ZIMMER BIOMET HOLDINGS INC

Previous wording

Results for the Three-Month Period ended March 31, 2024

Current wording

Results for the Three and Six-Month Periods ended June 30, 2024

Previous wording

In the three-month period ended March 31, 2024, our net sales increased 3.2 percent when compared to the same prior year period. Net sales growth was driven by a combination of market growth, new product introductions and commercial execution across the organization. These favorable items were tempered by a negative 1.2 percent effect from changes in foreign currency exchange rates.

Current wording

In the three and six-month periods ended June 30, 2024, our net sales increased 3.9 percent and 3.5 percent, respectively, when compared to the same prior year periods. Net sales growth in both periods was driven by a combination of market growth, new product introductions and commercial execution across the organization. These favorable items were tempered by negative effects of 1.7 percent and 1.5 percent from changes in foreign currency exchange rates in the three and six-month periods ended June 30, 2024, respectively.

Previous wording

Our net earnings were $172.4 million in the three-month period ended March 31, 2024 compared to $232.5 million in the same prior year period. The decline in earnings was primarily related to charges from our 2023 Restructuring Plan which was instituted at the end of 2023 and continued into 2024, including $71.0 million in employee termination benefits-related charges recognized in the three-month period ended March 31, 2024.

Current wording

Our net earnings were $242.8 million and $415.2 million in the three and six-month periods ended June 30, 2024, respectively, compared to $209.6 million and $442.1 million in the same prior year periods, respectively. The increase in earnings in the three-month period was due to the net sales increase, lower expenses due to our 2023 Restructuring Plan and cost savings initiatives, and lower research and development ("R&D") spending on the European Union Medical Device Regulation ("EU MDR"). The decline in earnings in the six-month period was primarily due to charges from our 2023 Restructuring Plan which was instituted at the end of 2023 and continued into 2024, including $81.1 million in employee termination benefits-related charges recognized in the six-month period ended June 30, 2024. The additional costs from our 2023 Restructuring Plan were partially offset by higher net sales, lower expenses due to cost savings initiatives, and lower R&D spending on the EU MDR.

Previous wording

We expect year-over-year revenue growth of mid-single digits in 2024 to be driven by a combination of market growth, new product introductions, commercial execution and continued improvements in product supply. Based on recent foreign currency exchange rates, we expect foreign currency to negatively affect year-over-year net sales by approximately 0.5 percent. We estimate operating profit will increase in 2024 when compared to 2023 due to higher net sales, leverage from fixed operating expenses and savings from our restructuring plans. However, we estimate these favorable items may be partially offset by higher intangible asset amortization and increased restructuring-related costs to implement our plans. We estimate our net interest expense will increase slightly due to higher interest rates. We expect our provision for income taxes will increase in 2024 when compared to 2023 due to the non-reoccurrence of favorable tax settlements.

Current wording

We expect year-over-year revenue growth of mid-single digits in 2024 to be driven by a combination of market growth, new product introductions, commercial execution and continued improvements in product supply. Based on recent foreign currency exchange rates, we expect foreign currency to negatively affect year-over-year net sales by approximately 1.0 percent. We estimate operating profit will increase in 2024 when compared to 2023 due to higher net sales, leverage from fixed operating expenses and lower expenses due to our restructuring plans. However, we estimate these favorable items may be partially offset by higher intangible asset amortization and increased restructuring-related costs to implement our plans. We estimate our net interest expense will increase slightly due to higher interest rates. We expect our provision for income taxes will increase in 2024 when compared to 2023 due to the non-reoccurrence of favorable tax settlements.

