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Orthofix Medical Inc.

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

View on SEC.gov

About this filing

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

Sep 30, 2025 · Filed Nov 4, 2025

OFIX$7.87-11.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-05.

0000950170-25-102384

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

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-04.

0001193125-25-263670

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

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

Compared 138 previous paragraphs and 135 current paragraphs.

53 unchanged; 63 reworded; 18 added; 17 removed; 5 previous and 1 current paragraphs rearranged.

Tables are not compared: 11 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 (18)

Current report

Net sales of $172.1 million, an increase of $6.0 million or 3.6%

Current report

Net sales of $505.7 million, an increase of $10.3 million or 2.1%

Current report

Net sales of $33.6 million, an increase of $3.1 million or 10.1% on a reported basis and 5.9% on a constant currency basis

Current report

Net sales of $96.7 million, an increase of $8.3 million or 9.4% on a reported basis and 7.4% on a constant currency basis

Current report

International sales increase $2.0 million, or 3.2% on a constant currency basis, primarily driven by sales from new products launched in the past three years and partially offset by large orders made by NGOs in the prior year

Current report

Increase of $1.6 million driven by a reduction in certain inventory-related charges, primarily due to portfolio rationalization decisions made in the prior year related to the SeaSpine Merger

Current report

Sales, general, and administrative expense increased $18.0 million

Current report

Increase of $0.5 million related to impairments incurred as a result of our decision to discontinue the M6 product lines

Current report

Sales, general, and administrative expense increased $21.5 million

Current report

Increase of approximately $9.1 million in certain compensation related costs, including commissions, due to increased headcount and net sales

Current report

Acquisition-related amortization, impairment, and remeasurement decreased $3.8 million

Current report

Acquisition-related amortization, impairment, and remeasurement increased $4.2 million

Current report

Increase of $6.8 million associated with the impairment of certain investments measured at fair value in prior year and partially offset by a $1.7 million decrease associated with the gain recognized on conversion of the Neo Medical convertible loan into shares of equity

Current report

Decrease of $4.0 million associated with contingent consideration payments
Removed paragraphs (17)

Previous report

Initiated global commercial launch of the TrueLok Elevate Transverse Bone Transport ("TBT") System – the first FDA-cleared device for TBT to correct non-unions and bony or soft tissue deformities or defects

Previous report

Announced U.S. commercial launch of the Reef L Interbody System – completes Reef interbody product family with a full-spectrum solution for lateral lumbar spinal fusion procedures

Previous report

Net sales of $169.8 million, an increase of $1.8 million or 1.1%

Previous report

Net sales of $333.7 million, an increase of $4.3 million or 1.3%

Previous report

Net sales of $33.3 million, an increase of $2.7 million or 8.9% on a reported basis and 5.3% on a constant currency basis

Previous report

Net sales of $63.1 million, an increase of $5.2 million or 9.0% on a reported basis and 8.2% on a constant currency basis

Previous report

International growth of $1.8 million, or 4.3% on a constant currency basis, primarily driven by recent product launches in Europe and timing of certain tender offers and stocking distributor orders

Previous report

Sales, general, and administrative expense increased $2.3 million

Previous report

Sales, general, and administrative expense increased $3.6 million

Previous report

Partially offset by an increase in legal settlement expenses of $0.5 million

Previous report

Partially offset by an increase in legal settlement expenses of $0.5 million

Previous report

Acquisition-related amortization, impairment, and remeasurement decreased $4.3 million

Previous report

Acquisition-related amortization, impairment, and remeasurement increased $8.1 million
Reworded paragraphs (63)

Previous wording

Notable financial metrics in the second quarter of 2025 and recent achievements include the following:

Current wording

Notable financial metrics in the third quarter of 2025 and recent achievements include the following:

