BRUKER CORP
For the period ended Sep 30, 2025. Filed Nov 5, 2025.
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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.
Sep 30, 2025 · Filed Nov 5, 2025
BRKR$61.31+5.6%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-06.
0000950170-25-103333
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001193125-25-267049
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 134 previous paragraphs and 143 current paragraphs.
92 unchanged; 34 reworded; 17 added; 8 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 15 previous and 15 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 (17)
Current report
our cost savings initiatives;
Current report
our ability to achieve desired cost savings;
Current report
Our research and development expenses for the three months ended September 30, 2025, represented 11.4% of total revenue which is comparable to 11.3% for the same period in 2024.
Current report
Goodwill Impairment Charge
Current report
We test goodwill for impairment annually as of October 1 or more frequently if impairment indicators arise at the reporting unit level, which is the operating segment or one level below an operating segment. Due to the current macroeconomic conditions and uncertainties related to the future forecasts, the Company concluded that it was more likely than not that the fair value of one or more of the Company’s reporting units was less than their carrying amount. As a result, the Company performed a quantitative impairment test for impairment in certain reporting units as of October 1, 2025 as these reporting units had the highest uncertainty related to quantity and timing of future cash flows. As these conditions existed as of the balance sheet date, any impairment charges are recognized in the unaudited condensed consolidated statement of operations for the period ended September 30, 2025. The results of the valuation indicated that the carrying amount of the Bruker Spatial Biology (“BSB”) reporting unit within the Company’s BSI NANO Segment and Automation (“AUT”) reporting unit within the Company’s BSI BioSpin Segment exceeded their fair value. As a result, during the three and nine months ended September 30, 2025, the Company recorded a goodwill impairment charge of $96.5 million on the unaudited condensed consolidated statements of operations, which represented the amount by which the carrying value of the Bruker Spatial Biology reporting unit and Automation reporting unit exceeded the respective reporting unit’s fair value.
Current report
While we will continue to monitor these circumstances, such uncertainties including the current macroeconomic conditions and the timing and quantity of future cash flows may impact the carrying value of our reporting units. If there are any factors that drive changes to key assumptions in our valuation inputs and if the fair value of any of our reporting units declines below the carrying value in the future, additional goodwill impairment charges may be incurred. Refer to Note 5 Goodwill and Intangible Assets for further information on our goodwill impairment.
Current report
Other Charges, Net
Current report
Other charges, net for the three months ended September 30, 2025, increased to a gain of $6.1 million compared to charges of $22.7 million for the three months ended September 30, 2024. The year over year increase was primarily attributed to an adjustment to the hybrid liability related to certain other majority owned acquisitions as described in Note 19, Hybrid Instrument Liabilities, offset by higher restructuring and impairment charges related primarily to restructuring programs as described in Note 10, Restructuringas well as impairments of long-lived assets as described in Note 5 Goodwill and Intangible assets. Refer to Note 9, Other Charges, netfor more details on our other charges, net costs.
Current report
The increase in interest and other income (expense), net for the three months ended September 30, 2025, as compared to the same period in 2024 was primarily due to the impairment costs on certain of our minority investments recognized in the current quarter partially offset by the income on settlement of interest rate swap agreements. Refer to Note 11, Interest and Other Income (Expense), netfor more details on our interest and other income (expense), net.
Current report
The effective tax rate for the three months ended September 30, 2025 and 2024 were 19.6% and 26.8%, respectively. The decrease in the Company's effective tax rate was primarily due to changes in jurisdictional mix and net favorable discrete adjustments related to the tax impact of the impairment of goodwill, return to provision adjustments, and release of uncertain tax positions.
Current report
Nine Months Ended September 30, 2025, compared to the Nine Months Ended September 30, 2024
Current report
Goodwill Impairment Charge
Current report
During the nine months ended September 30, 2025, the Company recorded a goodwill impairment charge of $96.5 million on the unaudited condensed consolidated statements of operations, which represented the amount by which the carrying value of the Bruker Spatial Biology reporting unit within the Company’s BSI NANO Segment and Automation reporting unit within the Company’s BSI BioSpin Segment exceeded the respective reporting unit’s fair value. Refer to Results of Operations three months ended September 30, 2025, compared to the three months ended September 30, 2024 above and Note 5 Goodwill and Intangible Assets for further information on our goodwill impairment.
