ZIMMER BIOMET HOLDINGS, INC.

We review sales by two geographies, the United States and International, and by the following product categories: Knees; Hips; S.E.T. (Sports Medicine, Upper Extremities, Foot and Ankle, Trauma, Craniomaxillofacial and Thoracic); and Technology & Data, Bone Cement and Surgical. This sales analysis differs from our reportable operating segments, which are based upon our senior management organizational structure and how we allocate resources toward achieving operating profit goals. We review sales by these geographies because the underlying market trends in any particular geography tend to be similar across product categories, because we primarily sell the same products in all geographies and many of our competitors publicly report in this manner. Our business is seasonal in nature to some extent, as many of our products are used in elective surgical procedures, which typically decline during the summer months and can increase at the end of the year once annual deductibles have been met on health insurance plans. Additionally, with sales to customers where title to product passes upon shipment, these customers may purchase items in large quantities if incentives are offered or if there are new product offerings in a market, which could cause period-to-period differences in sales.

Net Sales by Geography

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

Net Sales by Product Category

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

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

Demand (Volume and Mix) Trends

Changes in volume and mix of product sales had a positive effect of 4.4 percent and 5.7 percent on year-over-year sales during the three and nine-month periods ended September 30, 2026, respectively. Opportunistic end-of-quarter customer purchases, the 2026 acquisitions, increased ROSA® Robot and bone cement sales, market growth and new product introductions contributed positively to volume and mix trends in both periods. In addition, the Paragon 28 acquisition contributed 1.5 percent to volume growth in the nine-month period ended September 30, 2026.

Pricing Trends

Global selling prices had a negative effect of 0.7 percent on year-over-year sales during both the three and nine-month periods ended September 30, 2026. We continue to experience pricing pressure from local hospitals, health systems, and governmental healthcare cost containment efforts. In addition, volume-based discounts to incentivize customer purchases had a negative effect on our pricing in both periods.

Foreign Currency Exchange Rates

For the three and nine-month periods ended September 30, 2026, changes in foreign currency exchange rates had a negative effect of 0.6 percent and a positive effect of 0.7 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 positive impact of approximately 0.25 percent on full-year 2026 sales.

Geography

The 3.6 percent and 5.9 percent net sales growth in the U.S. in the three and nine-month periods ended September 30, 2026, respectively, was driven by opportunistic end-of-quarter customer purchases, the 2026 acquisitions, increased ROSA® Robot sales and market growth in our Hips and S.E.T. product categories. In addition, the Paragon 28 acquisition contributed 2.1 percent to U.S. net sales growth in the nine-month period ended September 30, 2026. Internationally, net sales increased by 2.4 percent and 5.3 percent during the three and nine-month periods ended September 30, 2026, respectively, when compared to the same prior year periods. These increases were driven by increased ROSA® Robot sales, increased bone cement sales and market growth in most of our international markets. In addition, the Paragon 28 acquisition contributed 0.7 percent to International net sales growth in the nine-month period ended September 30, 2026. Our International sales were negatively affected by 1.5 percent and positively affected by 1.5 percent due to changes in foreign currency exchange rates in the three and nine-month periods ended September 30, 2026, respectively.

Product Categories

The Knees net sales decline in the three-month period ended September 30, 2026, and the modest growth in the nine-month period ended September 30, 2026, were primarily due to our sales force transition and competition in the U.S., and our distributor transition in China, which were partially offset by opportunistic end-of-quarter customer purchases. Hips net sales benefited from opportunistic end-of-quarter customer purchases, market growth and new product introductions in the three and nine-month periods ended September 30, 2026. Changes in foreign currency exchange rates had a negative effect of 0.5 percent and a positive effect of 0.8 percent on Knees net sales in the three and nine-month periods ended September 30, 2026, respectively. Changes in foreign currency exchange rates had a negative effect of 1.0 percent and a positive effect of 0.4 percent on Hips net sales in the three and nine-month periods ended September 30, 2026, respectively. The S.E.T. net sales increase in the three and nine-month periods ended September 30, 2026, was primarily the result of the 2026 acquisitions and growth in sales of our foot and ankle, upper extremities and craniomaxillofacial and thoracic products. The Paragon 28 acquisition contributed 5.8 percent to S.E.T. net sales growth in the nine-month period ended September 30, 2026. Technology & Data, Bone Cement and Surgical net sales increased 11.9 percent and 16.0 percent in the three and nine-month periods ended September 30, 2026, respectively, primarily due to strong net sales of our ROSA®Robot and bone cement products.