Previous wording

Second quarter 2025 net sales of $203.1 million, including sales from our M6 artificial cervical and lumbar discs, and pro forma net sales of $200.7 million, excluding sales from our M6 discs, representing an increase of 2% on a reported basis and 4% on a pro forma constant currency basis compared to second quarter 2024

Current wording

Third quarter 2025 net sales of $205.6 million, including sales from our M6 artificial cervical and lumbar discs, and pro forma net sales of $203.4 million, excluding sales from our M6 discs, representing an increase of 5% on a reported basis and 6% on a pro forma constant currency basis compared to third quarter 2024

Previous wording

U.S. Spine Fixation net sales growth of 5% and procedure volume growth of 7% compared to second quarter 2024

Current wording

U.S. Spine Fixation net sales growth of 8% and procedure volume growth of 10% compared to third quarter 2024

Previous wording

Bone Growth Therapies ("BGT") net sales of $62.6 million, representing growth of 6%, with BGT Fracture net sales growth of 7% compared to second quarter 2024

Current wording

Bone Growth Therapies ("BGT") net sales of $61.2 million, representing growth of 6% compared to third quarter 2024

Previous wording

Global Orthopedics net sales of $33.3 million, achieving constant currency growth of 5%, and U.S. Orthopedics net sales growth of 28% compared to second quarter 2024

Current wording

Global Orthopedics net sales of $33.6 million, achieving constant currency growth of 6%, and U.S. Orthopedics net sales growth of 19% compared to third quarter 2024

Previous wording

Second quarter 2025 net loss of $(14.1) million on a reported basis; Non-GAAP pro forma adjusted EBITDA of $20.6 million, with pro forma adjusted EBITDA margin expanding approximately 190 basis points compared to reported non-GAAP adjusted EBITDA for the second quarter 2024

Current wording

Third quarter 2025 net loss of $(22.8) million on a reported basis; Non-GAAP pro forma adjusted EBITDA of $24.6 million, with pro forma adjusted EBITDA margin expanding approximately 233 basis points compared to reported non-GAAP adjusted EBITDA for the third quarter 2024

Previous wording

Six consecutive quarters of adjusted EBITDA margin expansion; positive free cash flow of $4.5 million for second quarter 2025

Current wording

Seven consecutive quarters of adjusted EBITDA margin expansion; positive free cash flow of $2.5 million for the third quarter 2025

Previous wording

Bone Growth Therapies, which manufactures, distributes, sells, and provides support services for market-leading devices used adjunctively in high-risk spinal fusion procedures and treats both nonunion and acute fractures in the orthopedic space. Bone Growth Therapies uses distributors and a direct sales channel to sell its devices and provide associated support services to hospitals, healthcare providers, and patients in the U.S.

Current wording

BGT, which manufactures, distributes, sells, and provides support services for market-leading devices used adjunctively in high-risk spinal fusion procedures and treats both nonunion and acute fractures in the orthopedic space. BGT uses distributors and a direct sales channel to sell its devices and provide associated support services to hospitals, healthcare providers, and patients in the U.S.

Previous wording

Bone Growth Therapies net sales increased $6.0 million, or 5.4%, largely driven by (i) favorable changes in average sales prices, (ii) increase in gross order volumes from our continued investment in our direct sales channels for both the spine and fracture markets, and (iii) continued share growth of AccelStim

Current wording

BGT net sales increased $3.3 million, or 5.7%, largely driven by (i) increase in gross order volumes from our continued investment in our direct sales channels for both the spine and fracture markets and (ii) continued share growth of AccelStim

Previous wording

Spinal Implants, Biologics, and Enabling Technologies net sales, excluding sales from the M6 product lines, increased $1.7 million, or 1.6%, primarily due to increased sales growth from new and existing high-volume distribution partners, particularly within Spinal Implants, which saw growth in its cervical and thoracolumbar franchises; growth in these areas were partially offset by a decline in Biologics net sales

