COOPER COMPANIES INC
For the period ended Jan 31, 2025. Filed Mar 7, 2025.
View on SEC.govAbout 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.
Jan 31, 2025 · Filed Mar 7, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-07-31; filed 2024-08-29.
0000711404-24-000062
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-01-31; filed 2025-03-07.
0000711404-25-000015
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 108 previous paragraphs and 103 current paragraphs.
69 unchanged; 26 reworded; 8 added; 12 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 13 previous and 11 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 (8)
Current report
•A successful cybersecurity attack which could interrupt or disrupt our information technology systems, or those of our third-party service providers, or cause the loss of confidential or protected data.
Current report
Consolidated gross margin increased in the three months ended January 31, 2025 to 68% compared to 67% in the three months ended January 31, 2024, primarily driven by efficiency gains and a more favorable product mix.
Current report
CooperVision's amortization expense decreased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to certain intangible assets being fully amortized.
Current report
CooperSurgical's operating income decreased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to the increase in amortization expense.
Current report
Interest expense decreased during the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to lower interest rates and lower debt balances.
Current report
The effective tax rates for the three months ended January 31, 2025 and January 31, 2024 were 32.0% and 32.4%, respectively. The decrease was primarily due to changes in unrecognized tax benefits and changes in the geographic composition of pre-tax earnings, partially offset by a decrease in excess tax benefits from share-based compensation.
Current report
Cash used in financing activities in the first three months of fiscal 2025 was primarily attributable to repayments on the revolving credit and the first installment payment related to the Cook Medical acquisition.
Current report
Cash provided by financing activities in the first three months of fiscal 2024 was primarily attributable to $200.0 million drawn on the revolving credit to pay for the Cook Medical acquisition.
Removed paragraphs (12)
Previous report
CooperVision Net Sales
Previous report
Consolidated gross margin was relatively flat at 66% and 67% in the three and nine months ended July 31, 2024, respectively, compared to 66% in the three and nine months ended July 31, 2023.
Previous report
CooperSurgical's operating income increased in the three months ended July 31, 2024, compared to the three months ended July 31, 2023, primarily due to a net increase in net sales, partially offset by a net increase in operating expenses. The increase in the nine months ended July 31, 2023, was due to an accrual of $45.0 million associated with the payment of a termination fee under an asset purchase agreement related to Cook Medical’s reproductive health business.
Previous report
Interest expense increased during the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, primarily due to higher debt balances and higher interest rates.
Previous report
The effective tax rates for the three months ended July 31, 2024, and 2023, were 36.1% and 28.2%, respectively. The effective tax rates for the nine months ended July 31, 2024, and 2023, were 33.6% and 31.6%, respectively. The increases were primarily due to changes in the geographic composition of pre-tax earnings and an increase in the UK statutory tax rate from 19% to 25%.
Previous report
Cash provided by financing activities in the first nine months of fiscal 2024 was primarily attributable to funds received from the 2024 Revolving Credit Facility, partially offset by repayments to fully repay all borrowings outstanding under the 2020 Term Loan Facility and the 2020 Revolving Credit Facility.
Previous report
Cash used in financing activities in the first nine months of fiscal 2023 was primarily due to repayments of $338.0 million on the 2021 364-day term loan, partially offset by $163.5 million of funds drawn on the 2020 Revolving Credit Facility.
Previous report
Dividends
Previous report
In December 2023, the Company's Board of Directors decided to end the declaration of the semiannual dividend.
Previous report
Stock Split
Previous report
On February 16, 2024, the Company effected a four-for-one stock split of its outstanding shares of common stock. All share and per share information has been retroactively adjusted to reflect the stock split for all periods presented. The par value of the common stock remains $0.10 per share.
Previous report
2 To further clarify the policy detailed in our Annual Report on Form 10-K for the fiscal year ended October 31, 2023, the current portion of the deferred revenue balances at the beginning of each period presented were generally fully recognized in a ratable manner in the subsequent 12-month period. We recognized revenue of approximately $30.0 million and $92.0 million for the three and nine months ended July 31, 2024, respectively, that was included in the deferred revenue balance at April 30, 2024, and October 31, 2023.We recognized revenue of approximately $30.0 million and $80.0 million for the three and nine months ended July 31, 2023, respectively, that was included in the deferred revenue balance at April 30, 2023, and October 31, 2022.
