TELEFLEX INC
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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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 30, 2026 · Filed Aug 6, 2026
TFX$150.87-0.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0000096943-26-000050
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0000096943-26-000095
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 83 previous paragraphs and 103 current paragraphs.
44 unchanged; 34 reworded; 20 added; 5 removed; 0 previous and 5 current paragraphs rearranged.
Tables are not compared: 11 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 (20)
Current report
On August 3, 2026, we completed the sale of the OEM business in connection with the Strategic Divestitures. We received net cash proceeds of $1.5 billion, (approximately $1.2 billion after-tax) and estimate that we will recognize a pre-tax gain on the sale of approximately $1.0 billion, subject to certain working capital and other customary adjustments. Subsequent to the completion of the OEM sale, we utilized a portion of the net cash proceeds to pay off the $700 million term A-2 loan facility.
Current report
In connection with the sale, we finalized several ancillary agreements with Montagu and Kohlberg, which have varying durations extending up to 24 months, to facilitate the transfer of the business and cover transition support, quality, distribution, supply, development and manufacturing services. We will account for these services separately from the sale, primarily within selling, general and administrative expenses within continuing operations, as they were negotiated primarily to benefit Montagu and Kohlberg and do not represent part of the consideration transferred for the divestiture.
Current report
During the second quarter of 2026, the U.S. government established a process for submitting refund requests for tariffs that had been collected under IEEPA, and we submitted several such requests. As of June 30, 2026, we have recorded a receivable for an immaterial amount of tariffs approved for refund to date; however, we have not recorded a receivable for the remaining submitted tariff refund requests. Subsequent to June 30, 2026, we received approval for a significant portion of our submitted refunds and expect to recognize a benefit during the third quarter of 2026.
Current report
Net revenues for the three months ended June 30, 2026 increased $127.8 million, or 28.9%, compared to the prior year period, primarily due to net revenues of $99.0 million generated by the acquired VI Business and a $17.2 million increase in sales volumes of existing products.
Current report
Gross margin for the three months ended June 30, 2026 decreased 190 basis points, or 3.2%, compared to the prior year period, primarily due to the adverse impact from tariffs enacted in 2025, the lower gross margin profile of the VI Business and amortization of intangible assets related to the VI Business.
Current report
Selling, general and administrative expenses for the three months ended June 30, 2026 increased $76.0 million compared to the prior year period, which was primarily attributable to operating, integration and amortization expenses associated with the acquired VI Business, the unfavorable impact of the benefit recognized in the prior period from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business, and expenses associated with the Strategic Divestitures restructuring plan. The increases in selling, general and administrative expenses were partially offset by a gain recognized from the Litigation settlement and a decrease in contingent consideration expense.
Current report
Loss on extinguishment of debt
Current report
During the three and six months ended June 30, 2026, we recognized a $1.2 million loss on extinguishment of debt due to the write-off of unamortized deferred financing costs in connection with the redemption of the 4.625% Senior Notes due 2027.
Current report
Income from discontinued operations for the three months ended June 30, 2026 increased $3.5 million compared to the prior year period, primarily due to a $21.1 million gain resulting from adjustments to the valuation allowance on assets held for sale and lower tax expense, partially offset by increases in separation costs related to the Strategic Divestitures.
Current report
Americas net revenues for the three months ended June 30, 2026 increased $43.8 million, or 14.4%, compared to the prior year period, which was primarily attributable to net revenues of $26.7 million generated by the acquired VI Business and a $9.8 million increase in sales volumes of existing products.
Current report
Americas net revenues for the six months ended June 30, 2026 increased $86.7 million, or 14.6%, compared to the prior year period, which was primarily attributable to net revenues of $49.8 million generated by the acquired VI Business and a $21.7 million increase in sales volumes of existing products.
Current report
Americas operating profit for the three months ended June 30, 2026 increased $33.2 million, or 30.4%, compared to the prior year period, which was primarily attributable to increases in gross profit resulting from higher sales generated by both the acquired VI and legacy businesses and decreases in contingent consideration expense. The increase in operating profit was partially offset by higher operating costs of the acquired business.
Current report
EMEA net revenues for the three months ended June 30, 2026 increased $55.6 million, or 62.0%, compared to the prior year period, which was primarily attributable to net revenues of $44.6 million generated by the acquired VI Business and increases in sales volumes of existing products.
Current report
EMEA operating profit for the three and six months ended June 30, 2026 decreased $9.3 million, or 52.5%, and $10.4 million, or 33.5%, respectively, compared to the prior year periods, which was primarily attributable to increases in operating costs associated with the acquired VI Business, partially offset by increases in gross profit resulting from higher sales generated by both the acquired VI and legacy businesses.
Current report
Asia net revenues for the three months ended June 30, 2026 increased $28.4 million, or 59.5%, compared to the prior year period, which was primarily attributable to net revenues of $27.7 million generated by the acquired VI Business.
Current report
Asia net revenues for the six months ended June 30, 2026 increased $55.4 million, or 61.9%, compared to the prior year period, which was primarily attributable to net revenues of $53.6 million generated by the acquired VI Business.