Current report
Other Charges, Net
Current report
In August 2025, we announced a cost savings initiative aimed at reducing annual costs by approximately $100 million to $120 million in 2026, which we intend to have a positive impact on operating income and operating margin. The planned reductions affect all parts of our business including supply chain, manufacturing, commercial operations, administrative functions and research and development.
Current report
Issuance of Mandatory Convertible Preferred Stock
Current report
On September 8, 2025, we issued 2,760,000 shares, or $690 million aggregate liquidation preference, of our 6.375% Mandatory Convertible Preferred Stock, Series A, par value $0.01 per share, (including 360,000 shares, or $90,000,000 aggregate liquidation preference, of Mandatory Convertible Preferred Stock issued upon exercise by the underwriters of over-allotment option in full) pursuant to a previously announced underwritten public offering. Dividends on the Mandatory Convertible Preferred Stock will be payable on a cumulative basis when, as and if declared by our Board of Directors, at an annual rate of 6.375% on the liquidation preference of $250 per share. If declared, these dividends will be paid in cash, or, subject to certain limitations, in shares of our common stock or, subject to certain limitations, in a combination of cash and shares of our common stock, at our election, on March 1, June 1, September 1 and December 1 of each year, commencing on December 1, 2025, and ending on, and including, September 1, 2028. We used the proceeds from this issuance to repay (i) our term loan due December 2026 in full, (ii) outstanding borrowings under our 2024 amended and restated revolving credit agreement in full, and (iii) a portion of our term loan due March 2027. Refer to
Removed paragraphs (8)
Previous report
Our research and development expenses for the three months ended June 30, 2025 increased to 12.6% of total revenue from 11.5% of total revenue for the comparable period in 2024. The increase as a percentage of revenue is a result of the current year impact of prior year acquisitions.
Previous report
The decrease in operating income and operating income margin was driven by the factors described above. In August 2025, the Company announced a significantly expanded cost savings initiative that is expected to reduce our annual costs by approximately $100 million to $120 million in 2026. These major cost reductions affect all parts of the Company’s business, from supply chain and manufacturing to commercial, administrative and research and development investments. See Note 10, Restructuring in the Notes to Unaudited Condensed Consolidated Financial Statements.
Previous report
The effective tax rate for the three months ended June 30, 2025, was not meaningful due to one-time favorable discrete events recorded during the period. The effective tax rate for the three months ended June 30, 2024 was 67.4%.
Previous report
Six Months Ended June 30, 2025, compared to the Six Months Ended June 30, 2024
Previous report
Other charges, net for the six months ended June 30, 2025, increased to $51.3 million compared to $33.9 million for the comparable period in 2024. The year over year increase was primarily due to $22.6 million of acquisition-related litigation charges that primarily relate to the acquisitions of BCA and NanoString, $10.5 million of restructuring charges related primarily to restructuring programs as described in Note 10, Restructuring, offset by a decrease of $12.6 million in acquisition-related expenses due to fewer acquisitions closed in the current year compared to 2024. Refer to Note 9, Other Charges, netfor more details on our other charges, net costs. In addition, in the second quarter of 2025, the Company initiated a corporate-wide restructuring program to be implemented across multiple functions and geographies to address challenges in the current business environment. We anticipate additional restructuring charges in the third and fourth quarter of 2025 with activities under these plans expected to be completed by 2026.
Previous report
The decrease in operating income observed in all segments was due to factors described above.
Previous report
Interest and other income (expense), net in the six months ended June 30, 2025, is comparable to that in the six months ended June 30, 2024.