Previous wording

The following table presents our net sales by geography and the percentage changes (dollars in millions):

Current wording

The following tables present our net sales by geography and the percentage changes (dollars in millions):

Previous wording

The following table presents our net sales by product category and the percentage changes (dollars in millions):

Current wording

The following tables present our net sales by product category and the percentage changes (dollars in millions):

Previous wording

The following table presents our net sales by geography for our Knees and Hips product categories, which represent our most significant product categories (dollars in millions):

Current wording

The following tables present our net sales by geography for our Knees and Hips product categories, which represent our most significant product categories (dollars in millions):

Previous wording

Changes in volume and mix of product sales had a positive effect of 4.2 percent on year-over-year sales during the three-month period ended March 31, 2024. Market growth and new product introductions contributed positively to volume and mix trends.

Current wording

Changes in volume and mix of product sales had positive effects of 4.8 percent and 4.5 percent on year-over-year sales during the three and six-month periods ended June 30, 2024, respectively. Market growth and new product introductions contributed positively to volume and mix trends.

Previous wording

Global selling prices had a positive effect of 0.2 percent on year-over-year sales during the three-month period ended March 31, 2024. The majority of countries in which we operate continue to experience pricing pressure from local hospitals, health systems, and governmental healthcare cost containment efforts. However, we have had success in offsetting negative effects of pricing pressure due to internal initiatives and being able to pass some inflationary impacts on to customers.

Current wording

Global selling prices had positive effects of 0.8 percent and 0.5 percent on year-over-year sales during the three and six-month periods ended June 30, 2024, respectively. The majority of countries in which we operate continue to experience pricing pressure from local hospitals, health systems, and governmental healthcare cost containment efforts. However, we have had success in offsetting negative effects of pricing pressure due to internal initiatives and being able to pass some inflationary impacts on to customers.

Previous wording

For the three-month period ended March 31, 2024, changes in foreign currency exchange rates had a negative effect of 1.2 percent on year-over-year sales. If foreign currency exchange rates remain at levels consistent with recent rates, we estimate there will be a negative impact of approximately 0.5 percent on full-year 2024 sales.

Current wording

For the three and six-month periods ended June 30, 2024, changes in foreign currency exchange rates had negative effects of 1.7 percent and 1.5 percent on year-over-year sales, respectively. If foreign currency exchange rates remain at levels consistent with recent rates, we estimate there will be a negative impact of approximately 1.0 percent on full-year 2024 sales.

Previous wording

The 3.7 percent net sales growth in the U.S. in the three-month period ended March 31, 2024 was driven by market growth and sales of our ROSA® Robot. Internationally, net sales increased by 2.5 percent during the three-month period ended March 31, 2024 when compared to the same prior year period. This increase was similarly driven by market growth in most of our international markets. Our International sales were negatively affected by 2.9 percent due to changes in foreign currency exchange rates in the three-month period ended March 31, 2024.

Current wording

The 3.5 percent and 3.6 percent net sales growth in the U.S. in the three and six-month periods ended June 30, 2024, respectively, were driven by market growth and sales of our ROSA® Robot. Internationally, net sales increased by 4.4 percent and 3.5 percent during the three and six-month periods ended June 30, 2024, respectively, when compared to the same prior year periods. These increases were similarly driven by market growth in most of our international markets and by the timing of certain export sales. Our International sales were negatively affected by 4.1 percent and 3.5 percent due to changes in foreign currency exchange rates in the three and six-month periods ended June 30, 2024, respectively.

Previous wording

Knees and Hips net sales grew 3.4 percent and declined 0.3 percent, respectively, in the three-month period ended March 31, 2024, when compared to the same prior year period. The net sales of Knees and Hips benefited from market growth and new product introductions. However, overall Hips net sales declined in the three-month period ended March 31, 2024 when compared to the same prior year period primarily due to the negative effects of foreign currency. Knees and Hips net sales were negatively affected by 0.9 percent and 1.8 percent, respectively, in the three-month period ended March 31, 2024 due to changes in foreign currency exchange rates. The 4.4 percent increase in S.E.T. net sales for the three-month period ended March 31, 2024 was the result of growth in our sports medicine, upper extremities, and craniomaxillofacial and thoracic products, partially offset by lower volumes in other S.E.T. products. Other net sales grew 10.6 percent in the three-month period ended March 31, 2024 driven by net sales for our ROSA Robot.