Current report
On July 9, 2026, we terminated the 2025 Cross-currency swap agreements and we simultaneously executed two new separate term cross-currency swap agreements with the same expiration dates and notional values (together, the "2026 CHF Cross-currency swap agreements"). The 2026 CHF Cross-currency swap agreements expiring in 2030 include six different financial institution counterparties and notionally exchanged $300 million for CHF 248.8 million at an annual interest rate of 3.77%. The 2026 CHF Cross-currency swap agreements expiring in 2032 include four different financial institution counterparties and notionally exchanged $300 million for CHF 251.8 million at an annual interest rate of 3.66%. The 2026 CHF cross-currency swaps were off-market at inception. The off-market value will be amortized ratably into earnings over the remaining life of each swap. The interest rate component will remain in accumulated other comprehensive income until the underlying net investment is sold or substantially liquidated. Each of the 2026 CHF Cross-currency swap agreements was designated a net investment hedge. The impact to our financial statements was immaterial as a result of the termination of the 2025 Cross-currency swap agreements.
Current report
On December 9, 2025, the Board of Directors authorized a share repurchase program for up to $1 billion of our common stock. During the three months ended June 30, 2026, as part of the share repurchase program, we repurchased 1.9 million shares of our common stock for $250.0 million through open market transactions at an average price per share of $130.85. As of June 30, 2026, we had $750.0 million remaining available under the authorization. Also, under the $1 billion share repurchase program, we intend to commence an accelerated share repurchase of $250 million of common stock, effective August 7, 2026.
Current report
On May 26, 2026, we entered into a new Credit Agreement (the “Credit Agreement”), which effectuated the refinancing of the Company’s previously existing credit agreement evidenced in that certain Third Amended and Restated Credit Agreement, dated as of November 4, 2022 (as amended prior to the date hereof). Under the new Credit Agreement, the maturity date of the revolving credit facility and the term A-1 loan facility were extended to May 26, 2031, while the maturity date of the term A-2 loan facility was extended to May 26, 2028.
Current report
On June 15, 2026, we issued $500.0 million of 5.875% Senior Notes due 2032 (the "2032 Notes"). We used the net proceeds from the offering, together with cash on hand, to fund the redemption of our 4.625% Senior Notes due 2027.
Removed paragraphs (5)
Previous report
(1) For the quarters ended March 31, 2026 and March 30, 2025, the effective income tax rate represents income tax expense.
Previous report
Americas net revenues for the three months ended March 31, 2026 increased $42.9 million, or 14.8%, compared to the prior year period, which was primarily attributable to net revenues of $23.1 million generated by the acquired VI Business and an $11.9 million increase in sales volumes of existing products.
Previous report
EMEA operating profit for the three months ended March 31, 2026 decreased $1.2 million, or 8.4%, compared to the prior year period, which was primarily attributable to an increase in operating expenses, largely from operating, integration and amortization expenses associated with the acquired VI Business and unfavorable fluctuations in foreign currency exchange rates. The decreases in operating profit were partially offset by an increase in gross profit resulting from higher sales generated by the acquired VI Business, despite an unfavorable impact from the amortization of the step-up in carrying value of inventory related to the VI Business acquisition, as well as lower manufacturing costs associated with our legacy businesses.
Previous report
Asia net revenues for the three months ended March 31, 2026 increased $27.0 million, or 64.5%, compared to the prior year period, which was primarily attributable to net revenues of $25.8 million generated by the acquired VI Business.
Previous report
We expect to refinance our Senior Credit Facility prior to maturity. However, there can be no assurance that such refinancing will be completed on terms acceptable to us, or at all.
Reworded paragraphs (34)
Previous wording
In February 2025, we announced our intention to undertake a strategic transformation of the organization. In accordance with this strategy, on December 9, 2025, we announced that we entered into definitive agreements to sell our Acute Care and Interventional Urology (also referred to as "IU") businesses to Intersurgical® Ltd and our OEM business to Montagu and Kohlberg (collectively referred to as the "Strategic Divestitures"). The combined total consideration from the Strategic Divestitures is $2.0 billion in cash, consisting of expected proceeds of approximately $1.5 billion for our OEM business and $530 million for our Acute Care and IU businesses. Both transactions, which were approved at the same time by our Board of Directors, remain subject to certain closing adjustments, customary regulatory approvals and other closing conditions. We expect the sale of the OEM business to be completed in the third quarter of 2026, while the sale of the Acute Care and IU businesses is expected to be completed in the second half of 2026. We expect to receive net after‑tax proceeds of approximately $1.8 billion upon the completion of both sales. We intend to use the net proceeds primarily to return capital to shareholders through share repurchases and pay down debt.
Current wording
In February 2025, we announced our intention to undertake a strategic transformation of the organization. In accordance with this strategy, on December 9, 2025, we announced that we entered into definitive agreements, which were approved at such time by our Board of Directors, to sell our Acute Care and Interventional Urology (also referred to as "IU") businesses to Intersurgical® Ltd and our OEM business to Montagu and Kohlberg (collectively referred to as the "Strategic Divestitures"). The combined total consideration from the Strategic Divestitures is $2.0 billion in cash, consisting of expected proceeds of $1.5 billion for our OEM business and $530 million for our Acute Care and IU businesses.