Previous report
Share Repurchase Program
Reworded paragraphs (34)
Previous wording
the impact of supply chain challenges on our business and operations;
Current wording
the impact of supply chain challenges on our business and operations, including inventory supply problems, global supply chain challenges, changes to trade policies, financial market volatility and disruption, and other macroeconomic issues, including the duration and impact of the current U.S. government shutdown, the impact of prolonged closures or staffing reductions at governmental agencies resulting from the current U.S. government shutdown effecting our business, and uncertain economic conditions in the United States and abroad;
Previous wording
our working capital requirements and the sufficiency of our cash, borrowings, and proceeds of indebtedness to fund our operations and investment activities;
Current wording
our working capital requirements and sufficiency of cash to fund our operations and investment activities;
Previous wording
the impact of changes to tax and accounting rules, and changes in law, including the One Big Beautiful Bill Act (the “Act”);
Current wording
the impact of changes to tax and accounting rules, and changes in law, including the One Big Beautiful Bill Act (the “OBBBA”);
Previous wording
general economic conditions, including inflation, the threat of recession, financial liquidity, currency volatility or devaluation, supply chain or manufacturing capabilities, uncertain economic conditions in the United States and abroad, and additional tariffs, including those imposed or that may be imposed by the presidential administration in the U.S;
Current wording
general economic conditions, including inflation, the threat of recession, financial liquidity, currency volatility or devaluation, supply chain or manufacturing capabilities, uncertain economic conditions in the United States and abroad, and additional tariffs, including those imposed or that may be imposed or changed by the presidential administration in the U.S. and uncertainties relating to the same;
Previous wording
geopolitical tensions, including those on our customers, such as the conflict between Russia and Ukraine and related economic sanctions, the conflict in the Middle East and surrounding areas, the possible expansion of such conflicts and potential geopolitical consequences, the ongoing tensions between the United States and China, tariff and trade policy changes, and increasing potential of conflict involving countries in Asia that are significant to the Company’s supply chain operations, such as Taiwan and China;
Current wording
geopolitical tensions, including those that have or may have impact on our customers, such as the conflict between Russia and Ukraine and related economic sanctions, the conflict in the Middle East and surrounding areas, the possible expansion of such conflicts and potential geopolitical consequences, the ongoing tensions between the United States and China, tariff and trade policy changes, and increasing potential conflict involving countries in Asia that are significant to the Company’s supply chain operations, such as Taiwan and China;
Previous wording
The following table presents a summary of our consolidated results as of the three and six months ended June 30, 2025 and 2024:
Current wording
The following table presents a summary of our consolidated results as of the three and nine months ended September 30, 2025 and 2024:
Previous wording
The non-GAAP CER revenue decline in the three months ended June 30, 2025, compared to the year ago quarter, was driven primarily by slower demand in pharma and industrial markets for our life science instruments partially offset by higher revenue from prior year acquisitions. The increase in non-GAAP CER in the six months ended June 30, 2025, compared to the year ago period, reflects increased revenue from prior year acquisitions offset by reduced revenue from the weakened biopharma research markets.
Current wording
The non-GAAP CER revenue decline in the three months ended September 30, 2025, compared to the year ago quarter, was driven primarily by slower demand in academic and government research markets for our life science instruments, partially offset by higher revenue from biopharma research and applied markets as well as the current year impact of recent acquisitions. The increase in non-GAAP CER in the nine months ended September 30, 2025, compared to the year ago period, reflects increased revenue from prior year acquisitions offset by reduced revenue from the weakened academic and government research markets and biopharma research.
Previous wording
The non-GAAP organic revenue decline in the three months and six months ended June 30, 2025, compared to the year-ago periods, was primarily a result of similar drivers to those described above under GAAP revenue to non-GAAP CER currency revenue.
Current wording
The non-GAAP organic revenue decline in the three months and nine months ended September 30, 2025, compared to the year-ago periods, was primarily a result of similar drivers to those described above under GAAP revenue to non-GAAP CER currency revenue.
Previous wording
The decrease in Non-GAAP gross profit margin in the three months and six months ended June 30, 2025, compared to the year-ago periods, was driven by decline of revenue primarily as result of slower demand in pharma and industrial markets, combined with an increase in cost of goods sold due to higher U.S. tariffs and foreign exchange headwinds from a declining U.S. dollar.