Current wording

Spinal Implants, Biologics, and Enabling Technologies net sales, excluding sales from the M6 product lines, increased $5.8 million, or 5.6%, primarily due to increased sales growth from new and existing high-volume distribution partners, particularly within Spinal Implants, which saw growth in its cervical, interbody, and thoracolumbar franchises; growth in these areas were partially offset by a decline in Biologics net sales

Previous wording

Net sales from the M6 product lines decreased $3.3 million, or 57.6%, as a result of the announcement and discontinuation of the product lines to focus resources and investment in more profitable growth opportunities

Current wording

Net sales from the M6 product lines decreased $3.1 million, or 58.3%, as a result of the announcement and discontinuation of the product lines to focus resources and investment in more profitable growth opportunities

Previous wording

Bone Growth Therapies net sales increased $3.4 million, or 5.8%, largely driven by (i) favorable changes in average sales prices, (ii) increase in gross order volumes from our continued investment in our direct sales channels for both the spine and fracture markets, and (iii) continued share growth of AccelStim

Current wording

BGT net sales increased $9.3 million, or 5.5%, largely driven by (i) favorable changes in average sales prices, (ii) increase in gross order volumes from our continued investment in our direct sales channels for both the spine and fracture markets, and (iii) continued share growth of AccelStim

Previous wording

Spinal Implants, Biologics, and Enabling Technologies net sales, excluding sales from the M6 product lines, increased $3.7 million, or 1.8%, primarily due to increased sales growth from new and existing high-volume distribution partners, particularly within Spinal Implants, which saw growth in each of cervical, interbody, thoracolumbar, and spine fixation franchises; growth in these areas were partially offset by a decline in Biologics net sales

Current wording

Spinal Implants, Biologics, and Enabling Technologies net sales, excluding sales from the M6 product lines, increased $9.5 million, or 3.1%, primarily due to increased sales growth from new and existing high-volume distribution partners, particularly within Spinal Implants, which saw growth in its cervical, interbody, and thoracolumbar franchises; growth in these areas were partially offset by a decline in Biologics net sales

Previous wording

Net sales from the M6 product lines decreased $5.4 million, or 44.0%, as a result of the announcement and discontinuation of the product lines to focus resources and investment in more profitable growth opportunities

Current wording

Net sales from the M6 product lines decreased $8.5 million, or 48.3%, as a result of the announcement and discontinuation of the product lines to focus resources and investment in more profitable growth opportunities

Previous wording

U.S. growth of $2.1 million, or 27.7%, largely due to investments made in recent product launches, commercial execution within our sales channel, and from growth within our TrueLok and Fitbone product lines

Current wording

U.S. growth of $1.6 million, or 18.5%, largely due to investments made in recent product launches, commercial execution within our sales channel, and from growth within our TrueLok and Fitbone product lines

Previous wording

International sales decreased $0.5 million, or 2.2% on a constant currency basis, primarily driven by large orders made by non-governmental organizations in the prior year partially offset by growth within our TrueLok and Fitbone product lines in Europe

Current wording

International sales increase $0.2 million, or 1.0% on a constant currency basis, primarily driven by sales from new products launched in the past three years and partially offset by large orders made by non-governmental organizations ("NGO") in the prior year

Previous wording

Increase of $1.1 million due to movement in foreign currency exchange rates, which had a favorable impact on net sales in the quarter

Current wording

Increase of $1.3 million due to movement in foreign currency exchange rates, which had a favorable impact on net sales in the quarter

Previous wording

U.S. growth of $3.0 million, or 18.7%, largely due to investments made in recent product launches, commercial execution within our sales channel, and from growth within our TrueLok, Fitbone, and OSCAR PRO product lines

Current wording

U.S. growth of $4.6 million, or 18.6%, largely due to investments made in recent product launches, commercial execution within our sales channel, and from growth within our TrueLok and Fitbone product lines

Previous wording

Increase of $0.4 million due to movement in foreign currency exchange rates, which had a favorable impact on net sales in the quarter