Previous wording
The Strategic Divestitures represent a single plan to exit certain product categories that, in aggregate, met accounting requirements to be classified as discontinued operations and held for sale beginning December 31, 2025 and for the subsequent reporting periods. Information provided herein is presented on a continuing operations basis to reflect the impact of the Strategic Divestitures, unless otherwise indicated. For additional information regarding the Strategic Divestitures, refer to Note 5 within the condensed consolidated financial statements included in this report.
Current wording
The Strategic Divestitures represent a single plan to exit certain product categories that, in aggregate, met accounting requirements to be classified as discontinued operations and held for sale beginning December 31, 2025 and for the subsequent reporting periods. Information provided herein is presented on a continuing operations basis to reflect the impact of the Strategic Divestitures, unless otherwise indicated.
Previous wording
In connection with the Strategic Divestitures, we have negotiated transition services agreements and other arrangements intended to govern ongoing activities between Teleflex and the respective buyers following the closing dates of the transactions, including interim operating model arrangements and manufacturing and supply services. Although the material terms of these agreements have been substantially determined, they remain subject to finalization and execution. We expect to complete and execute these agreements at the close of each transaction.
Current wording
Separately, the Acute Care and IU businesses sale is currently anticipated to be completed in the fourth quarter of 2026, subject to customary closing conditions, including receipt of regulatory approvals and other closing conditions. For this transaction, we have also negotiated transition services agreements and other arrangements intended to govern ongoing activities between Teleflex and the buyer following the closing date of the transaction, including interim operating model arrangements and manufacturing and supply services. Although the material terms of these agreements have been substantially determined, they remain subject to finalization and execution, which we expect to complete at closing.
Previous wording
On April 9, 2026, we announced that Stephen Klasko, M.D. and John Heinmiller will conclude their respective Board terms at the Annual Meeting, and the nomination of Michael J. Tokich to the Board of Directors. In connection with Dr. Klasko’s departure, Andrew A. Krakauer, a current independent director and chair of the Board's Compensation Committee, has been named Chairman of the Board, effective following the Annual Meeting.
Current wording
On April 9, 2026, we announced that Stephen Klasko, M.D., and John Heinmiller would conclude their respective Board terms at our 2026 annual meeting of stockholders on May 15, 2026 (the "Annual Meeting"), and the nomination of Michael J. Tokich to the Board of Directors. In connection with Dr. Klasko’s departure, Andrew A. Krakauer, a current independent director and chair of the Board's Compensation Committee, was named Chairman of the Board, effective following the Annual Meeting.
Previous wording
On April 30, 2026, we announced that Jason Weidman has been appointed President and Chief Executive Officer, effective June 8, 2026. He will succeed Stuart Randle, who has been serving as Interim President and CEO since January 2026 and who will continue as a member of Teleflex’s Board of Directors. Mr. Weidman is expected to join the Teleflex Board when he assumes his role as President and CEO.
Current wording
On April 30, 2026, we announced the appointment of Jason Weidman as President and Chief Executive Officer, effective June 8, 2026. On that date, Mr. Weidman succeeded Stuart Randle, a member of our Board who had served as Interim President and CEO since January 2026, and also joined our Board. Mr. Randle continues to serve as a Board member.
Previous wording
On April 6, 2026, we entered into a settlement agreement with another medical device company to resolve a litigation matter involving alleged infringement of patents held by Teleflex. Pursuant to the terms of the agreement, we subsequently received $25.0 million in monetary consideration. The settlement fully resolves the litigation, with no admission of liability by Teleflex or any other party.
Current wording
In April 2026, we entered into a settlement agreement with another medical device company to resolve a litigation matter involving alleged infringement of patents held by Teleflex (referred to as the "Litigation settlement"). Pursuant to the terms of the agreement, we received $25.0 million in monetary consideration in connection with the settlement, which was recognized as a gain within the condensed consolidated statements of income for the three and six months ended June 30, 2026. The settlement fully resolves the litigation, with no admission of liability by the other medical device company or by Teleflex.
Previous wording
In the third quarter of 2025, we completed the acquisition of substantially all of the Vascular Intervention business of BIOTRONIK SE & Co. KG (the "VI Business") for a net initial cash payment of €704.3 million, or $825.2 million, subject to certain working capital and other customary adjustments. The acquisition adds a broad suite of coronary and peripheral medical devices, such as drug-coated balloons, stents, and balloon catheters, which complements our interventional product portfolio. See Note 4 to the condensed consolidated financial statements included in this report for additional information.
Current wording
In the third quarter of 2025, we completed the acquisition of substantially all of the Vascular Intervention business of BIOTRONIK SE & Co. KG (the "VI Business"), for a net cash payment of €704.3 million, or $825.2 million. The acquisition adds a broad suite of coronary and peripheral medical devices, such as drug-coated balloons, stents, and balloon catheters, which complements our interventional product portfolio. See Note 4 to the condensed consolidated financial statements included in this report for additional information.
