MIMEDX GROUP, INC.
For the period ended Sep 30, 2026. Filed Oct 28, 2026.
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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, 2026 · Filed Oct 28, 2026
MDXG$3.31+0.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-07-29.
0001376339-26-000071
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-28.
0001376339-26-000093
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 92 previous paragraphs and 114 current paragraphs.
43 unchanged; 35 reworded; 35 added; 13 removed; 1 previous and 1 current paragraphs rearranged.
Tables are not compared: 6 previous and 6 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 (35)
Current report
During the third quarter of 2026, our performance reflected the execution of our strategic priorities against evolving market dynamics for our Surgical and Wound franchises, which experienced broadly lower procedure volume and reimbursement reform, respectively. The results also demonstrated our ability to operate effectively as a leaner organization, as our cost reduction initiatives implemented earlier in the year resulted in a meaningfully improved financial profile compared to the second quarter of 2026. Finally, during the period, we announced that we have entered into a definitive agreement to acquire Sanara MedTech Inc. (“Sanara”).
Current report
◦Our Wound franchise, which accounted for 36% of our net sales, meanwhile saw a 71% decline compared to the prior year period, due principally to the market disruptions driven by Medicare reimbursement changes implemented in 2026.
Current report
•Gross margin was 80% during the quarter, representing an improvement of 11 percentage points compared to gross margin of 69% during the second quarter of 2026. The sequential improvement was primarily driven by improved production throughput, operational efficiencies, and the favorable impact of cost reduction initiatives implemented earlier in the year.
Current report
•We continued to advance our cost reduction initiative through lower personnel costs, reduced discretionary spending, and operational efficiencies across the business, resulting in a significantly improved cost structure.
Current report
•On July 29, 2026, we entered into a definitive agreement to acquire Sanara MedTech Inc. (“Sanara”) in a cash and stock transaction with an enterprise value of approximately $350 million. The transaction is expected to expand our Surgical product portfolio and remains subject to the expiration or termination of the waiting period under the HSR Act and the satisfaction of customary closing conditions. On October 15, 2026, we and Sanara each received a Second Request from the FTC, which will extend the HSR waiting period.
Current report
•In September 2026, we announced that the U.S. District Court for the Northern District of Georgia issued a favorable ruling in the Company’s litigation challenging the United States Food & Drug Administration’s (“FDA’s”) regulatory classification of AXIOFILL, the Company’s human placental-derived extracellular matrix particulate product.
Current report
Net sales were $62.3 million for the three months ended September 30, 2026, representing a decrease of $51.4 million, or 45.2%, compared to $113.7 million for the three months ended September 30, 2025.
Current report
Cost of sales was $12.6 million for the three months ended September 30, 2026, representing a decrease of $6.1 million, or 32.8% compared to $18.7 million for the three months ended September 30, 2025. This decrease was primarily driven by lower Wound sales volume and lower production costs, partially offset by unfavorable sales mix.
Current report
General and administrative expenses increased $3.4 million or 22.4% year over year. The increase was driven by $6 million of incremental legal expenses associated with our ongoing litigation matters and strategic expenses, including other transaction costs incurred pursuant to our contemplated acquisition of Sanara. These were partially offset by decreases in personnel costs resulting from our cost reduction initiative.
Current report
Income Tax Benefit (Provision)
Current report
The effective tax rates for the three months ended September 30, 2026 and September 30, 2025 were unfavorably impacted by certain deduction limitations. Additionally, the effective tax rate for the three months ended September 30, 2026 was unfavorably impacted by merger costs related to our pending acquisition of Sanara.
Current report
Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025
Current report
Net Sales were $185.6 million for the nine months ended September 30, 2026, representing a decrease of $114.9 million, or 38.2%, compared to $300.5 million for the nine months ended September 30, 2025.
Current report
Income Tax Benefit (Provision)
Current report
The effective tax rate for the nine months ended September 30, 2026 was unfavorably impacted by certain deduction limitations as well as lower stock-based compensation deductions for tax as well as merger costs related to our pending acquisition of Sanara.
Current report
Cash used for financing activities was $34.6 million during the nine months ended September 30, 2026, compared to $4.8 million for the nine months ended September 30, 2025. This increase was primarily attributable to the repayment of our term loan under the Citizens Credit Agreement and repurchases of common stock under the Company’s Share Repurchase Plan.
Current report
fund the cash portion of the consideration payable in the Acquisition, which we expect to fund with the proceeds of the
Current report
$300.0 million Hayfin Term Loan and cash on hand, as well as cash to pay transaction-related costs, the Ticking Fee
Current report
under the Hayfin Commitment and, under specified circumstances, a $22.5 million termination fee payable to Sanara.
Current report
Accordingly, following the closing of the Acquisition, our debt service requirements will increase materially.
Current report
During the third quarter of 2026, we repaid the remaining principal balance of $17.3 million on the Term Loan Facility, and have no further obligations with respect to that borrowing.