Expenses as a Percentage of Net Sales

Cost of products sold, excluding intangible asset amortization, increased in amount and as a percentage of net sales in the three and nine-month periods ended September 30, 2026, when compared to the same prior year periods. The increases in amounts in both 2026 periods when compared to the same prior year periods were primarily due to higher sales volume. The increase as a percentage of net sales in the three-month period ended September 30, 2026, was due to higher manufacturing costs and the impact of net sales price declines, partially offset by a favorable mix of products sold and lower excess and obsolete inventory charges. In the nine-month period ended September 30, 2026, the year-over-year increase as a percentage of net sales was due to higher manufacturing costs, the impact of net sales price declines and incremental expense related to Paragon 28 inventory sold being stepped-up to fair value on the acquisition date, partially offset by a favorable adjustment of approximately $30 million related to U.S. tariff refunds, a favorable mix of products sold and lower excess and obsolete inventory charges.

Intangible asset amortization expense decreased in amount in the three-month period ended September 30, 2026, and increased in the nine-month period ended September 30, 2026. The decrease in the three-month period ended September 30, 2026, was due to a reduction in the useful life of certain intangible assets in the prior year period, which resulted in additional amortization that is now fully expensed. The increase in the nine-month period ended September 30, 2026, was due to amortization from the Paragon 28 acquisition.

R&D expenses decreased in amount and as a percentage of net sales in the three and nine-month periods ended September 30, 2026, when compared to the same prior year periods. The decreases were driven by completion of our spending on our initial compliance with the European Union Medical Device Regulation at the end of 2025, decreases in spending on certain projects and savings from our 2025 Restructuring Plan. These favorable items were partially offset by acquisition-related R&D expenses.

Selling, general and administrative (“SG&A”) expenses increased in amount and as a percentage of net sales in the three and nine-month periods ended September 30, 2026, when compared to the same prior year periods. The increases were driven by variable and bonus selling expenses from higher net sales and other incentive programs, higher litigation-related expenses from certain matters, and investments made in our sales force and other areas.

In February 2025 and then as further expanded in December 2025, and in December of each of 2023, 2021 and 2019, we initiated global restructuring programs. In September 2026, we also initiated a Manufacturing Network Optimization Plan. We also have other cost reduction and optimization initiatives that have the goal of reducing costs across the organization. We recognized expenses of $14.4 million and $50.5 million in the three and nine-month periods ended September 30, 2026, respectively, compared to $21.4 million and $74.9 million in the same prior year periods, respectively, related to these programs and initiatives. These expenses were primarily related to employee termination benefits, sales agent contract terminations, and consulting and project management expenses associated with these programs, as well as expenses related to other optimization initiatives. These expenses were lower in the three and nine-month periods ended September 30, 2026, when compared to the same prior year periods, due to the completion of the 2023, 2021 and 2019 plans by the end of 2025 as well as a majority of expense related to the 2025 Restructuring Plan having already been incurred by the end of 2025. 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.

Acquisition, integration, divestiture and related expenses increased in amount and as a percentage of net sales in the three-month period ended September 30, 2026, when compared to the same prior year period. The increases were due to favorable adjustments of $55.1 million recognized in the prior year period that did not recur from changes in the estimated fair values of contingent consideration due to updated forecasts of net sales from certain acquisitions Acquisition, integration, divestiture and related expenses decreased in amount and as a percentage of net sales in the nine-month period ended September 30, 2026, when compared to the same prior year period. The decreases were primarily driven by Paragon 28-related integration costs incurred when that acquisition was completed in the prior year period that more than offset the favorable adjustments from contingent consideration.

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

In the three and nine-month periods ended September 30, 2026, we recognized expense of $2.5 million and $3.7 million, respectively, in our other (expense) income, net financial statement line item compared to income of $3.3 million and $10.1 million in the same prior year periods, respectively. Our other (expense) income, net financial statement line item is primarily composed of pension-related gains, changes in the value of our investments, and foreign currency exchange rate-related gains and losses and can vary based upon market conditions.

Interest expense, net, was $74.9 million and $216.6 million in the three and nine-month periods ended September 30, 2026, respectively, compared to $75.4 million and $220.9 million in the same prior year periods, respectively. The decreased interest expense in the 2026 periods when compared to the same prior year periods was due to debt refinanced in late 2025 at lower interest rates than the debt it replaced.

In the three and nine-month periods ended September 30, 2026, our effective tax rate (“ETR”) was 16.2 percent and 19.8 percent, respectively, compared to 17.2 percent and 22.6 percent in the three and nine-month periods ended September 30, 2025, respectively. The 16.2 percent and the 19.8 percent ETR in the three and nine-month periods ended September 30, 2026, respectively, were primarily driven by our mix of earnings between U.S. and foreign locations and certain discrete tax items. The 17.2 percent and the 22.6 percent ETR in the three and nine-month periods ended September 30, 2025, respectively, were primarily driven by our mix of earnings between U.S. and foreign locations.