Previous wording
Our global operations are subject to risks associated with international trade policies, including the imposition of tariffs. On February 20, 2026, the U.S. Supreme Court issued a decision invalidating tariffs imposed pursuant to the International Emergency Economic Powers Act (“IEEPA”), which introduced the potential for refunds of previously collected tariffs by the U.S government. Following the decision, the Administration announced new Executive Orders that impose tariffs under alternative statutory authority designed to replace or preserve elements of the prior tariff framework. The availability, timing, and magnitude of any potential refunds of tariffs imposed under IEEPA, as well as the application and impact of tariffs under the new Executive Orders, remain highly uncertain and subject to ongoing legal, regulatory, and administrative developments. Nevertheless, further changes to proposed or enacted tariffs could materially impact our business, including gross margins and cash flows. We continue to evaluate measures designed to mitigate the future impacts of tariffs, such as supply chain optimization strategies and adjustments to chain-of-custody protocols. The ultimate impact of tariffs and trade policy changes on our results of operations and cash flows will depend on several factors, including the timing, scale, scope, and nature of any tariffs or policies implemented, any associated retaliatory measures or further legal challenges.
Current wording
Our global operations are subject to risks associated with international trade policies, including the imposition of tariffs. On February 20, 2026, the U.S. Supreme Court issued a decision invalidating tariffs imposed pursuant to the International Emergency Economic Powers Act (“IEEPA”). Since that time, the Administration has imposed tariffs under alternative statutory authority designed to replace or preserve elements of the prior tariff framework. The scope and durability of these replacement tariffs remain uncertain and subject to ongoing legal, regulatory, and administrative developments.
Previous wording
In addition to risks associated with international trade policies, geopolitical developments during the quarter, including the escalation of conflict in the Middle East, have increased macroeconomic uncertainty. These developments may result in disruptions to global energy supplies, volatility and increases in energy prices, heightened inflationary pressures, and disruptions to global supply chains, any of which could adversely affect our results of operations or financial condition. We continue to monitor these developments and the broader macroeconomic environment and, where appropriate, are taking actions to mitigate potential impacts on our business.
Current wording
In addition to risks associated with international trade policies, geopolitical developments, including the recent escalation of conflict in the Middle East, have increased macroeconomic uncertainty. These developments may result in disruptions to global energy supplies, volatility and increases in energy prices, heightened inflationary pressures, and disruptions to global supply chains, any of which could adversely affect our results of operations or financial condition. We continue to monitor these developments and the broader macroeconomic environment and, where appropriate, are taking actions to mitigate potential impacts on our business.
Previous wording
Net revenues for the three months ended March 31, 2026 increased $134.0 million, or 32.3%, compared to the prior year period, primarily due to net revenues of $99.1 million generated by the acquired VI Business, increases in sales volumes of existing products and favorable fluctuations in foreign currency exchange rates.
Current wording
Net revenues for the six months ended June 30, 2026 increased $261.8 million, or 30.6%, compared to the prior year period, primarily due to net revenues of $198.1 million generated by the acquired VI Business, a $31.9 million increase in sales volumes of existing products and $15.1 million of favorable fluctuations in foreign currency exchange rates.
Previous wording
Gross margin for the three months ended March 31, 2026 decreased 560 basis points, or 9.1%, compared to the prior year period, primarily due to the adverse impact from tariffs enacted in 2025, the unfavorable impact from the amortization of the step-up in carrying value of inventory and intangible assets recognized in connection with the VI Business acquisition, an increase in costs for quality remediation and excess and obsolete inventory charges and higher logistics and distribution costs.
Current wording
Gross margin for the six months ended June 30, 2026 decreased 370 basis points, or 6.1%, compared to the prior year period, primarily due to the adverse impact from tariffs enacted in 2025, the unfavorable impact from the amortization of the step-up in carrying value of inventory and intangible assets recognized in connection with the VI Business acquisition, the lower gross margin profile of the VI Business and an increase in costs for quality remediation and excess and obsolete inventory charges.
Previous wording
Selling, general and administrative expenses for the three months ended March 31, 2026 increased $73.1 million compared to the prior year period, which was primarily attributable to operating, integration and amortization expenses associated with the acquired VI Business and the impact of unfavorable fluctuations in foreign currency exchange rates related to operating activities, largely stemming from a benefit recognized in the prior period from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business. Selling, general and administrative costs in 2026 were also impacted by expenses associated with the Strategic Divestitures restructuring plan and severance expense related to our former CEO.
Current wording
Selling, general and administrative expenses for the six months ended June 30, 2026 increased $149.1 million compared to the prior year period, which was primarily attributable to operating, integration and amortization expenses associated with the acquired VI Business, the unfavorable impact of the benefit recognized in the prior period from non-designated foreign currency forward contracts designed to hedge against the cash consideration for the VI Business, and to a lesser extent, expenses associated with the Strategic Divestitures restructuring plan and severance expense related to our former CEO. The increases in selling, general and administrative expenses were partially offset by a gain recognized from the Litigation settlement and a decrease in contingent consideration expense.
Previous wording
Research and development expenses for the three months ended March 31, 2026 increased $19.1 million compared to the prior year period, which was primarily attributable to expenses associated with the acquired VI Business.
Current wording
Research and development expenses for the three months ended June 30, 2026 increased $18.6 million compared to the prior year period, which was primarily attributable to expenses associated with the acquired VI Business.
Previous wording
Restructuring charges, separation costs and impairment charges for the three months ended March 31, 2026 primarily consisted of termination benefits related to the Strategic Divestitures restructuring plan (defined below).
Current wording
Restructuring charges, separation costs and impairment charges for the three and six months ended June 30, 2026 primarily consisted of termination benefits related to the Strategic Divestitures restructuring plan (defined below).