Current wording
The slight decrease in Non-GAAP gross profit margin in the three and nine months ended September 30, 2025, compared to the year-ago quarter, was driven by decline of revenue primarily as result of slower demand in academic and government research markets, combined with an increase in cost of goods sold due to higher U.S. tariffs and foreign exchange headwinds from a declining U.S. dollar, partially offset by the impact of cost savings initiatives.
Previous wording
The decrease in our non-GAAP operating margin in the three and six months ended June 30, 2025, compared to the year-ago periods, was driven primarily by lower non-GAAP gross profit, the impact of foreign currency translation, and the impact of prior period acquisitions.
Current wording
The decrease in our non-GAAP operating margin in the three and nine months ended September 30, 2025, compared to the year-ago periods, was driven primarily by lower non-GAAP gross profit, the impact of foreign currency translation, and the impact of prior period acquisitions, partially offset by costs savings initiatives.
Previous wording
For the six months ended June 30, 2025, our free cash flow decreased by $86.7 million compared to the same period in 2024, primarily due to lower net income and an increase in tax payments in the first half of 2025.
Current wording
For the nine months ended September 30, 2025, our free cash flow decreased by $146.6 million compared to the same period in 2024, primarily due to lower net income and an increase in tax payments in the first nine months of 2025.
Previous wording
Revenue decreases for the three months ended June 30, 2025, compared to the year ago quarter, were primarily attributable to the BSI BioSpin Segment with the decline primarily driven by weaker demand in the biopharma and industrial markets for life science instruments. This decrease was partially offset by a year-on-year increase in revenue in the BSI CALID Segment, which was primarily due to increased revenue from prior year acquisitions.
Current wording
Revenue decreases for the three months ended September 30, 2025, compared to the year ago quarter, were primarily attributable to the BSI BioSpin and BSI Nano Segments with the decline primarily driven by weaker demand in the academic and government research and biopharma markets for life science instruments. This decrease was partially offset by a year-on-year increase in revenue in the BSI CALID Segment, which was primarily due to improvement in our molecular diagnostics business and from ELITech Group acquisition in the second quarter of 2025.
Previous wording
Geographically during the three months ended June 30, 2025, compared to the same period in 2024, our North American revenue decreased 8.8% and European revenue decreased by 1.2%, while Asia Pacific revenue increased by 6.8%.
Current wording
Geographically during the three months ended September 30, 2025, compared to the same period in 2024, our North American revenue decreased 4.8% and European revenue increased by 7.8%, while Asia Pacific revenue decreased by 3.8%.
Previous wording
The decrease in gross profit and gross profit margin, compared to the prior year quarter, were driven primarily by changes in sales mix, combined with increased cost of goods sold due to higher U.S. tariffs and foreign exchange headwinds from a declining U.S. dollar
Current wording
The decrease in gross profit and gross profit margin, compared to the prior year quarter, were driven primarily by increased restructuring costs and impairment charges as well as the impact of U.S. tariffs and foreign exchange headwinds from a declining U.S. dollar.
Previous wording
Our selling, general and administrative expenses for the three months ended June 30, 2025, increased to 29.0% of total revenue, from 27.6% of total revenue for the comparable period in 2024. The increase as a percentage of revenue was a result of increased spending related to the impact from acquisitions that occurred early in the second quarter of 2024.
Current wording
Our selling, general and administrative expenses for the three months ended September 30, 2025, increased to 28.2% of total revenue, from 26.6% of total revenue for the comparable period in 2024. The increase as a percentage of revenue was mainly a result of foreign exchange headwinds from a declining U.S. dollar and increased spending associated with prior year acquisitions.
Previous wording
In August 2025, the Company announced a significantly expanded cost savings initiative that is expected to reduce our annual costs by $100 million to $120 million in 2026. These major cost reductions affect all parts of the Company’s business, from supply chain and manufacturing to commercial, administrative and research and development investments.
Current wording
In August 2025, we announced a cost savings initiative aimed at reducing annual costs by approximately $100 million to $120 million in 2026, which we intend to have a positive impact on operating income and operating margin. The planned reductions affect all parts of our business including supply chain, manufacturing, commercial operations, administrative functions and research and development.