Current report
As of September 30, 2026, we were not in compliance with the financial covenants pursuant to the Citizens Credit Agreement, constituting an Event of Default (as defined). We agreed with the Lenders to waive the default until such time that the Company regains compliance with the financial covenants.
Current report
Merger Agreement and Debt Financing Commitment
Current report
Merger Agreement
Current report
On July 29, 2026, we entered into a definitive agreement (the “Merger Agreement”) with Sanara MedTech Inc. (“Sanara”) to acquire all outstanding shares of Sanara (the “Acquisition”) in a cash and stock transaction that values Sanara at $35.00 per share, reflecting an enterprise value of approximately $350 million. Under the terms of the agreement, each outstanding share of
Current report
Sanara common stock will be converted into the right to receive $33.00 in cash and 0.4735 shares of our common stock, representing aggregate consideration of approximately $303 million in cash and approximately 4.4 million shares of our common stock, subject to applicable adjustments.
Current report
The Merger Agreement contains certain termination rights for both parties. Under specified circumstances, Sanara would be required to pay us a termination fee of $9.7 million, and, under other specified circumstances, we would be required to pay Sanara a termination fee of $22.5 million.
Current report
Consummation of the Acquisition remains subject to expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act (“HSR”), and the satisfaction of other customary closing conditions.
Current report
On October 15, 2026, we and Sanara each received a request for additional information (the “Second Request”) and documentary materials from the Federal Trade Commission (“FTC”) in connection with the FTC’s review of the Acquisition. The effect of the Second Request is to extend the waiting period imposed by HSR until 30 days after the parties have substantially complied with the Second Request, unless that period is extended voluntarily by the parties or terminated earlier by the FTC. Completion of the Acquisition remains subject to the expiration or termination of the waiting period under HSR. We continue to work constructively with the FTC in its review of the Merger.
Current report
The Merger Agreement terminates if the Acquisition has not been consummated on or before July 29, 2027 (along with any extensions, the “End Date”). Either we or Sanara may extend the End Date to a date not later than January 29, 2028, if certain conditions are met.
Current report
As of September 30, 2026, the Acquisition had not closed.
Current report
Hayfin Financing Commitment
Current report
Concurrently with the Merger Agreement, we obtained a debt financing commitment (the “Hayfin Commitment”) from Hayfin Capital Management LLP (“Hayfin”) for a six-year, $300.0 million (the “Initial Commitment”) first lien senior secured term loan (the “Hayfin Term Loan”) bearing interest at a Term SOFR plus 6.25%, the proceeds of which, together with cash on hand, are expected to fund the cash portion of the consideration. The Hayfin Commitment is contingent upon the closing of the Acquisition, at which time the Hayfin Term Loan will be funded. However, the Hayfin Commitment is effective until five days following the End Date, inclusive of any extensions.
Current report
The Hayfin Commitment requires us to pay a ticking fee (the “Ticking Fee”) beginning in October 2026 through the earlier of the Termination Date or the Closing Date (as those terms are defined in the Merger Agreement). The Ticking Fee accrues daily at 1.00% per annum beginning in October 2026, and accrues at 50% of the Margin per annum beginning in January 2027, in each case calculated on the balance of the Initial Commitment.
Current report
As of September 30, 2026, the Hayfin Commitment had not been funded.
Removed paragraphs (13)
Previous report
During the second quarter of 2026, we continued to execute our strategic priorities, including expanding our Surgical portfolio, launching new products, advancing recent cost reduction initiatives, and returning capital to shareholders through our Share Repurchase Plan. These efforts contributed to continued growth in the Surgical business, which demonstrated a sixth consecutive quarter of double-digit year-over-year growth.
Previous report
•During the quarter, we completed a reduction-in-force and implemented additional cost reduction initiatives designed to align our cost structure with current business needs and support operating efficiency.
Previous report
•Separately, we repurchased approximately $13 million of common stock under our Share Repurchase Plan, reflecting our continued commitment to disciplined capital allocation and delivering long-term shareholder value.
Previous report
Net sales were $64.4 million for the three months ended June 30, 2026, representing a decrease of $34.2 million, or 34.7%, compared to $98.6 million for the three months ended June 30, 2025.
Previous report
Income Tax Provision
Previous report
The effective tax rate for the three months ended June 30, 2026 was unfavorably impacted due to deduction limitations on executive compensation, in part resulting from one-time costs associated with our recent cost reduction initiative. Shortfall on restricted stock vestings further contributed to the unfavorability.
Previous report
The effective tax rate for the three months ended June 30, 2025 was favorably impacted by windfall on restricted stock vestings. This was offset by deduction limitations on executive compensation.
Previous report
Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025
Previous report
Net Sales were $123.4 million for the six months ended June 30, 2026, representing a decrease of $63.5 million, or 34.0%, compared to $186.8 million for the six months ended June 30, 2025.
Previous report
Cost of sales were $37.3 million for the six months ended June 30, 2026, representing an increase of $2.1 million, or 6.0%, compared to $35.2 million for the six months ended June 30, 2025. This increase was primarily driven by increased sales volumes and one-time expenses related to our cost reduction initiative.