Previous wording
In 2023, we initiated the "2023 Footprint realignment plan," a restructuring plan primarily involving the relocation of certain manufacturing operations to existing lower-cost locations, the outsourcing of certain manufacturing processes and related workforce reductions. We estimate that we will incur aggregate pre-tax restructuring and restructuring related charges in connection with the plan of $9 million to $12 million. These actions are expected to be substantially completed by the end of 2027. We expect to achieve annual pretax savings in connection with the 2023 Footprint realignment plan of $2 million to $4 million once the plan is fully implemented.
Current wording
In 2023, we initiated the "2023 Footprint realignment plan," a restructuring plan primarily involving the relocation of certain manufacturing operations to existing lower-cost locations, the outsourcing of certain manufacturing processes and related workforce reductions. We estimate that we will incur aggregate pre-tax restructuring and restructuring related charges in connection with the plan of $9 million to $12 million. These actions are expected to be substantially completed by the end of 2027. We expect to achieve annual pre-tax savings in connection with the 2023 Footprint realignment plan of $2 million to $4 million once the plan is fully implemented.
Previous wording
During the first quarter of 2026, in connection with the Strategic Divestitures, we initiated a multi-year restructuring plan intended to align our global organizational structure and supply chain infrastructure amongst our remaining businesses (the "Strategic Divestitures restructuring plan"). The plan is designed to eliminate stranded costs, streamline global operations, and improve our long-term cost structure, primarily through workforce reductions and capital assets rationalization. These actions, some of which we expect to occur upon exit of the transition services agreements and other arrangements negotiated in connection with the Strategic Divestitures, are expected to be substantially completed by mid-2028. We estimate that we will incur aggregate pre-tax restructuring and restructuring related charges in connection with the plan of $31 million to $37 million. We expect substantially all the restructuring and restructuring related charges to result in future cash outlays, of which an estimated $15 million to $19 million are expected to occur during 2026. We expect to achieve annual pre-tax savings of $48 million to $52 million in connection with the Strategic Divestitures restructuring plan once it is fully implemented and we expect to begin realizing a portion of these plan-related savings in 2026.
Current wording
During the first quarter of 2026, in connection with the Strategic Divestitures, we initiated a multi-year restructuring plan intended to align our global organizational structure and supply chain infrastructure amongst our remaining businesses (the "Strategic Divestitures restructuring plan"). The plan is designed to eliminate stranded costs, streamline global operations, and improve our long-term cost structure, primarily through workforce reductions and capital assets rationalization. These actions, some of which we expect to occur upon exit of the transition services agreements and other arrangements negotiated in connection with the Strategic Divestitures, are expected to be substantially completed by mid-2028. We estimate that we will incur aggregate pre-tax restructuring and restructuring related charges in connection with the plan of $31 million to $37 million. We expect the majority of the restructuring and restructuring related charges will result in future cash outlays, of which an estimated $15 million to $19 million are expected to occur during 2026. We expect to achieve annual pre-tax savings of $48 million to $52 million in connection with the Strategic Divestitures restructuring plan once it is fully implemented and we expect to begin realizing a portion of these plan-related savings in 2026.
Previous wording
The increases in interest expense for the three months ended March 31, 2026 compared to the prior year periods were primarily due to an increase in the average outstanding debt balance stemming from borrowings utilized to fund the VI Business acquisition, partially offset by 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 and six months ended June 30, 2026 compared to the prior year periods was primarily due to an increase in the average outstanding debt balance stemming from borrowings utilized to fund the VI Business acquisition, partially offset by a lower average interest rate resulting from decreases in interest rates associated with our variable interest rate debt instruments.
Previous wording
The effective income tax rates for the three months ended March 31, 2026 reflects income tax benefits associated with the Strategic Divestitures restructuring plan and the VI Business integration plan. Additionally, the effective income tax rate for the three months ended March 31, 2026 reflects a net cost related to share-based compensation. 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 rates for both periods reflect a tax benefit from research and development tax credits.
Current wording
The effective income tax rate for the three and six months ended June 30, 2026 reflects income tax benefits associated with the Strategic Divestitures restructuring plan and the VI Business integration plan. Additionally, the effective income tax rate for the six months ended June 30, 2026 reflects a net cost related to share-based compensation. The effective income tax rate for the three and six months ended June 29, 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 rates for all periods reflect a tax benefit from research and development tax credits.
Previous wording
Income from discontinued operations for the three months ended March 31, 2026 decreased $46.0 million compared to the prior year period, primarily due to increases in separation costs related to the Strategic Divestitures and a valuation allowance adjustment recorded in the first quarter of 2026. For additional information, see Note 5 to the condensed consolidated financial statements included in this report.
Current wording
Income from discontinued operations for the six months ended June 30, 2026 decreased $42.5 million compared to the prior year period, primarily due to increases in separation costs related to the Strategic Divestitures and a charge resulting from adjustments to the valuation allowance on assets held for sale, partially offset by lower tax expense. For additional information, see Note 5 to the condensed consolidated financial statements included in this report.
Previous wording
(1)See Note 14 to the condensed consolidated financial statements included in this report for a reconciliation of segment operating profit to our condensed consolidated income from continuing operations before interest and taxes.
Current wording
(1)See Note 15 to the condensed consolidated financial statements included in this report for a reconciliation of segment operating profit to our condensed consolidated income from continuing operations before interest, taxes and loss on extinguishment of debt.