Segment Operating Profit

Americas

In the Americas, operating profit decreased in the three-month period ended September 30, 2026, and increased in the nine-month period ended September 30, 2026, when compared to the same prior year periods. Operating profit as a percentage of net sales decreased in the three and nine-month periods ended September 30, 2026, when compared to the same prior year periods. Operating profit in both periods reflect higher net sales, including Paragon 28 products, but operating profit has been muted by higher selling expenses for investments we have made in our sales force.

EMEA

In EMEA, operating profit increased in the three and nine-month periods ended September 30, 2026, when compared to the same prior year periods. Operating profit as a percentage of net sales increased in the three-month period ended September 30, 2026 and decreased in the nine-month period ended September 30, 2026, when compared to the same prior year periods. The increases were primarily due to higher net sales, but were partially offset by investments in our sales force. In addition, bad debt expense in the three-month period ended September 30, 2026, was favorable when compared to the same prior year period due to certain customer accounts receivable write-offs in the prior year that did not recur.

Asia Pacific

In Asia Pacific, operating profit and operating profit as a percentage of net sales increased in the three-month period ended September 30, 2026, but decreased in the nine-month period ended September 30, 2026, when compared to the same prior year periods. The increases in the three-month period ended September 30, 2026, were primarily due to recovery of previously written-off accounts receivable, which were partially offset by higher litigation-related expenses. The decreases in the nine-month period ended September 30, 2026, were primarily due to higher selling costs and litigation-related expenses.

Liquidity and Capital Resources

As of September 30, 2026, we had $399.9 million in cash and cash equivalents. In addition, we had $1.25 billion available to borrow under our 2026 364-Day Revolving Facility, and $1.5 billion available under our 2026 Five-Year Revolving Facility. The terms of the 2026 364-Day Revolving Facility and the 2026 Five-Year Revolving Facility are described further in Note 9 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report.

We believe that cash flows from operations, our cash and cash equivalents on hand, and available borrowings under our revolving credit facilities will be sufficient to meet our ongoing liquidity requirements for at least the next twelve months. However, it is possible our needs may change. Further, there can be no assurance that, if needed, we will be able to secure additional financing on terms favorable to us, if at all.

Sources of Liquidity

Cash flows provided by operating activities were $1,367.2 million in the nine-month period ended September 30, 2026, compared to $1,179.7 million in the same prior year period. The increase was due to lower restructuring-related payments; lower U.S. tariffs paid, net of refunds; lower income tax payments; and payments related to the closing of the Paragon 28 acquisition in the 2025 period that did not recur. These favorable items were partially offset by higher bonus payments and unfavorable timing of payments of accounts payable relative to the 2025 period.

Cash flows used in investing activities were $893.1 million in the nine-month period ended September 30, 2026, compared to $1,653.7 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 the construction of a new manufacturing facility in Costa Rica. In the nine-month period ended September 30, 2026, we paid $359.4 million related to the 2026 acquisitions, net of acquired cash, and $126.2 million related to the ownership rights or to gain access to various technologies that were recognized as intangible assets. In the nine-month period ended September 30, 2025, we paid $1,226.3 million, net of cash acquired, for the acquisition of Paragon 28, as well as paid $42.4 million related to the ownership rights or to gain access to various technologies that were recognized as intangible assets.

Cash flows used in financing activities were $667.5 million in the nine-month period ended September 30, 2026, compared to cash flows provided by financing activities of $1,223.0 million in the same prior year period. In the 2026 period, we repurchased $579.3 million of our common stock using cash on hand and net borrowings from our revolving credit facilities. In the 2025 period, we issued senior notes for proceeds of $2,492.1 million. We used these proceeds, along with cash on hand, for the acquisition of Paragon 28, to redeem $863.0 million of senior notes that were to mature on April 1, 2025, and to repurchase $237.0 million of our common stock.

We place our cash and cash equivalents in highly-rated financial institutions and limit the amount of credit exposure to any one entity. We invest only in high-quality financial instruments in accordance with our internal investment policy.

As of September 30, 2026, $356.1 million of our cash and cash equivalents were held in jurisdictions outside of the U.S. Of this amount, $55.7 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. These previously taxed earnings would not be subject to further U.S. federal tax.