Reworded paragraphs (26)
Previous wording
•The impact of international conflicts and the global response to international conflicts on the global economy, European economy, financial markets, energy markets, currency rates and our ability to supply product to, or through, affected countries.
Current wording
•The impact of international conflicts and the global response to international conflicts on the global and local economy, financial markets, energy markets, currency rates and our ability to supply product to, or through, affected countries.
Previous wording
•Compliance costs and potential liability in connection with U.S. and foreign laws and health care regulations pertaining to privacy and security of personal information, such as HIPAA and the California Consumer Privacy Act (CCPA) in the U.S. and the General Data Protection Regulation (GDPR) requirements in Europe, including but not limited to those resulting from data security breaches.
Current wording
•Compliance costs and potential liability in connection with U.S. and foreign laws and health care regulations pertaining to privacy and security of personal information, such as Health Insurance Portability and Accountability Act of 1996 (HIPAA) and the California Consumer Privacy Act (CCPA) in the U.S. and the General Data Protection Regulation (GDPR) requirements in Europe, including but not limited to those resulting from data security breaches.
Previous wording
In this section, we discuss the results of our operations for the third quarter of fiscal 2024 ended July 31, 2024, compared with the same period of fiscal 2023. We discuss our cash flows and current financial condition under “Capital Resources and Liquidity.” Within the tables presented, percentages are calculated based on the underlying whole-dollar amounts and, therefore, may not recalculate exactly from the rounded numbers used for disclosure purposes.
Current wording
In this section, we discuss the results of our operations for the first quarter of fiscal 2025 ended January 31, 2025, compared with the same period of fiscal 2024. We discuss our cash flows and current financial condition under “Capital Resources and Liquidity.” Within the tables presented, percentages are calculated based on the underlying whole-dollar amounts and, therefore, may not recalculate exactly from the rounded numbers used for disclosure purposes.
Previous wording
In the three and nine months ended July 31, 2024, the growth experienced across all categories was partially offset by unfavorable foreign exchange rate fluctuations of approximately $13.1 million and $19.8 million, respectively.
Current wording
In the three months ended January 31, 2025, the growth experienced across all categories was partially offset by unfavorable foreign exchange rate fluctuations of approximately $14.7 million.
Previous wording
•Sphere, other grew primarily through Biofinity, MiSight, and MyDay.
Current wording
•Sphere, other grew primarily through MiSight and MyDay.
Previous wording
•"Other" products represented approximately 1% of net sales in the three and nine months ended July 31, 2024, and 2023, respectively.
Current wording
•"Other" products represented less than 1% of net sales in the three months ended January 31, 2025 and 2024, respectively.
Previous wording
CooperVision's growth in net sales across all regions was primarily attributable to market gains of silicone hydrogel contact lenses. Refer to CooperVision Net Sales by Category above for further discussion.
Current wording
CooperVision's growth in net sales across all regions, offset by unfavorable foreign exchange rate fluctuations, was primarily attributable to market gains of silicone hydrogel contact lenses. Refer to CooperVision Net Sales by Category above for further discussion.
Previous wording
•Fertility offerings include highly specialized products and services that target the IVF process, including diagnostics testing with a goal to make fertility treatment safer, more efficient and convenient. This includes fertility consumables and equipment, donor gamete services, and genomic services (including genetic testing).
Current wording
•Fertility offerings include highly specialized products and services that target the in vitro fertilization process, including diagnostics testing with a goal to make fertility treatment safer, more efficient and convenient. This includes fertility consumables and equipment, donor gamete services, and genomic services (including genetic testing).
Previous wording
In the nine months ended July 31, 2024, office and surgical net sales increased primarily due to the addition of Cook Medical on November 1, 2023, and an increase in revenue from Paragard. Fertility net sales increased due to an increase in revenue from consumable products and genomic services, partially offset by a decrease in revenue from gamete services.