Previous wording
The OECD introduced its Pillar 2, which provides guidance for a global minimum tax. Various countries have either enacted or are in the process of enacting legislation to implement this framework. Our income tax provision for the three months ended June 30, 2025, reflects currently enacted legislation and guidance related to the model rules. This enacted legislation and guidance had an impact on our income tax provision, resulting in an increase to our adjusted effective tax rate of 2.3% for the three months ended June 30, 2025. We continue to monitor the countries in which it operates as they enact legislation implementing Pillar 2.
Current wording
The OECD introduced its Pillar 2, which provides guidance for a global minimum tax. Various countries have either enacted or are in the process of enacting legislation to implement this framework. Our income tax provision for the three months ended September 30, 2025, reflects currently enacted legislation and guidance related to the model rules. This enacted legislation and guidance had an impact on our income tax provision, resulting in an increase to our adjusted effective tax rate of 1.3% for the three months ended September 30, 2025. We continue to monitor the countries in which it operates as they enact legislation implementing Pillar 2.
Previous wording
Revenue increases in the six months ended June 30, 2025, compared to the year ago quarter, were driven mostly by ELITechGroup and NanoString, partially offset by organic revenue decline. The BSI CALID Segment increase in revenue was primarily from the ELITech molecular diagnostics business, which was acquired in the second quarter of 2024. BSI Nano Segment increase in revenue was primarily driven by the Nanostring business, which was acquired in the second quarter of 2024. The BEST revenue decrease was driven mainly by a softness in the clinical MRI market, as well as a strong prior-year comparison for the Research Instruments business.
Current wording
Revenue increases in the nine months ended September 30, 2025, compared to the year ago quarter, were driven mostly by ELITechGroup partially offset by organic revenue decline. The BSI CALID Segment increase in revenue was driven by increased volumes from the Microbiology & Infection Diagnostics division, with increased activity in both the MALDI Biotyper and the ELITech molecular diagnostics businesses, which was acquired in the second quarter of 2024. BSI Nano Segment revenue remained flat year over year. BSI BioSpin decrease in revenue was primarily driven by the current period including no sales of GHz-class NMR systems, compared to two in the comparative period, and weaker demand in the academic and government research and biopharma markets. The BEST revenue decrease was driven mainly by a softness in the clinical MRI market, as well as a strong prior-year comparison for the Research Instruments business.
Previous wording
Geographically in the six months ended June 30, 2025, our North American revenue decreased 0.3%, Asia Pacific revenue increased by 5.7%, and European revenue increased by 7.1% driven by driven by tailwinds from acquisitions compared to the same period in 2024.
Current wording
Geographically, in the nine months ended September 30, 2025, our North American revenue decreased 1.8%, Asia Pacific revenue increased by 2.2%, and European revenue increased by 7.4% compared to the same period in 2024, driven primarily by tailwinds from prior year acquisitions and foreign exchange impacts from a declining U.S. dollar.
Previous wording
The slight increase in gross profit compared to the prior year was driven primarily by the impact of the ELITechGroup and NanoString acquisitions that occurred in 2024 offset by associated business combination amortization expenses, combined with increased cost of goods sold due to higher U.S. tariffs and foreign exchange headwinds from a declining U.S. dollar.
Current wording
The decrease in gross profit compared to the prior year was driven primarily by the impact of the ELITechGroup and NanoString acquisitions that occurred in 2024 offset by associated business combination amortization expenses, combined with increased restructuring costs and impairment charges as well as the impact of U.S. tariffs and foreign exchange headwinds from a declining U.S. dollar.
Previous wording
Our selling, general and administrative expenses for the six months ended June 30, 2025, increased to 28.6% of total revenue, from 27.4% of total revenue for the comparable period in 2024. The increase as a percentage of revenue was a result of increased costs from recent acquisitions compared to the same period in 2024.
Current wording
Our selling, general and administrative expenses for the nine months ended September 30, 2025, increased to 28.4% of total revenue, from 27.1% of total revenue for the comparable period in 2024. The increase as a percentage of revenue compared to the same period in 2024, was primarily a result of increased costs associated with prior year acquisitions.