Current wording

Knees and Hips net sales benefited from market growth and new product introductions in the three and six-month periods ended June 30, 2024. However, Knees and Hips net sales were negatively affected by 1.6 percent and 2.4 percent, respectively, in the three-month period ended June 30, 2024, and were negatively affected by 1.3 percent and 2.1 percent, respectively, in the six-month period ended June 30, 2024 due to changes in foreign currency exchange rates. S.E.T. net sales increases in the three and six-month periods ended June 30, 2024 were primarily the result of growth in our sports medicine, upper extremities, and craniomaxillofacial and thoracic products. Other net sales grew in the three and six-month periods ended June 30, 2024, driven by net sales for our ROSA Robot.

Previous wording

Cost of products sold, excluding intangible asset amortization as a percentage of net sales decreased in the three-month period ended March 31, 2024 when compared to the same prior year period, primarily due to lower royalty expense. The reduction in royalty expense was partially the result of agreements we entered into in 2023 to acquire intellectual property through the buyout of certain licensing arrangements, which are recognized as intangible assets and result in additional intangible asset amortization expense instead of royalty expense. The lower royalty expense was partially offset by higher manufacturing costs.

Current wording

Cost of products sold, excluding intangible asset amortization as a percentage of net sales increased in the three and six-month periods ended June 30, 2024 when compared to the same prior year periods. The increases were primarily due to higher excess and obsolete inventory charges and higher manufacturing costs. These higher costs were partially offset by lower royalty expense. The reduction in royalty expense was partially the result of agreements we entered into in 2023 to acquire intellectual property through the buyout of certain licensing arrangements, which are recognized as intangible assets and result in additional intangible asset amortization expense instead of royalty expense.

Previous wording

Intangible asset amortization expense increased in the three-month period ended March 31, 2024 compared to the same prior year period due to the 2023 acquisitions and the buyout of certain royalty-related licensing agreements as described above.

Current wording

Intangible asset amortization expense increased in amount in the three and six-month periods ended June 30, 2024 compared to the same prior year periods due to the 2023 acquisitions, the buyout of certain royalty-related licensing agreements as described above and other technology-based asset purchases.

Previous wording

R&D expenses decreased in amount and as a percentage of net sales in the three-month period ended March 31, 2024 when compared to the same prior year period. The decreases were driven by lower spending on our initial compliance with the European Union Medical Device Regulation as we continue to make progress on the approvals of our products, but were partially offset by higher personnel-related costs.

Current wording

R&D expenses decreased in amount and as a percentage of net sales in the three and six-month periods ended June 30, 2024 when compared to the same prior year periods. The decreases were driven by lower spending on our initial compliance with the EU MDR as we continue to make progress on the approvals of our products, and lower expenses due to our 2023 Restructuring Plan.

Previous wording

Selling, general and administrative (“SG&A”) expenses increased in amount, but slightly decreased as a percentage of net sales in the three-month period ended March 31, 2024 when compared to the same prior year period. The increase in expenses was due to selling and distribution costs that are variable expenses which increase as net sales increase. Additionally, instrument-related costs were higher due to new product introductions, share-based compensation was higher due to timing of awards, and we recognized higher charges on various strategic initiatives. These higher costs were partially offset by savings from our 2023 Restructuring Plan.

Current wording

Selling, general and administrative (“SG&A”) expenses increased in amount, but decreased as a percentage of net sales in the three and six-month periods ended June 30, 2024 when compared to the same prior year periods. The increase in expenses was due to selling and distribution costs that are variable expenses which increase as net sales increase. Additionally, we recognized higher bad debt-related charges driven by a bankruptcy at a significant U.S. healthcare system, instrument-related costs were higher due to new product introductions, and we recognized higher charges on various strategic initiatives. These higher costs were partially offset by lower expenses due to our 2023 Restructuring Plan and lower expenses from our cost savings initiatives.