Previous wording
Comparison of the three months ended March 31, 2026 and March 30, 2025
Current wording
Comparison of the three and six months ended June 30, 2026 and June 29, 2025
Previous wording
Americas operating profit for the three months ended March 31, 2026 increased $13.1 million, or 11.1%, compared to the prior year period, which was primarily attributable to an increase in gross profit resulting from higher sales, including revenue generated by the acquired VI Business, partially offset by higher operating and integration costs of the acquired business, and, to a lesser extent, increases in sales expenses associated with our legacy businesses to support higher sales.
Current wording
Americas operating profit for the six months ended June 30, 2026 increased $46.2 million, or 20.4%, compared to the prior year period, which was primarily attributable to increases in gross profit resulting from higher sales generated by both the acquired VI and legacy businesses and decreases in contingent consideration expense. The increase in operating profit was partially offset by higher operating costs of the acquired business and higher sales and marketing expenses associated with our legacy businesses.
Previous wording
EMEA net revenues for the three months ended March 31, 2026 increased $64.1 million, or 77.5%, compared to the prior year period, which was primarily attributable to net revenues of $50.1 million generated by the acquired VI Business and $9.0 million of favorable fluctuations in foreign currency exchange rates.
Current wording
EMEA net revenues for the six months ended June 30, 2026 increased $119.7 million, or 69.4%, compared to the prior year period, which was primarily attributable to net revenues of $94.7 million generated by the acquired VI Business, $11.4 million of favorable fluctuations in foreign currency exchange rates and an $11.0 million increase in sales volumes of existing products.
Previous wording
Asia operating profit for the three months ended March 31, 2026 increased $11.3 million, or 246.6%, compared to the prior year period, which was primarily attributable to an increase in gross profit resulting from higher sales generated by the acquired VI Business, partially offset by higher operating, integration and amortization expenses associated with the acquired VI Business.
Current wording
Asia operating profit for the three and six months ended June 30, 2026 increased $10.5 million, or 235.3%, and $21.8 million, or 241.0%, respectively, compared to the prior year periods, which was primarily attributable to an increase in gross profit resulting from higher sales generated by the acquired VI Business, partially offset by higher operating and amortization expenses associated with the acquired VI Business.
Previous wording
On September 30, 2025, we executed cross-currency swap agreements with five different financial institution counterparties to hedge against the effect of variability in the U.S. dollar to euro exchange rate (the "September 2025 Cross-currency swap agreements"). Under the September 2025 Cross-currency swap agreements, we have notionally exchanged $500 million at an annual interest rate of 4.63% for €474.7 million at an annual interest rate of 2.77%. On March 4, 2026, the agreements related to our September 2025 Cross-currency swap matured resulting in a net cash settlement payment of $53.5 million, inclusive of interest proceeds. Concurrently, on March 4, 2026, we executed two separate cross-currency swap agreements set to mature on March 3, 2028, respectively, to hedge against the effect of variability in the U.S. dollar to euro exchange rate (the "2026 Cross-currency swap agreements"). Each of the 2026 Cross-currency swap agreements had a notional amount of $50 million and was designated as a net investment hedge. The 2026 Cross-currency swap agreements include two different financial institution counterparties and notionally exchanged $100 million for €85.4 million, reflecting an average annual interest rate benefit of 1.21%.
Current wording
On September 30, 2025, we executed cross-currency swap agreements with five different financial institution counterparties to hedge against the effect of variability in the U.S. dollar to euro exchange rate (the "September 2025 Cross-currency swap agreements"). Under the September 2025 Cross-currency swap agreements, we have notionally exchanged $500 million at an annual interest rate of 4.63% for €474.7 million at an annual interest rate of 2.77%. On March 4, 2026, the agreements related to our September 2025 Cross-currency swap matured resulting in a net cash settlement payment of $53.5 million, inclusive of interest proceeds. Concurrently, on March 4, 2026, we executed two separate cross-currency swap agreements set to mature on March 3, 2028, to hedge against the effect of variability in the U.S. dollar to euro exchange rate (the "2026 Euro Cross-currency swap agreements"). Each of the 2026 Euro Cross-currency swap agreements had a notional amount of $50 million and was designated as a net investment hedge. The 2026 Euro Cross-currency swap agreements include two different financial institution counterparties and notionally exchanged $100 million for €85.4 million, reflecting an average annual interest rate benefit of 1.21%.
Previous wording
On December 9, 2025, the Board of Directors authorized a share repurchase program for up to $1 billion of our common stock. The timing, price and actual number of shares of common stock that may be repurchased under the share repurchase authorization will depend on a variety of factors, including price, market conditions and corporate and regulatory requirements. The repurchases may occur in open market transactions, transactions structured through investment banking institutions, in privately negotiated transactions, by direct purchases of common stock or a combination of the foregoing, and the timing and amount of stock repurchased will depend on market and business conditions, applicable legal and credit requirements and other corporate considerations. The authorization of the repurchase program does not constitute a binding obligation to acquire any specific amount of common stock, and the repurchase program may be suspended or discontinued at any time. As of March 31, 2026, we had the full amount remaining available under the authorization.