Previous wording
Our research and development expenses for the six months ended June 30, 2025, increased to 12.3% of total revenue from 11.4% of total revenue for the comparable period in 2024. The increase as a percentage of revenue is a result of our increased research and development related costs from prior year acquisitions.
Current wording
Our research and development expenses for the nine months ended September 30, 2025, increased to 12.0% of total revenue from 11.4% of total revenue for the comparable period in 2024. The increase as a percentage of revenue compared to the same period in 2024, was primarily a result of increased costs associated with prior year acquisitions.
Previous wording
Other charges, net for the three months ended June 30, 2025, decreased to $14.4 million compared to $23.0 million for the three months ended June 30, 2024. The year over year decrease was primarily attributed to lower acquisition-related expenses as fewer acquisitions closed in the second quarter of the current year compared to the comparable period in 2024. This decrease was offset by a slight increase in restructuring charges related primarily to restructuring programs as described in Note 10, Restructuring. Refer to Note 9, Other Charges, netfor more details on our other charges, net costs. In addition, in the second quarter of 2025, the Company initiated a corporate-wide restructuring program to be implemented across multiple functions and geographies to address challenges in the current business environment. We anticipate additional restructuring charges in the third and fourth quarter of 2025 with activities under these plans expected to be completed by 2026.
Current wording
Other charges, net for the nine months ended September 30, 2025, decreased to $45.2 million compared to $56.6 million for the comparable period in 2024. The year over year decrease was primarily due to an adjustment to the hybrid liability related to certain other majority owned acquisitions as described in Note 19, Hybrid Instrument Liabilities anda decrease in acquisition-related expenses due to fewer acquisitions closed in the current year compared to 2024, offset by increased restructuring and impairment charges related primarily to restructuring programs as described in Note 10, Restructuringas well as impairments of long-lived assets as described in Note 5 Goodwill and Intangible Assets. Refer to Note 9, Other Charges, netfor more details on our other charges, net costs.
Previous wording
The increase in interest and other income (expense), net in the three months ended June 30, 2025, as compared to the same period in 2024 was primarily due to lower foreign exchange differences on the revaluation of monetary items and the inclusion of a significant impairment of minority investments in the comparative prior period.
Current wording
The increase in interest and other income (expense), net in the nine months ended September 30, 2025, compared to the same period in 2024, was primarily due to higher interest expense and lower foreign exchange differences on the revaluation of monetary items, partially offset by the income on settlement of interest rate swap agreements. Refer to Note 11, Interest and Other Income (Expense), netfor more details on our interest and other income (expense), net.
Previous wording
The effective tax rates for the six months ended June 30, 2025, and 2024 were 21.9% and 37.6%, respectively. The decrease in the Company's effective tax rate was primarily due to a change in jurisdictional mix, and net favorable discrete activities.
Current wording
The effective tax rates for the nine months ended September 30, 2025, and 2024 were 18.4% and 33.6%, respectively. The decrease in the Company's effective tax rate was primarily due to a change in jurisdictional mix, and net favorable discrete adjustments related to the tax impact of the impairment of goodwill, return to provision adjustments and release of uncertain tax positions.
Previous wording
The OECD introduced its Pillar 2, which provides guidance for a global minimum tax. Various countries have either enacted or are in the process of enacting legislation to implement this framework. Our income tax provision for the six months ended June 30, 2025, reflects currently enacted legislation and guidance related to the model rules. This enacted legislation and guidance had an impact on our income tax provision, resulting in an increase to our adjusted effective tax rate of 2.3% for the six months ended June 30, 2025. We continue to monitor the countries in which it operates as they enact legislation implementing Pillar 2.
Current wording
The OECD introduced its Pillar 2, which provides guidance for a global minimum tax. Various countries have either enacted or are in the process of enacting legislation to implement this framework. Our income tax provision for the nine months ended September 30, 2025, reflects currently enacted legislation and guidance related to the model rules. This enacted legislation and guidance had an impact on our income tax provision, resulting in an increase to our adjusted effective tax rate of 3.0% for the nine months ended September 30, 2025. We continue to monitor the countries in which it operates as they enact legislation implementing Pillar 2.