Current wording
In the three months ended January 31, 2025, office and surgical net sales increased primarily due to increased sales of Paragard contraceptive intrauterine devices and the acquisition of obp Surgical on August 1, 2024. Fertility net sales increased due to an increase in revenue from gamete services and genetic testing, partially offset by a decrease in revenue from consumable products.
Previous wording
The above growth experienced across all categories was partially offset by unfavorable foreign exchange rate fluctuations of approximately $3.0 million and $9.7 million for the three and nine months ended July 31, 2024, respectively.
Current wording
The above growth experienced across all categories was partially offset by unfavorable foreign exchange rate fluctuations of approximately $3.3 million for the three months ended January 31, 2025.
Previous wording
CooperVision's SGA expenses increased in the three months ended July 31, 2024, compared to the three months ended July 31, 2023, due to increase in advertising and marketing activities. The increase in thenine months ended July 31, 2024, was primarily due to $31.8 million release of contingent consideration liability associated with SightGlass Vision's regulatory approval milestone in thenine months ended July 31, 2023.
Current wording
CooperVision's SGA expenses increased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, due to increased selling activities.
Previous wording
CooperSurgical's SGA expenses was relatively flat in the three months ended July 31, 2024, compared to the three months ended July 31, 2023. The decrease in thenine months ended July 31, 2024 was due to an accrual of $45.0 million associated with the payment of a termination fee under an asset purchase agreement related to Cook Medical’s reproductive health business in thenine months ended July 31, 2023, partially offset by an increase in selling activities and distribution costs.
Current wording
CooperSurgical's SGA expenses was relatively flat in the three months ended January 31, 2025, compared to the three months ended January 31, 2024.
Previous wording
Corporate SGA expenses increased in the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, primarily due to share-based compensation related expenses.
Current wording
Corporate SGA expenses decreased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to lower share-based compensation related expenses.
Previous wording
CooperVision's R&D expenses increased in the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, primarily due to myopia management programs and R&D projects. CooperVision's R&D activities are primarily focused on the development of contact lenses, manufacturing technology and process enhancements.
Current wording
CooperVision's R&D expenses increased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to myopia management programs and R&D projects. CooperVision's R&D activities are primarily focused on the development of contact lenses, manufacturing technology and process enhancements.
Previous wording
CooperSurgical's R&D expenses increased in the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, mainly due to an increase in R&D project spend. CooperSurgical's R&D activities are focused on developing and refining diagnostic and therapeutic products including medical interventions, surgical devices and fertility solutions.
Current wording
CooperSurgical's R&D expenses decreased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024 due to a decrease in MDR costs. CooperSurgical's R&D activities are primarily focused on the development of surgical devices and fertility solutions, manufacturing technology and process enhancements.
Previous wording
CooperVision's amortization expense for the three and nine months ended July 31, 2024, remained relatively flat year over year. CooperSurgical's amortization expense increased in the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, primarily due to the amortization of intangible assets recently acquired through acquisitions.
Current wording
CooperSurgical's amortization expense increased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to the amortization of intangible assets acquired through acquisitions in the second half of fiscal 2024.
Previous wording
CooperVision's operating income increased in the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, primarily due to a net increase in net sales, partially offset by a net increase in operating expenses.
Current wording
CooperVision's operating income increased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to the increase in net sales outpacing the increase in operating expenses.
Previous wording
Corporate operating loss increased in the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, primarily due to higher share-based compensation expenses.
Current wording
Corporate operating loss decreased in the three months ended January 31, 2025, compared to the three months ended January 31, 2024, primarily due to lower share-based compensation expenses.
Previous wording
Foreign exchange (gain) loss was primarily associated with the relative weakening of the U.S. dollar against foreign currencies and the effect on intercompany receivables during the three and nine months ended July 31, 2024.
Current wording
Foreign exchange loss was primarily associated with the relative weakening of the U.S. dollar against foreign currencies and the effect on intercompany receivables during the three months ended January 31, 2025.
Previous wording
Other expense, net decreased in the three and nine months ended July 31, 2024, compared to the three and nine months ended July 31, 2023, primarily due to a decrease in loss on minority investments.