Current wording
The timing, price and actual number of shares of remaining common stock that may be repurchased under the share repurchase authorization will depend on a variety of factors, including price, market conditions and corporate and regulatory requirements. The repurchases may occur in open market transactions, transactions structured through investment banking institutions, in privately negotiated transactions, by direct purchases of common stock or a combination of the foregoing, and the timing and amount of stock repurchased will depend on market and business conditions, applicable legal and credit requirements and other corporate considerations. The authorization of the repurchase program does not constitute a binding obligation to acquire any specific amount of common stock, and the repurchase program may be suspended or discontinued at any time.
Previous wording
Net cash provided by operating activities from continuing operations was $46.7 million for the three months ended March 31, 2026 as compared to $27.7 million for the three months ended March 30, 2025. The $19.0 million increase was primarily attributable to favorable changes in working capital, partially offset by unfavorable operating results. The favorable changes in working capital were primarily attributable to a decrease in cash outflows from inventories as we moderate our inventory levels and an increase in accounts payable and accrued expenses stemming from lower employee related benefit and compensation payments.
Current wording
Net cash provided by operating activities from continuing operations was $138.6 million for the six months ended June 30, 2026 as compared to net cash used in operating activities of $9.3 million for the six months ended June 29, 2025. The $147.9 million increase was primarily attributable to favorable changes in working capital, including lower tax payments and a decrease in cash outflows from inventories as we moderate our inventory levels, as well as proceeds from the Litigation settlement.
Previous wording
Net cash used in investing activities from continuing operations was $74.8 million for the three months ended March 31, 2026, and primarily consisted of $53.5 million in net payments on swaps designated as net investment hedges and $18.8 million of capital expenditures.
Current wording
Net cash used in investing activities from continuing operations was $81.4 million for the six months ended June 30, 2026, and primarily consisted of $39.5 million in net payments on swaps designated as net investment hedges and $32.8 million of capital expenditures.
Previous wording
Net cash used in financing activities from continuing operations was $45.0 million for the three months ended March 31, 2026, and primarily consisted of a $25.3 million reduction in borrowings under our Senior Credit Facility and $15.1 million in dividend payments.
Current wording
Net cash used in financing activities from continuing operations was $127.0 million for the six months ended June 30, 2026, and primarily consisted of $250.0 million in repurchases of our common stock, $29.8 million in dividend payments, and $14.0 million of fees paid related to the new Credit Agreement and Senior Notes due 2032, partially offset by a $175.0 million increase in net borrowings under our Senior Credit Facility.
Previous wording
Net cash used in discontinued operations was $6.9 million for the three months ended March 31, 2026, compared to net cash provided by discontinued operations of $39.5 million for the three months ended March 30, 2025. The $46.4 million decrease was primarily attributable to unfavorable operating results stemming from higher separation costs related to the Strategic Divestitures.
Current wording
Net cash used in discontinued operations was $13.3 million for the six months ended June 30, 2026, compared to net cash provided by discontinued operations of $77.4 million for the six months ended June 29, 2025. The $90.7 million decrease was primarily attributable to unfavorable operating results stemming from higher separation costs related to the Strategic Divestitures.
Previous wording
The indentures governing our 4.625% Senior Notes due 2027 (the “2027 Notes”) and 4.25% Senior Notes due 2028 (the "2028 Notes") contain covenants that, among other things and subject to certain exceptions, limit or restrict our ability, and the ability of our subsidiaries, to create liens; consolidate, merge or dispose of certain assets; and enter into sale leaseback transactions. As of March 31, 2026, we were in compliance with these requirements.
Current wording
The indentures governing our 5.875% Senior Notes due 2032 and 4.25% Senior Notes due 2028 (the "2028 Notes" and together with the 2032 Senior Notes, the "Senior Notes") contain covenants that, among other things and subject to certain exceptions, limit or restrict our ability, and the ability of our subsidiaries, to create liens; consolidate, merge or dispose of certain assets; and enter into sale leaseback transactions. As of June 30, 2026, we were in compliance with these requirements.
Previous 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 March 31, 2026 and December 31, 2025 and for the three months ended March 31, 2026 is as follows:
Current wording
The Senior 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 30, 2026 and December 31, 2025 and for the six months ended June 30, 2026 is as follows:
Previous wording
(1)During the first quarter of 2026, certain existing subsidiaries were designated as Guarantor Subsidiaries and as a result, we recast the prior period comparative summarized financial information.
Current wording
(1)During the second quarter of 2026, certain existing subsidiaries were designated as Guarantor Subsidiaries and as a result, we recast the prior period comparative summarized financial information.