As of September 30, 2026, one customer represented approximately 12% of our consolidated accounts receivable. The balance arose from a change with respect to one of our largest distributor customers. As a result of transitioning to a new platform distributor in the region, we repurchased inventory from the incumbent distributor and immediately resold most of that inventory to the new platform distributor, resulting in an immaterial impact on consolidated net sales for the three and nine-month periods ended September 30, 2026. We granted the new distributor extended payment terms allowing them to pay for their initial purchase in equal installments through October 2027. Therefore, we will have an elevated concentration of credit risk to the new distributor until the initial purchase is entirely paid. As of September 30, 2026, we owed approximately $95 million to the previous distributor from which we repurchased inventory, which we expect to pay by the end of 2026. This liability is recognized in "Other current liabilities" on our condensed consolidated balance sheet.

Other than our distributor customer referenced above, our concentrations of credit risks with respect to trade accounts receivable are limited due to the large number of customers and their dispersion across a number of geographic areas and by frequent monitoring of the creditworthiness of the customers to whom credit is granted in the normal course of business. Substantially all of our trade receivables are concentrated in the public and private hospital and healthcare industry in the U.S. and internationally or with distributors or dealers who operate in international markets and, accordingly, are exposed to their respective business, economic and country-specific variables.

Material Cash Requirements from Known Contractual and Other Obligations

At September 30, 2026, we had outstanding debt of $7,504.2 million, of which $1,287.7 million was classified as current debt. Our current debt consists of $567.7 million of senior notes that mature on December 13, 2026, $600.0 million of senior notes that mature on February 19, 2027 and $120.0 million outstanding on our Uncommitted Credit Facility which we expect to repay within the next year. We believe we can satisfy these debt obligations with cash on hand, cash generated from our operations, by issuing new debt and/or by borrowing on our committed revolving credit facilities.

For additional information on our debt, including types of debt, maturity dates, interest rates, debt covenants and available revolving credit facilities, see Note 9 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report.

In February, May, and August 2026, 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.

On February 9, 2026, our Board of Directors authorized a $1.5 billion share repurchase program effective immediately, with no expiration date. As of September 30, 2026, $924.7 million remained authorized under the program.

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 2025 Restructuring Plan and a Manufacturing Network Optimization Plan. The 2025 Restructuring Plan is expected to result in total pre-tax charges of approximately $170 million by the end of 2027, of which approximately $146 million was incurred through September 30, 2026. We expect to reduce gross annual pre-tax operating expenses by approximately $175 million relative to the 2024 baseline expenses by the end of 2027 as program benefits under the 2025 Restructuring Plan are realized. The Manufacturing Network Optimization Plan is expected to result in approximately $60 million of exit costs by the end of 2028, of which approximately $37 million was incurred through September 30, 2026.

As discussed in Note 13 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report, during the course of taxing authority audits, we may have disputes and receive proposed adjustments from the taxing authorities that may be material. Although the ultimate timing for resolution of the disputed tax issues is uncertain, future payments may be significant to our operating cash flows.

As discussed in Note 16 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 $139.0 million as of September 30, 2026. 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, investment and other contractual arrangements that may result in future payments dependent upon various events such as a capital call, 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 $465 million. Included in that estimate is the amount under a commitment letter we executed in the nine-month period ended September 30, 2026, to invest in an investment fund with a capital commitment of up to $300 million, which is expected to become callable over a four-year period. The investment fund intends to invest in healthcare companies and assets, with a primary focus on transformative healthcare innovations that address musculoskeletal and rheumatologic conditions, enabling improved human mobility and performance, primarily through privately negotiated investments in healthcare enterprises and assets. We estimate the investment fund will commence by the end of 2026, at which time we will begin making investments.

In addition, we have entered into business combinations that include contingent consideration. For each of our acquisitions that include contingent consideration, there is a maximum payout. Accordingly, the range of our potential contingent consideration payments are $0 to $1 billion as of September 30, 2026, that may be paid out through 2031.

Recent Accounting Pronouncements

Information pertaining to recent accounting pronouncements can be found in Note 2 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report.

Critical Accounting Estimates

The preparation of our financial statements is affected by the selection and application of accounting policies and methods, and also requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Critical accounting estimates are those that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition and results of operations. There were no changes in the nine-month period ended September 30, 2026 to our critical accounting estimates as described in our Annual Report on Form 10-K for the year ended December 31, 2025.