Current wording
Other (income) expense, net was a gain of $0.3 million in the three months ended January 31, 2025, compared to a loss of $2.0 million in three months ended January 31, 2024, primarily due to a decrease in loss on minority investments.
Previous wording
Working capital as of July 31, 2024, and October 31, 2023, was $957.2 million and $735.9 million, respectively. The increase in working capital was primarily due to an increase in trade accounts receivable mainly due to higher sales and timing of collections, an increase in prepaid expenses and other current assets, and an increase in inventories.
Current wording
Working capital as of January 31, 2025 and October 31, 2024 was $987.4 million and $928.7 million, respectively. The increase in working capital was primarily due to a decrease in accounts payable due to timing of payments and an increase in inventories, offset by increases in employee compensation benefits and short-term debt.
Previous wording
Cash provided by operating activities in the first nine months of fiscal 2024 increased compared to the first nine months of fiscal 2023, primarily due to net changes in other non-cash items and the $31.8 million release of contingent consideration liability associated with SightGlass Vision's regulatory approval milestone in the first nine months of fiscal 2023, partially offset by net changes in operating capital.
Current wording
Cash provided by operating activities in the first three months of fiscal 2025 increased compared to the first three months of fiscal 2024, primarily due to increases in net income and net changes in other non-cash items and operating capital. The net changes in operating capital included an increase in cash collection and an increase in accrued liabilities, offset by an increase in inventories.
Previous wording
Cash used in investing activities in the first nine months of fiscal 2024 increased compared to the first nine months of fiscal 2023, primarily attributable to $233.5 million cash paid for acquisitions in the first nine months of fiscal 2024, and an increase in purchases of property, plant and equipment.
Current wording
Cash used in investing activities in the first three months of fiscal 2025 decreased compared to the first three months of fiscal 2024, primarily attributable to $200 million cash paid for the Cook Medical acquisition in the first three months of fiscal 2024, and a decrease in purchases of property, plant and equipment.
Previous wording
Considering recent market conditions, we have re-evaluated our operating cash flows and cash requirements and continue to believe that current cash, cash equivalents, future cash flow from operating activities and cash available under our 2024 Credit Agreement will be sufficient to meet our anticipated cash needs, including working capital needs, capital expenditures and contractual obligations for at least 12 months from the issuance date of the Consolidated Condensed Financial Statements included in this quarterly report. To the extent additional funds are necessary to meet our liquidity needs such as for acquisitions, share repurchases or other activities as we execute our business strategy, we anticipate that additional funds could be obtained through the incurrence of additional indebtedness, additional equity financings or a combination of these potential sources of funds; however, such financing may not be available on favorable terms, or at all.
Current wording
We have re-evaluated our operating cash flows and cash requirements and continue to believe that current cash, cash equivalents, future cash flow from operating activities and cash available under our 2024 Credit Agreement will be sufficient to meet our anticipated cash needs, including working capital needs, capital expenditures and contractual obligations for at least 12 months from the issuance date of the Consolidated Condensed Financial Statements included in this quarterly report. To the extent additional funds are necessary to meet our liquidity needs such as for acquisitions, share repurchases or other activities as we execute our business strategy, we anticipate that additional funds could be obtained through the incurrence of additional indebtedness, additional equity financings or a combination of these potential sources of funds; however, such financing may not be available on favorable terms, or at all.
Previous wording
During the nine months ended July 31, 2024, and 2023, there were no share repurchases.
Current wording
During the three months ended January 31, 2025 and 2024, there were no share repurchases.
Previous wording
Information regarding estimates and critical accounting policies is included in Management's Discussion and Analysis in our Form 10-K for the fiscal year ended October 31, 2023. There have been no material changes in our policies 2 from those previously discussed in our Form 10-K for the fiscal year ended October 31, 2023.
Current wording
Information regarding estimates and critical accounting policies is included in Management's Discussion and Analysis in our Form 10-K for the fiscal year ended October 31, 2024. There have been no material changes in our policies from those previously discussed in our Form 10-K for the fiscal year ended October 31, 2024.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
In the three months ended July 31, 2024, office and surgical net sales increased primarily due to the addition of Cook Medical on November 1, 2023. Fertility net sales increased due to an increase in revenue from consumable products and genetic testing.