Previous wording

In December of 2023, 2021 and 2019, we initiated global restructuring programs. We also have other cost reduction and optimization initiatives that have the goal of reducing costs across the organization. We recognized expenses of $124.4 million and $41.8 million in the three-month periods ended March 31, 2024 and 2023, respectively, primarily related to employee termination benefits, sales agent contract terminations, and consulting and project management expenses associated with these programs. The expenses were higher in the 2024 period when compared to the 2023 period primarily due to additional expenses related to the 2023 Restructuring Plan that had just been initiated at the end of 2023. For more information regarding these expenses, see Note 4 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report.

Current wording

In December of 2023, 2021 and 2019, we initiated global restructuring programs. We also have other cost reduction and optimization initiatives that have the goal of reducing costs across the organization. We recognized expenses of $41.5 million and $165.9 million in the three and six-month periods ended June 30, 2024, respectively, and $24.4 million and $66.3 million in the three and six-month periods ended June 30, 2023, respectively, primarily related to employee termination benefits, sales agent contract terminations, and consulting and project management expenses associated with these programs. The expenses were higher in the 2024 periods when compared to the 2023 periods primarily due to additional expenses related to the 2023 Restructuring Plan that had just been initiated at the end of 2023. For more information regarding these expenses, see Note 4 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report.

Previous wording

Acquisition, integration, divestiture and related expenses decreased in amount and as a percentage of net sales in the three-month period ended March 31, 2024 when compared to the same prior year period, primarily due to gains recognized from changes in the fair value of contingent consideration.

Current wording

Acquisition, integration, divestiture and related expenses decreased in amount and as a percentage of net sales in the three and six-month periods ended June 30, 2024 when compared to the same prior year periods, primarily due to the timing of changes in fair value estimates of contingent consideration.

Previous wording

Other (Expense) Income, Net, Interest Expense, Net, and Income Taxes

Current wording

Other Income (Expense), Net, Interest Expense, Net, and Income Taxes

Previous wording

Interest expense, net, increased in the three-month period ended March 31, 2024 when compared to the same prior year period, primarily from increased losses incurred on our fixed-to-variable interest rate swaps in the current year period.

Current wording

Interest expense, net, decreased in the three-month period and increased in the six-month period ended June 30, 2024 when compared to the same prior year periods. Our interest expense, net, has been favorably impacted by new borrowings at lower interest rates that replaced previous borrowings, and unfavorably impacted by increased losses incurred on our fixed-to-variable interest rate swaps in the current year periods.

Previous wording

In the three-month period ended March 31, 2024, our effective tax rate (“ETR”) was 19.7 percent compared to 18.9 percent for the three-month period ended March 31, 2023. The 19.7 percent and 18.9 percent ETR in the three-month periods ended March 31, 2024 and 2023, respectively, were primarily driven by our mix of earnings between U.S. and foreign locations. Absent discrete tax events, we expect our future ETR will be lower than the U.S. corporate income tax rate of 21.0 percent due to our mix of earnings between U.S. and foreign locations, which generally have lower corporate income tax rates. Our ETR in future periods could also potentially be impacted by: changes in our mix of pre-tax earnings; changes in tax rates, tax laws or their interpretation, including the European Union adoption of Pillar Two proposals which began to take effect in 2024; the outcome of various federal, state and foreign audits, appeals, and litigation; and the expiration of certain statutes of limitations. Currently, we cannot reasonably estimate the impact of these items on our financial results.