Current wording

Increase of $1.7 million due to movement in foreign currency exchange rates, which had a favorable impact on net sales in the current year

Previous wording

Increase in gross profit also driven by net sales growth across all principal product categories and from reduced headcount and overhead costs as a result of our decision to discontinue the M6 product lines

Current wording

Increase in gross profit driven by net sales growth across BGT, Spinal Implants, Enabling Technologies, and Orthopedics product categories and from reduced headcount and overhead costs as a result of our decision to discontinue the M6 product lines

Previous wording

Partially offset by increase in gross profit of $6.1 million driven by a reduction of amortization of the inventory fair value step-up recognized in the SeaSpine Merger, which were amortized over the expected sales cycles of the acquired inventory and concluded in December 2024

Current wording

Increase in gross profit of $3.0 million driven by a reduction of amortization of the inventory fair value step-up recognized in the SeaSpine Merger, which were amortized over the expected sales cycles of the acquired inventory and concluded in December 2024

Previous wording

Further offset by an increase in gross profit driven by net sales growth across all principal product categories

Current wording

Increase in gross profit driven by net sales growth across BGT, Spinal Implants, Enabling Technologies, and Orthopedics product categories

Previous wording

Increase in gross profit of $3.0 million driven by a reduction of amortization of the inventory fair value step-up recognized in the merger with SeaSpine Holdings Corporation (the "SeaSpine Merger"), which were amortized over the expected sales cycles of the acquired inventory and concluded in December 2024

Current wording

Increase in gross profit of $9.1 million driven by a reduction of amortization of the inventory fair value step-up recognized in the SeaSpine Merger, which were amortized over the expected sales cycles of the acquired inventory and concluded in December 2024

Previous wording

Decrease in gross profit of $11.6 million resulting from an increase in inventory reserve expenses, primarily driven by our decision to discontinue the M6 product lines in order to focus resources and investments on more profitable growth opportunities

Current wording

Partially offset by decrease in gross profit of $8.4 million resulting from an increase in inventory reserve expenses, primarily driven by our decision to discontinue the M6 product lines in order to focus resources and investments on more profitable growth opportunities

Previous wording

Increase of $3.9 million associated with certain legal matters, including our ongoing arbitration claims with former executives and the related securities class action complaints

Current wording

Increase of $13.2 million associated with certain legal matters, including our ongoing arbitration claims with former executives and the related securities class action complaints

Previous wording

Increase of approximately $4.0 million in compensation related costs, including variable compensation, due to the increase in net sales and from increased headcount

Current wording

Increase of approximately $3.9 million in certain compensation-related costs, including commissions, due to increased headcount and net sales

Previous wording

Partially offset by a decrease of $2.3 million in integration-related costs, mostly stemming from severance expenses and professional fees incurred in the prior year

Current wording

Partially offset by a decrease of $0.8 million in integration-related costs, mostly stemming from severance expenses and professional fees incurred in the prior year

Previous wording

Increase of $4.6 million associated with certain legal matters, including our ongoing arbitration claims with former executives and the related securities class action complaints

Current wording

Increase of $17.9 million associated with certain legal matters, including our ongoing arbitration claims with former executives and the related securities class action complaints

Previous wording

Increase of $7.4 million related to impairments on certain assets and losses incurred as a result of our decision to discontinue the M6 product lines

Current wording

Increase of $7.8 million related to impairments of certain assets and losses incurred as a result of our decision to discontinue the M6 product lines

Previous wording

Partially offset by a decrease of $5.3 million in succession charges as a result of changes made in our executive leadership positions in the prior year

Current wording

Partially offset by a decrease of $10.5 million in succession charges and share-based compensation expense, primarily as a result of changes made in our executive leadership positions in the prior year

Previous wording

Primarily due to synergies achieved of around $6.0 million in comparison to 2024 as a result of our recent restructuring activities, mostly related to headcount, professional fees, and reduced spend for clinical studies as a result of our decision to discontinue the M6 product lines