Previous wording
We anticipate that our existing cash and credit facilities will be sufficient to support our operating and investing needs for at least the next twelve months. Our future cash requirements could be affected by acquisitions that we may complete, purchases of our common stock, or the payment of dividends in the future. Historically, we have used the liquidity generated from cash flow from operations, debt financings, and issuances of common stock to finance our growth and operating needs. In the future, there are no assurances that we will continue to generate cash flow from operations, that additional financing alternatives will be available to us, if required, or, if available, will be obtained on terms favorable to us.
Current wording
We anticipate that our existing cash and credit facilities will be sufficient to support our operating and investing needs for at least the next twelve months. Our future cash requirements could be affected by acquisitions that we may complete, or the payment of common and preferred dividends in the future. Historically, we have used the liquidity generated from cash flow from operations, debt financings, and issuances of common and preferred stock to finance our growth and operating needs. In the future, there are no assurances that we will continue to generate cash flow from operations, that additional financing alternatives will be available to us, if required, or, if available, will be obtained on terms favorable to us.
Previous wording
Net cash used in operating activities during the six months ended June 30, 2025, resulted primarily from a change in operating assets and liabilities, net of acquisitions of $151.0 million, offset by consolidated net income adjusted for non-cash items of $88.5 million. Net cash provided by operating activities during the six months ended June 30, 2024, resulted primarily from consolidated net income adjusted for non-cash items of $144.7 million, partially offset by a change in operating assets and liabilities, net of acquisitions and divestitures of $121.8 million.
Current wording
Net cash used in operating activities during the nine months ended September 30, 2025, resulted primarily from consolidated net income adjusted for non-cash items of $173.3 million being offset from outflows related to changes in operating assets and liabilities, net of acquisitions of $269.0 million. Net cash provided by operating activities during the nine months ended September 30, 2024, resulted primarily from consolidated net income adjusted for non-cash items of $230.5 million, partially offset by a change in operating assets and liabilities, net of acquisitions of $169.2 million.
Previous wording
The decrease in consolidated net income adjusted for non-cash items was primarily due to lower income as result of increased costs related to recent acquisitions combined with negative impact of new global trade tariffs. The change in operating assets and liabilities, net of acquisitions increased primarily due to timing of income taxes payable offset by increased collections of receivables.
Current wording
The decrease in consolidated net income adjusted for non-cash items was primarily driven by the non-cash impairment charges related to goodwill and intangible assets primarily in our BSI BioSpin and BSI NANO segments, write-downs related to a series of smaller minority investments offset by gains attributable to reversals related to certain performance driven liabilities and lower income as a result of increased costs related to recent acquisitions combined with negative impact of new global trade tariffs. The change in operating assets and liabilities, net of acquisitions increased primarily due to timing of income taxes payable and decreased accrued compensation costs as result of cost saving initiatives, offset by increased customer advances and strategic inventory management to handle supply chain challenges.
Previous wording
Net cash used in investing activities during the six months ended June 30, 2025, resulted primarily from cash paid for acquisitions of $69.5 million, purchases of property, plant and equipment of $47.3 million, and minority investments of $3.2 million. Net cash used in investing activities during the six months ended June 30, 2024, resulted primarily from cash paid for acquisitions of $1,576.5 million, purchases of property, plant and equipment of $46.0 million, and minority investments of $10.0 million, offset by $2.5 million of proceeds from cross-currency swap agreements.
Current wording
Net cash used in investing activities during the nine months ended September 30, 2025, resulted primarily from cash paid for acquisitions of $69.7 million, purchases of property, plant and equipment of $68.2 million, and minority investments of $6.6 million. Net cash used in investing activities during the nine months ended September 30, 2024, resulted primarily from cash paid for acquisitions of $1,576.7 million, purchases of property, plant and equipment of $78.6 million, and minority investments of $46.0 million.