Current wording

In the three and six-month periods ended June 30, 2024, our effective tax rate (“ETR”) was 19.6 percent for each period, compared to 24.2 percent and 21.5 percent in the three and six-month periods ended June 30, 2023, respectively. The 19.6 percent ETR in each of the three and six-month periods ended June 30, 2024, respectively, were primarily driven by our mix of earnings between U.S. and foreign locations. The 24.2 percent and 21.5 percent ETR in the three and six-month periods ended June 30, 2023, respectively, were primarily driven by the reorganization of the ownership structure of certain wholly-owned subsidiaries in the second quarter of 2023. Absent discrete tax events, we expect our future ETR will be lower than the U.S. corporate income tax rate of 21.0 percent due to our mix of earnings between U.S. and foreign locations, which generally have lower corporate income tax rates. Our ETR in future periods could also potentially be impacted by: changes in our mix of pre-tax earnings; changes in tax rates, tax laws or their interpretation, including the European Union adoption of Pillar Two proposals which began to take effect in 2024; the outcome of various federal, state and foreign audits, appeals, and litigation; and the expiration of certain statutes of limitations. Currently, we cannot reasonably estimate the impact of these items on our financial results.

Previous wording

In the Americas, operating profit and operating profit as a percentage of net sales increased in the three-month period ended March 31, 2024 when compared to the same prior year period. The increases were primarily due to higher net sales driven by market growth and new product introductions, coupled with lower royalty expense as a result of agreements we entered into in 2023 to acquire intellectual property through the buyout of certain licensing arrangements.

Current wording

In EMEA, operating profit and operating profit as a percentage of net sales increased in the three and six-month periods ended June 30, 2024 when compared to the same prior year periods. The increases were due to higher net sales driven by market growth, improved pricing and timing of certain export sales, lower expenses driven by our 2023 Restructuring Plan and cost savings initiatives, and reduced royalty expense as a result of agreements we entered into in 2023 to acquire intellectual property through the buyout of certain licensing arrangements.

Previous wording

In Asia Pacific, operating profit and operating profit as a percentage of net sales increased in the three-month period ended March 31, 2024 when compared to the same prior year period. In Asia Pacific, changes in foreign currency exchange rates have had a larger impact on our results than in our other operating segments. While net sales declined in the three-month period ended March 31, 2024 when compared to the same prior year period due to changes in foreign currency exchange rates, the negative net sales impact was partially offset by higher hedge gains recognized in the current year period from our hedging program. As a result, net sales volume growth, lower royalty expense as a result of agreements we entered into in 2023 to acquire intellectual property through the buyout of certain licensing arrangements, and savings from our restructuring programs resulted in higher operating profit and operating profit as a percentage of sales in Asia Pacific in the 2024 period.

Current wording

In Asia Pacific, operating profit and operating profit as a percentage of net sales increased in the three and six-month periods ended June 30, 2024 when compared to the same prior year periods. In Asia Pacific, changes in foreign currency exchange rates have had a larger impact on our results than in our other operating segments. While net sales declined in the three and six-month periods ended June 30, 2024 when compared to the same prior year periods due to changes in foreign currency exchange rates, the negative net sales impact was partially offset by higher hedge gains recognized in the current year periods from our hedging program. As a result, net sales volume growth, lower royalty expense as a result of agreements we entered into in 2023 to acquire intellectual property through the buyout of certain licensing arrangements, and lower expenses driven by our 2023 Restructuring Plan resulted in higher operating profit and operating profit as a percentage of sales in Asia Pacific in the 2024 periods.

Previous wording

As of March 31, 2024, we had $393.0 million in cash and cash equivalents. In addition, we had $1.0 billion available to borrow under our 2023 364-Day Credit Agreement, and $1.5 billion available under our 2023 Five-Year Revolving Facility. The terms of the 2023 364-Day Credit Agreement and the 2023 Five-Year Revolving Facility are described further in Note 8 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report.

Current wording

As of June 30, 2024, we had $420.1 million in cash and cash equivalents. In addition, we had $1.0 billion available to borrow under our 2024 364-Day Credit Agreement, and $1.5 billion available under our 2024 Five-Year Revolving Facility. The terms of the 2024 364-Day Credit Agreement and the 2024 Five-Year Revolving Facility are described further in Note 8 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report.