Cautionary Note Regarding Forward-Looking Statements and Factors That May Affect Future Results

This quarterly report contains certain statements that are forward-looking statements within the meaning of federal securities laws. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this report, the words “may,” “will,” “can,” “should,” “would,” “could,” “anticipate,” “expect,” “plan,” “seek,” “believe,” “are confident that,” “look forward to,” “predict,” “estimate,” “potential,” “project,” “target,” “forecast,” “see,” “intend,” “design,” “strive,” “strategy,” “future,” “opportunity,” “assume,” “guide,” “position,” “continue” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on current beliefs, expectations and assumptions of management and are subject to significant risks, uncertainties and changes in circumstances that could cause actual results to differ materially from such forward-looking statements. These risks, uncertainties and changes in circumstances include, but are not limited to:

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competition;

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pricing pressures;

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dependence on new product development, technological advances and innovation;

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changes in customer demand for our products and services caused by demographic changes, obsolescence, development of different therapies or other factors;

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our ability to attract, retain, develop and maintain adequate succession plans for the highly skilled employees, senior management, independent agents and distributors we need to support our business;

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the transformation of our sales and distribution network in the U.S. and other markets;

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shifts in the product category or regional sales mix of our products and services;

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the risks and uncertainties related to our ability to successfully execute our restructuring plans;

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risks and uncertainties relating to our ability to successfully execute on our product portfolio rationalization plans;

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control of costs and expenses;

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risks related to the ability to realize the anticipated benefits of our acquisitions, including the possibility that the expected benefits from such transactions will not be realized or will not be realized within the expected time period;

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the risk that acquired businesses will not be integrated successfully;

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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;

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the risks and uncertainties related to our ability to successfully integrate the operations, products, service providers, agents, employees, sales representatives and distributors of acquired companies;

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

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the effect of mergers and acquisitions on our relationships with customers, suppliers and lenders and on our operating results and businesses generally;

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unplanned delays, disruptions and expenses attributable to our enterprise resource planning and other system updates;

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the ability to form and implement alliances;

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dependence on a limited number of suppliers for key raw materials and other inputs and for outsourced activities;

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the risk of disruptions in the supply of materials and components used in manufacturing or sterilizing our products;

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breaches or failures of our (or of our business partners’ or other third parties’) information technology systems or products, including by cyber attack, unauthorized access or theft;

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the outcome of government investigations;

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the impact of healthcare reform and cost containment measures, including efforts sponsored by government agencies, legislative bodies, the private sector and healthcare purchasing organizations, through reductions in reimbursement levels, repayment demands and otherwise;

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the effects of natural disasters, or of legal, regulatory or market measures to address natural disasters;

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the effects of our commitments, goals and disclosures relating to corporate responsibility matters;

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the impact of substantial indebtedness on our ability to service our debt obligations and/or refinance amounts outstanding under our debt obligations at maturity on terms favorable to us, or at all;

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changes in tax obligations arising from examinations by tax authorities and from changes in tax laws in jurisdictions where we do business, including as a result of the “base erosion and profit shifting” project undertaken by the Organisation for Economic Co-operation and Development and otherwise;

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challenges to the tax-free nature of the ZimVie Inc. spinoff transaction and the subsequent liquidation of our retained interest in ZimVie Inc.;

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the risk of additional tax liability due to the recategorization of our independent agents and distributors to employees;

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changes in tariffs relating to imports to the U.S. and other countries;

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the risk that material impairment of the carrying value of our intangible assets, including goodwill, could negatively affect our operating results;

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changes in general domestic and international economic conditions, including interest rate and currency exchange rate fluctuations;

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changes in general industry and market conditions, including domestic and international growth, inflation and currency exchange rates;

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the domestic and international business impact of political, social and economic instability, tariffs, trade restrictions and embargoes, sanctions, wars, disputes and other conflicts, including on our ability to operate in, export from or collect accounts receivable in affected countries;

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challenges relating to changes in and compliance with governmental laws and regulations affecting our U.S. and international businesses, including regulations of the U.S. Food and Drug Administration ("FDA") and other government regulators relating to medical products, healthcare fraud and abuse laws and data privacy and cybersecurity laws;

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the success of our quality and operational excellence initiatives;

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the ability to remediate matters identified in inspectional observations issued by the FDA and other regulators, while continuing to satisfy the demand for our products;

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product liability, intellectual property and commercial litigation losses; and

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the ability to obtain and maintain adequate intellectual property protection.

Our Annual Report on Form 10-K for the year ended December 31, 2025 contains detailed discussions of these and other important factors under the heading “Risk Factors.” You should understand that it is not possible to predict or identify all factors that could cause actual results to differ materially from forward-looking statements. Consequently, you should not consider any list or discussion of such factors to be a complete set of all potential risks or uncertainties.

Forward-looking statements speak only as of the date they are made and we expressly disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any further disclosures we make on related subjects in our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers of this report are cautioned not to rely on these forward-looking statements since there can be no assurance that these forward-looking statements will prove to be accurate. This cautionary statement is applicable to all forward-looking statements contained in this report.