Previous wording
Net cash provided by financing activities during the six months ended June 30, 2025, was primarily from net proceeds of our revolving line of credit of $89.1 million, proceeds from long-term debt of $2.9 million, offset by repayments of long-term debt of $22.3 million, the payment of dividends to common shareholders of $15.3 million, and cash paid for purchases of common stock under our repurchase program of $10.0 million. Net cash provided by financing activities during the six months ended June 30, 2024, was primarily from net proceeds from our revolving line of credit of $233.2 million, proceeds from long-term debt of $805.7 million, proceeds from our public offering of common stock $402.9 million, offset by the repayment of our 2012 Note Purchase Agreement of $100.0 million, and the payment of dividends to common shareholders of $15.0 million.
Current wording
Net cash provided by financing activities during the nine months ended September 30, 2025, was primarily from net proceeds from the issuance of Series A Mandatory Convertible Preferred Stock, net of issuance costs of $669.5 million, offset by net repayment of our revolving line of credit of $28.3 million, repayments of long-term debt of $321.3 million, the payment of dividends to common shareholders of $15.3 million, and cash paid for purchases of common stock under our repurchase program of $10.0 million. Net cash provided by financing activities during the nine months ended September 30, 2024, was primarily from proceeds from long-term debt of $972.5 million, proceeds from our public offering of common stock of $403.0 million, and net proceeds from our revolving line of credit of $84.8 million, offset by the repayment of our 2012 Note Purchase Agreement of $100.0 million and the payment of dividends to common shareholders of $22.6 million.
Previous wording
Refer to Note 21, Shareholder's Equity, in the Notes to our Unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for more information on our share repurchase program.
Current wording
Note 21, Shareholder's Equity, in the Notes to our Unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for more information on our mandatory convertible preferred stock.
Previous wording
As of June 30, 2025, we have total outstanding debt of $2.4 billion and a revolving credit facility that provides for up to $900.0 million of backup liquidity to finance working capital needs, refinance or reduce existing indebtedness, and for general corporate use. In addition, the facility provides for an uncommitted incremental facility whereby, under certain circumstances, we may, at our option, increase the amount of the revolving facility or incur term loans in an aggregate amount not to exceed $400 million. As of June 30, 2025, we were in compliance with all covenants of our debt agreements.
Current wording
As of September 30, 2025, we have total outstanding debt of $2.0 billion and a revolving credit facility that provides for up to $900.0 million of backup liquidity to finance working capital needs, refinance or reduce existing indebtedness, and for general corporate use. In addition, the facility provides for an uncommitted incremental facility whereby, under certain circumstances, we may, at our option, increase the amount of the revolving facility or incur term loans in an aggregate amount not to exceed $400 million. As of September 30, 2025, we were in compliance with all covenants of our debt agreements.
Previous wording
In May 2025, the 2026 Plan was approved by our stockholders. The 2026 Plan will be effective as of the Effective Date, which will be the date immediately following the date on which the Prior Plan expires. No additional awards will be granted under the Prior Plan on or after the Effective Date. The 2026 Plan provides for the issuance of up to 12,000,000 shares of our common stock. The 2026 Plan, will be administered by the Compensation Committee of the Board or another Committee, and provides for grants of awards to non-employee directors, employees, and certain of our key advisors in the form of nonqualified and incentive options, stock awards, stock units, stock appreciation rights, cash-based awards, and other awards. The Committee has the authority to determine which employees will receive awards, the amount of any awards, and other terms and conditions of such awards. The 2026 Plan will terminate on May 28, 2035, unless terminated earlier pursuant to its terms.
Current wording
In May 2025, the 2026 Plan was approved by our common shareholders. The 2026 Plan will be effective as of the Effective Date, which will be the date immediately following the date on which the Prior Plan expires. No additional awards will be granted under the Prior Plan on or after the Effective Date. The 2026 Plan provides for the issuance of up to 12,000,000 shares of our common stock. The 2026 Plan will be administered by the Compensation Committee of the Board or another Committee, and provides for grants of awards to non-employee directors, employees, and certain of our key advisors in the form of nonqualified and incentive options, stock awards, stock units, stock appreciation rights, cash-based awards, and other awards. The Committee has the authority to determine which employees will receive awards, the amount of any awards, and other terms and conditions of such awards. The 2026 Plan will terminate on May 28, 2035, unless terminated earlier pursuant to its terms.