations was $81.2 million for the six months ended June 29, 2025 as compared to $204.5 million for the six months ended June 30, 2024. The $123.3 million decrease was primarily attributable to unfavorable changes in working capital and unfavorable operating results. The unfavorable changes in working capital were primarily driven by a net increase in accounts receivable resulting from higher sales, an increase in inventory purchases, including payments for recently enacted tariffs, outflows related to cloud computing arrangement expenditures as part of our ongoing development of a new ERP solution and higher tax payments.

Previous wording

Net cash used in investing activities from continuing operations was $28.8 million for the three months ended March 30, 2025, and primarily consisted of $30.0 million in capital expenditures and $5.0 million of purchases in equity investments, partially offset by $6.3 million in insurance settlement proceeds.

Current wording

Net cash used in investing activities from continuing operations was $59.3 million for the six months ended June 29, 2025, and primarily consisted of $64.6 million of capital expenditures, $9.5 million in insurance settlement proceeds and $6.7 million in net payments for businesses and intangibles acquired.

Previous wording

Net cash used in financing activities from continuing operations was $59.5 million for the three months ended March 30, 2025, and primarily consisted of $300.0 million in repurchases of our common stock under the accelerated share repurchase agreement, a $250.9 million increase in net borrowings under our Senior Credit Facility and $15.2 million in dividend payments.

Current wording

Net cash used in financing activities from continuing operations was $83.2 million for the six months ended June 29, 2025, and primarily consisted of $300.0 million in repurchases of our common stock under the accelerated share repurchase agreement, a $244.6 million increase in net borrowings under our Senior Credit Facility and $30.2 million in dividend payments.

Previous wording

Concurrent with the execution of the agreement to acquire the VI Business, we entered into an amendment to our Third Amended and Restated Credit Agreement (the “Credit Agreement”), which, among other things, (a) provides for a delayed draw term loan facility in an aggregate principal amount of $500 million, which will be available to be drawn on the date on which we consummate the VI Business acquisition and (b) permits us to borrow up to $550 million under the revolving facility provided for under the Credit Agreement on a limited condition basis on the date on which the VI Business acquisition is consummated. Borrowings under the delayed draw term loan will bear interest at a rate per annum equal to the applicable margin plus, at our option, either (1) the highest of (i) the “Prime Rate” in the U.S. last quoted by The Wall Street Journal, (ii) 0.50% above the greater of the federal funds rate and the rate comprised of both overnight federal funds and overnight euro transactions denominated in U.S. dollars and (iii) 1.00% above the Term SOFR Rate for a one month interest period, plus an applicable margin ranging from 0.125% to 1.00%, in each case subject to adjustments based on our total net leverage ratio or (2) a Term Secured Overnight Financing Rate (“SOFR”) rate (which includes a credit spread adjustment of 10 basis points). The applicable margin for borrowings under the delayed draw term loan range from 1.125% to 2.00% for SOFR borrowings and from 0.125% to 1.00% for base-rate borrowings, in each case, depending on, at our election, either (x) our public corporate family rating or (y) our consolidated total net leverage ratio, in each case, based on the most recently ended fiscal quarter. The obligations under the delayed draw term loan will be guaranteed and secured on the same basis as the facilities provided for under the Credit Agreement. The delayed draw term loan will not amortize and will mature on the earlier of (x) the date that is two years after the date on which such loans are funded and (y) the maturity date for the revolving facility provided for under the Credit Agreement.

Current wording

Concurrent with the execution of the agreement to acquire the VI Business, we entered into an amendment to our Third Amended and Restated Credit Agreement (the “Credit Agreement”) on February 24, 2025, which, among other things, (a) provides for a delayed draw term loan facility in an aggregate principal amount of $500 million, which will be available to be drawn on the date on which we consummate the VI Business acquisition and (b) permits us to borrow up to $550 million under the revolving facility provided for under the Credit Agreement on a limited condition basis on the date on which the VI Business acquisition is consummated. Borrowings under the delayed draw term loan will bear interest at a rate per annum equal to the applicable margin plus, at our option, either (1) the highest of (i) the “Prime Rate” in the U.S. last quoted by The Wall Street Journal, (ii) 0.50% above the greater of the federal funds rate and the rate comprised of both overnight federal funds and overnight euro transactions denominated in U.S. dollars and (iii) 1.00% above the Term SOFR Rate for a one month interest period, plus an applicable margin ranging from 0.125% to 1.00%, in each case subject to adjustments based on our total net leverage ratio or (2) a Term Secured Overnight Financing Rate (“SOFR”) rate (which includes a credit spread adjustment of 10 basis points). The applicable margin for borrowings under the delayed draw term loan range from 1.125% to 2.00% for SOFR borrowings and from 0.125% to 1.00% for base-rate borrowings, in each case, depending on, at our election, either (x) our public corporate family rating or (y) our consolidated total net leverage ratio, in each case, based on the most recently ended fiscal quarter. The obligations under the delayed draw term loan will be guaranteed and secured on the same basis as the facilities provided for under the Credit Agreement. The delayed draw term loan will not amortize and will mature on the earlier of (x) the date that is two years after the date on which such loans are funded and (y) the maturity date for the revolving facility provided for under the Credit Agreement.

Previous wording

Parent Company’s subsidiaries (each, a “Guarantor Subsidiary” and collectively, the “Guarantor Subsidiaries”). The guarantees are full and unconditional, subject to certain customary release provisions. Each Guarantor Subsidiary is directly or indirectly 100% owned by the Parent Company. Summarized financial information for the Parent and Guarantor Subsidiaries (collectively, the “Obligor Group”) as of March 30, 2025 and December 31, 2024 and for the three months ended March 30, 2025 is as follows:

Current wording

The 2027 Notes are issued by Teleflex Incorporated (the “Parent Company”), and payment of the Parent Company's obligations under the Senior Notes is guaranteed, jointly and severally, by an enumerated group of the Parent Company’s subsidiaries (each, a “Guarantor Subsidiary” and collectively, the “Guarantor Subsidiaries”). The guarantees are full and unconditional, subject to certain customary release provisions. Each Guarantor Subsidiary is directly or indirectly 100% owned by the Parent Company. Summarized financial information for the Parent and Guarantor Subsidiaries (collectively, the “Obligor Group”) as of June 29, 2025 and December 31, 2024 and for the six months ended June 29, 2025 is as follows:
Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

Gross margin for the six months ended June 29, 2025 decreased 60 basis points, or 1.1%, compared to the prior year period, primarily due to continued cost inflation from macro-economic factors, specifically with respect to labor and raw materials and unfavorable product mix, partially offset by the prior period unfavorable adjustment to reserves related to the Italian payback measure and favorable fluctuations in foreign currency exchange rates.

Current report — wording carried from elsewhere

The decrease in interest expense for the six months ended June 29, 2025 compared to the prior year period was primarily due to a lower average interest rate resulting from decreases in interest rates associated with our variable interest rate debt instruments, partially offset by an increase in the average outstanding debt balance.

Current report — wording carried from elsewhere

Asia net revenues for the three months ended June 29, 2025 increased $2.0 million, or 2.3%, compared to the prior year period, which was primarily attributable to a $2.8 million increase in sales volumes of existing products and, to a lesser extent, favorable fluctuations in foreign currency exchange rates, partially offset by price decreases stemming from the implementation of volume-based procurement programs in China.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

The 2027 Notes are issued by Teleflex Incorporated (the “Parent Company”), and payment of the Parent Company's obligations under the Senior Notes is guaranteed, jointly and severally, by an enumerated group of the