Previous wording

Cash flows provided by operating activities were $228.0 million in the three-month period ended March 31, 2024, compared to $307.7 million in the same prior year period. The decrease in the 2024 period was driven by higher bonus, income tax and restructuring-related payments in the 2024 period. In addition, the timing of accounts payable payments made in the 2024 period compared to the 2023 period also resulted in a decline in operating cash flows.

Current wording

Cash flows provided by operating activities were $597.4 million in the six-month period ended June 30, 2024, compared to $655.6 million in the same prior year period. The decrease in the 2024 period was driven by higher bonus, income tax and restructuring-related payments in the 2024 period.

Previous wording

Cash flows used in investing activities were $195.0 million in the three-month period ended March 31, 2024, compared to $149.4 million in the same prior year period. Instrument and property, plant and equipment additions reflected ongoing investments in our product portfolio, including new product introductions, optimization of our manufacturing and logistics networks, and investments in enterprise resource planning software. In addition, in the three-month period ended March 31, 2024 we invested in a debt security as well as other intangible assets.

Current wording

Cash flows used in investing activities were $442.0 million in the six-month period ended June 30, 2024, compared to $392.5 million in the same prior year period. Instrument and property, plant and equipment additions reflected ongoing investments in our product portfolio, including new product introductions, optimization of our manufacturing and logistics networks, and investments in enterprise resource planning software. The decline in property, plant and equipment additions was driven by lower enterprise resource planning software spend as that project was getting closer to being fully implemented, in addition to the prior year period including investment in a corporate aircraft which did not recur in the current year period. In addition, in the six-month period ended June 30, 2024 we entered into agreements to acquire the ownership rights or gain access to various technologies that were recognized as intangible assets, acquired two businesses and invested in a debt security.

Previous wording

Cash flows used in financing activities were $50.1 million in the three-month period ended March 31, 2024, compared to $206.7 million in the same prior year period. In the 2024 period, we borrowed a net $70.0 million under our Uncommitted Credit Facility and used those proceeds, along with cash on hand, to repurchase $113.6 million of our common stock. In the 2023 period, we borrowed a net $210.0 million under our revolving credit facilities and used those proceeds, along with cash on hand, to repurchase $267.6 million of our common stock. We also repaid $120.2 million of other debt obligations that were due in the first quarter of 2023.

Current wording

Cash flows used in financing activities were $142.0 million in the six-month period ended June 30, 2024, compared to $316.1 million in the same prior year period. In the 2024 period, we borrowed a net $115.0 million under our Uncommitted Credit Facility and used those proceeds, along with cash on hand, to repurchase $199.5 million of our common stock. In the 2023 period, we borrowed a net $145.0 million under our revolving credit facilities and used those proceeds, along with cash on hand, to repurchase $281.9 million of our common stock. We also repaid $120.2 million of other debt obligations that were due in the first quarter of 2023.

Previous wording

As of March 31, 2024, $350.6 million of our cash and cash equivalents were held in jurisdictions outside of the U.S. Of this amount, $31.5 million is denominated in U.S. Dollars and, therefore, bears no foreign currency translation risk. The remaining amount is denominated in currencies of the various countries where we operate. We generally intend to limit distributions from foreign subsidiaries earnings that were previously taxed in the U.S., as a result of the transition tax or tax on Global Intangible Low-Taxed Income (“GILTI”). These previously taxed earnings would not be subject to further U.S. federal tax.

Current wording

As of June 30, 2024, $388.9 million of our cash and cash equivalents were held in jurisdictions outside of the U.S. Of this amount, $44.0 million is denominated in U.S. Dollars and, therefore, bears no foreign currency translation risk. The remaining amount is denominated in currencies of the various countries where we operate. We generally intend to limit distributions from foreign subsidiaries earnings that were previously taxed in the U.S., as a result of the transition tax or tax on Global Intangible Low-Taxed Income (“GILTI”). These previously taxed earnings would not be subject to further U.S. federal tax.