Current wording

Decrease of approximately $2.3 million as a result of our recent restructuring activities, mostly related to headcount, professional fees, and reduced spend for clinical studies as a result of our decision to discontinue the M6 product lines

Previous wording

Further driven by a reduction of $0.7 million in costs to comply with the European Union Medical Device Regulations

Current wording

Decrease of $0.2 million in costs to comply with the European Union Medical Device Regulations

Previous wording

Primarily due to synergies achieved of around $2.5 million in comparison to the second quarter of 2024 as a result of our recent restructuring activities, mostly related to headcount, professional fees, and reduced spend for clinical studies as a result of our decision to discontinue the M6 product lines

Current wording

Decrease of approximately $7.9 million as a result of our recent restructuring activities, mostly related to headcount, professional fees, and reduced spend for clinical studies as a result of our decision to discontinue the M6 product lines

Previous wording

Partially offset by $3.7 million related to the impairments associated with our discontinuation of the M6 product lines and other organizational restructuring activities

Current wording

Partially offset by an increase of $4.1 million related to the impairments associated with our discontinuation of the M6 product lines and other organizational restructuring activities

Previous wording

Decrease of $3.8 million associated with the remeasurement of a contingent consideration obligation with Lattus Spine LLC assumed in the SeaSpine Merger

Current wording

Decrease of $2.4 million associated with the remeasurement of a contingent consideration obligation with Lattus Spine LLC assumed in the SeaSpine Merger

Previous wording

Decrease of $0.4 million in amortization expense of acquired intangibles, primarily as a result of our decision in the first quarter of 2025 to discontinue the M6 product lines and other product portfolio decisions

Current wording

Decrease of $1.4 million in amortization expense of acquired intangibles, primarily as a result of our decision in the first quarter of 2025 to discontinue the M6 product lines and other product portfolio decisions

Previous wording

Increase of $13.7 million in amortization and impairment expense of acquired intangibles, primarily associated with the impairment of certain acquired intangible assets as a result of the discontinuation of the M6 product lines and other product portfolio decisions

Current wording

Increase of $12.3 million in amortization and impairment expense of acquired intangibles, primarily associated with the impairment of certain acquired intangible assets as a result of the discontinuation of the M6 product lines and other product portfolio decisions

Previous wording

Partially offset by a decrease of $5.6 million associated with the remeasurement of a contingent consideration obligation with Lattus Spine LLC assumed in the SeaSpine Merger

Current wording

Decrease of $8.0 million associated with the remeasurement of a contingent consideration obligation with Lattus Spine LLC assumed in the SeaSpine Merger

Previous wording

Favorable change of $0.7 million attributable to a decrease in interest expense resulting from the amortization of debt issuance costs

Current wording

Decrease of $0.5 million in interest expense resulting from favorable interest rates and amortization of debt issuance costs due to the refinancing of outstanding indebtedness in November 2024

Showing the first 40 of 63 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Decrease of $0.9 million in costs to comply with the European Union Medical Device Regulations
Rearranged previous paragraphs (5)

Previous report — wording carried elsewhere

Partially offset by an increase in inventory reserve expenses of $2.8 million, primarily driven by our decision to discontinue the M6 product lines in order to focus resources and investments on more profitable growth opportunities

Previous report — wording carried elsewhere

Partially offset by a decrease of $6.1 million in succession charges as a result of changes made in our executive leadership positions in the prior year

Previous report — wording carried elsewhere

Favorable change of $0.8 million associated with interest earned associated with certain Employee Retention Credit refunds received during the second quarter of 2025

Previous report — wording carried elsewhere

Increase of $2.8 million associated with the receipt of Employee Retention Credit refunds received during the second quarter of 2025

Previous report — wording carried elsewhere

Increase of $1.4 million associated with the impairment of certain investments measured at fair value in the prior year