Previous wording
All statements made in this Quarterly Report on Form 10-Q, other than statements of historical fact, are forward-looking statements. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “will,” “would,” “should,” “guidance,” “potential,” “continue,” “project,” “forecast,” “confident,” “prospects” and similar expressions typically are used to identify forward-looking statements. Forward-looking statements are based on the then-current expectations, beliefs, assumptions, estimates and forecasts about our business and the industry and markets in which we operate. These statements are not guarantees of future performance and are subject to risks and uncertainties, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or implied by these forward-looking statements due to a number of factors, including changes in business relationships with and purchases by or from major customers or suppliers; delays or cancellations in shipments; demand for and market acceptance of new and existing products; the impact of inflation and disruptions in our global supply chain on us and our suppliers (particularly sole-source suppliers and providers of sterilization services), including fluctuations in the cost and availability of resins and other raw materials, as well as certain components, used in the production or sterilization of our products, transportation constraints and delays, product shortages, energy shortages or increased energy costs, labor shortages in the United States and elsewhere, and increased operating and labor costs; our inability to integrate acquired businesses into our operations, realize planned synergies and operate such businesses profitably in accordance with our expectations; our ability to manage our ongoing CEO transition; risks relating to the activities of activist stockholders; our inability to effectively execute our restructuring programs; our inability to realize anticipated savings resulting from restructuring plans and programs; the impact of enacted healthcare reform legislation and proposals to amend, replace or repeal the legislation; changes in Medicare, Medicaid and third party coverage and reimbursements; the impact of tax legislation and related regulations; competitive market conditions and resulting effects on revenues and pricing; global economic factors, including currency exchange rates, interest rates, trade disputes, the implementation or threatened implementation of tariffs, sovereign debt issues, and international conflicts and hostilities, such as the ongoing conflicts between Russia and Ukraine and the recent conflict involving the US, Israel, and Iran in the Middle East; public health epidemics and pandemics; difficulties entering new markets; and general economic conditions. For a further discussion of the risks relating to our business, see Item 1A, Risk Factors, in our Annual Report on Form 10-K for the year ended Dece…
Excerpt shortened here; the source contains the full paragraph.
Current wording
All statements made in this Quarterly Report on Form 10-Q, other than statements of historical fact, are forward-looking statements. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “will,” “would,” “should,” “guidance,” “potential,” “continue,” “project,” “forecast,” “confident,” “prospects” and similar expressions typically are used to identify forward-looking statements. Forward-looking statements are based on the then-current expectations, beliefs, assumptions, estimates and forecasts about our business and the industry and markets in which we operate. These statements are not guarantees of future performance and are subject to risks and uncertainties, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or implied by these forward-looking statements due to a number of factors, including changes in business relationships with and purchases by or from major customers or suppliers; delays or cancellations in shipments; demand for and market acceptance of new and existing products; the impact of inflation and disruptions in our global supply chain on us and our suppliers (particularly sole-source suppliers and providers of sterilization services), including fluctuations in the cost and availability of resins and other raw materials, as well as certain components, used in the production or sterilization of our products, transportation constraints and delays, product shortages, energy shortages or increased energy costs, labor shortages in the United States and elsewhere, and increased operating and labor costs; our inability to integrate acquired businesses into our operations, realize planned synergies and operate such businesses profitably in accordance with our expectations; our ability to manage our ongoing CEO transition; risks relating to the activities of activist stockholders; our inability to effectively execute our restructuring programs; our inability to realize anticipated savings resulting from restructuring plans and programs; the impact of enacted healthcare reform legislation and proposals to amend, replace or repeal the legislation; changes in Medicare, Medicaid and third party coverage and reimbursements; the impact of tax legislation and related regulations; competitive market conditions and resulting effects on revenues and pricing; global economic factors, including currency exchange rates, interest rates, trade disputes, the implementation or threatened implementation of tariffs, sovereign debt issues, and international conflicts and hostilities, such as the ongoing conflicts between Russia and Ukraine and the recent conflict involving the U.S., Israel, and Iran in the Middle East; public health epidemics and pandemics; difficulties entering new markets; and general economic conditions. For a further discussion of the risks relating to our business, see Item 1A, Risk Factors, in our Annual Report on Form 10-K for the year ended De…
Excerpt shortened here; the source contains the full paragraph.
Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
For additional information regarding the Strategic Divestitures, refer to Notes 5 and 16 within the condensed consolidated financial statements included in this report.
Current report — wording carried from elsewhere
Further changes to proposed or enacted tariffs could materially impact our business, including gross margins and cash flows. We continue to evaluate measures designed to mitigate the future impacts of tariffs, such as supply chain optimization strategies and adjustments to chain-of-custody protocols. The ultimate impact of tariffs and trade policy changes on our results of operations and cash flows will depend on several factors, including the timing, scale, scope, and nature of any tariffs or policies implemented, any associated retaliatory measures or further legal challenges.
Current report — wording carried from elsewhere
Research and development expenses for the six months ended June 30, 2026 increased $37.7 million compared to the prior year period, which was primarily attributable to expenses associated with the acquired VI Business.
Current report — wording carried from elsewhere
On August 18, 2025, we executed two separate cross-currency swap agreements set to mature on August 20, 2030 and August 20, 2032, respectively, to hedge against the effect of variability in the U.S. dollar to Swiss Franc (CHF) exchange rate, (the "2025 Cross-currency swap agreements"). Each of the 2025 Cross-currency swap agreements had a notional amount of $300 million and was designated as a net investment hedge. The 2025 Cross-currency swap agreements expiring in 2030 include six different financial institution counterparties and notionally exchanged $300 million for CHF 242.4 million at an annual interest rate of 3.15%. The 2025 Cross-currency swap agreements expiring in 2032 include four different financial institution counterparties and notionally exchanged $300 million for CHF 242.5 million at an annual interest rate of 3.02%.
Current report — wording carried from elsewhere
For additional information regarding borrowings, refer to Note 9 within the condensed consolidated financial statements included in this report.