Previous wording

At March 31, 2024, we had outstanding debt of $5,796.2 million, of which $970.0 million was classified as current debt. Of our current debt, $850.0 million of senior notes mature on November 22, 2024, and the remaining $120.0 million was outstanding under our Uncommitted Credit Facility which we expect to repay during 2024. We believe we can satisfy these debt obligations with cash generated from our operations, by issuing new debt and/or by borrowing on our committed revolving credit facilities.

Current wording

At June 30, 2024, we had outstanding debt of $5,834.7 million, of which $1,878.0 million was classified as current debt. Of our current debt, $850.0 million of senior notes mature on November 22, 2024, $863.0 million of senior notes mature April 1, 2025, and the remaining $165.0 million was outstanding under our Uncommitted Credit Facility which we expect to repay during 2024. We believe we can satisfy these debt obligations with cash generated from our operations, by issuing new debt and/or by borrowing on our committed revolving credit facilities.

Previous wording

In February 2024, our Board of Directors declared a quarterly cash dividend of $0.24 per share. We expect to continue paying cash dividends on a quarterly basis; however, future dividends are subject to approval of the Board of Directors and may be adjusted as business needs or market conditions change.

Current wording

In February and May 2024, our Board of Directors declared a quarterly cash dividend of $0.24 per share. We expect to continue paying cash dividends on a quarterly basis; however, future dividends are subject to approval of the Board of Directors and may be adjusted as business needs or market conditions change.

Previous wording

In February 2016, our Board of Directors authorized a $1.0 billion share repurchase program effective March 1, 2016, with no expiration date. In the three-month period ended March 31, 2024, we repurchased approximately 0.7 million shares for $88.0 million. As of March 31, 2024, $67.8 million remained authorized under this program.

Current wording

In February 2016, our Board of Directors authorized a $1.0 billion share repurchase program effective March 1, 2016, which expired on May 29, 2024. In May 2024, our Board of Directors authorized a $2.0 billion share repurchase program effective May 29, 2024, with no expiration date. In the three-month period ended June 30, 2024, we repurchased approximately 0.9 million shares for $95.4 million. As of June 30, 2024, $1,904.6 million remained authorized under the May 2024 program. Between July 1, 2024 and August 5, 2024, we repurchased an additional 1.9 million shares for $207.0 million, resulting in $1,697.6 million remaining authorized under the May 2024 program as of August 5, 2024. We used cash on hand and additional borrowings under Uncommitted Credit Facility to fund these repurchases.

Previous wording

As discussed in Note 4 to our interim condensed consolidated financial statements in Part I, Item 1 of this report, we are executing on a 2023 Restructuring Plan, a 2021 Restructuring Plan and a 2019 Restructuring Plan. The 2023 Restructuring Plan along with other related initiatives is expected to result in total pre-tax charges of $120 million to $135 million by the end of 2025, of which approximately $92 million was incurred through March 31, 2024. We expect to reduce gross annual pre-tax operating expenses by $175 million to $200 million relative to the 2023 baseline expenses by the end of 2025 as program benefits under the 2023 Restructuring Plan are realized. The 2021 Restructuring Plan is expected to result in total pre-tax restructuring charges of approximately $180 million by the end of 2024, of which approximately $170 million was incurred through March 31, 2024. We expect to reduce gross annual pre-tax operating expenses by approximately $190 million relative to the 2021 baseline expenses by the end of 2024 as program benefits under the 2021 Restructuring Plan are realized. The 2019 Restructuring Plan is expected to result in total pre-tax restructuring charges of approximately $370 million by the end of 2025, of which approximately $336 million was incurred through March 31, 2024. In our original estimates, we expected to reduce gross annual pre-tax operating expenses by approximately $180 million to $280 million relative to the 2019 baseline expenses by the end of 2023 as benefits under the 2019 Restructuring Plan were realized. Our latest estimates indicate that we will be near the low end of that range, and the full benefits will not be realized until we complete the closure of a manufacturing facility, which is expected to occur in 2025.

Current wording

As discussed in Note 4 to our interim condensed consolidated financial statements in Part I, Item 1 of this report, we are executing on a 2023 Restructuring Plan, a 2021 Restructuring Plan and a 2019 Restructuring Plan. The 2023 Restructuring Plan along with other related initiatives is expected to result in total pre-tax charges of $120 million to $135 million by the end of 2025, of which approximately $107 million was incurred through June 30, 2024. We expect to reduce gross annual pre-tax operating expenses by $175 million to $200 million relative to the 2023 baseline expenses by the end of 2025 as program benefits under the 2023 Restructuring Plan are realized. The 2021 Restructuring Plan is expected to result in total pre-tax restructuring charges of approximately $180 million by the end of 2024, of which approximately $170 million was incurred through June 30, 2024. We expect to reduce gross annual pre-tax operating expenses by approximately $190 million relative to the 2021 baseline expenses by the end of 2024 as program benefits under the 2021 Restructuring Plan are realized. The 2019 Restructuring Plan is expected to result in total pre-tax restructuring charges of approximately $370 million by the end of 2025, of which approximately $341 million was incurred through June 30, 2024. In our original estimates, we expected to reduce gross annual pre-tax operating expenses by approximately $180 million to $280 million relative to the 2019 baseline expenses by the end of 2023 as benefits under the 2019 Restructuring Plan were realized. Our latest estimates indicate that we will be near the low end of that range, and the full benefits will not be realized until we complete the closure of a manufacturing facility, which is expected to occur in 2025.

Previous wording

As discussed in Note 15 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report, we are involved in various litigation matters. We estimate the total liabilities for all litigation matters was $226.5 million as of March 31, 2024. However, litigation is inherently uncertain, and upon resolution of any of these uncertainties, we may incur charges in excess of these estimates, and may in the future incur other material judgments or enter into other material settlements of claims. We expect to pay these liabilities over the next few years. Additionally, we have entered into development, distribution and other contractual arrangements that may result in future payments dependent upon various events such as the achievement of certain product R&D milestones, sales milestones, or, at our discretion, maintenance of exclusive rights to distribute a product. Since there is uncertainty on the timing or whether such payments will have to be made, they have not been recognized on our condensed consolidated balance sheets. These estimated payments could range from $0 to approximately $405 million.

Current wording

As discussed in Note 15 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report, we are involved in various litigation matters. We estimate the total liabilities for all litigation matters was $208.2 million as of June 30, 2024. However, litigation is inherently uncertain, and upon resolution of any of these uncertainties, we may incur charges in excess of these estimates, and may in the future incur other material judgments or enter into other material settlements of claims. We expect to pay these liabilities over the next few years. Additionally, we have entered into development, distribution and other contractual arrangements that may result in future payments dependent upon various events such as the achievement of certain product R&D milestones, sales milestones, or, at our discretion, maintenance of exclusive rights to distribute a product. Since there is uncertainty on the timing or whether such payments will have to be made, they have not been recognized on our condensed consolidated balance sheets. These estimated payments could range from $0 to approximately $395 million.

Previous wording

the effects of business disruptions, either alone or in combination with other risks on our business and operations;

Current wording

the effects of business disruptions affecting us, our suppliers, customers or payors, either alone or in combination with other risks on our business and operations;

Previous wording

the effect of the potential disruption of management’s attention from ongoing business operations due to integration matters related to mergers and acquisitions; the effect of mergers and acquisitions on our relationships with customers, suppliers and lenders and on our operating results and businesses generally;

Current wording

the effect of the potential disruption of management’s attention from ongoing business operations due to integration matters related to mergers and acquisitions;