Previous report
Income Tax Provision
Previous report
The effective tax rate for the six months ended June 30, 2026 was unfavorably impacted by deduction limitations on executive compensation, in part resulting from one-time costs associated with our recent cost reduction initiative. Shortfall on restricted stock vestings further contributed to the unfavorability.
Previous report
Cash used for financing activities was $15.9 million during the six months ended June 30, 2026, compared to $4.0 million for the six months ended June 30, 2025. This increase was primarily attributable to repurchases of common stock under the Company’s Share Repurchase Plan, including $12.5 million of cash paid for repurchases during the second quarter of 2026, higher principal payments under the Citizens Credit Agreement, and increased profit-share payments to TELA Bio, Inc. related to HELIOGEN® sales. These increases were partially offset by lower share repurchases related to employee tax withholding obligations associated with the vesting of equity awards.
Reworded paragraphs (35)
Previous wording
•Net sales were $64 million, a decrease of 35% compared to the prior year period, driven by a 61% decline in Wound sales, partially offset by 15% growth in Surgical sales. Surgical growth was driven by continued adoption of AMNIOFIX®, AMNIOEFFECT®, and our particulate portfolio, as well as contributions from the Company’s distribution agreement with Summit Products Group, namely G4Derm® Plus.
Current wording
•Net sales were $62 million, a decrease of 45% compared to the prior year period.
Previous wording
•We reported a GAAP net loss of $15 million or $0.10 per diluted share, and ended the quarter with $136 million of cash and cash equivalents.
Current wording
•We reported a GAAP net loss of $9 million or $0.06 per diluted share, and ended the quarter with $121 million of net cash, an increase of $2 million compared to the second quarter of 2026.
Previous wording
MIMEDX is a pioneer and leader focused on helping humans heal. The Company has more than a decade and a half of experience developing and commercializing products used in the treatment of a wide range of Surgical and Wound management applications. All of our products sold in the United States are regulated by the U.S. Food & Drug Administration (“FDA”). We apply Current Good Tissue Practices (“CGTP”) and other applicable quality standards in addition to terminal sterilization to produce our allografts.
Current wording
MIMEDX is a pioneer and leader focused on helping humans heal with over a decade and a half of experience developing and commercializing products used in the treatment of a wide range of Surgical and Wound management applications. All of our products sold in the United States are regulated by the FDA. We apply Current Good Tissue Practices (“CGTP”) and other applicable quality standards in addition to terminal sterilization to produce our allografts.
Previous wording
This discussion, which presents our results for the three and six months ended June 30, 2026 and 2025, should be read in conjunction with the unaudited condensed consolidated financial statements and accompanying notes included in this Form 10-Q and the financial statements and accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on February 25, 2026 (the “2025 Form 10-K”).
Current wording
This discussion, which presents our results for the three and nine months ended September 30, 2026 and 2025, should be read in conjunction with the unaudited condensed consolidated financial statements and accompanying notes included in this Form 10-Q and the financial statements and accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on February 25, 2026 (the “2025 Form 10-K”).
Previous wording
Surgical net sales were $39.3 million for the three months ended June 30, 2026, representing an increase of $5.2 million, or 15.1%, compared to $34.1 million for the three months ended June 30, 2025. This increase was primarily driven by continued growth in the AMNIOFIX and AMNIOEFFECT sheet products.
Current wording
Surgical net sales were $40.0 million for the three months ended September 30, 2026, representing an increase of $3.3 million, or 9.1%, compared to $36.6 million for the three months ended September 30, 2025. This increase was primarily driven by continued growth in our AMNIOFIX and AMNIOEFFECT sheet products as well as our particulate portfolio, including HELIOGEN and complemented by contributions from our recently launched G4Derm Plus product.
Previous wording
Wound net sales were $25.1 million for the three months ended June 30, 2026, representing a decrease of $39.4 million or 61.1%, compared to $64.5 million for the three months ended June 30, 2025. This decline was primarily driven by the continued impact of Medicare reimbursement changes effective January 1, 2026, which adversely affected both pricing and sales volumes for these products.
Current wording
Wound net sales were $22.3 million for the three months ended September 30, 2026, representing a decrease of $54.8 million or 71.0%, compared to $77.1 million for the three months ended September 30, 2025. This decrease was primarily driven by the continued impact of Medicare reimbursement changes effective January 1, 2026, which adversely affected both pricing and sales volumes for these products.
Previous wording
Gross profit margin was 69.0% for the three months ended June 30, 2026, compared to 81.1% for the three months ended June 30, 2025. This decline was primarily driven by lower pricing in the Wound business following the Medicare reimbursement changes and higher manufacturing costs.
Current wording
Gross profit margin was 79.8% for the three months ended September 30, 2026, compared to 83.5% for the three months ended September 30, 2025. This decline was primarily driven by lower pricing in the Wound business following the Medicare reimbursement changes and unfavorable sales mix. These impacts were partially offset by lower production costs resulting from our cost reduction initiative and improved production throughput.
Previous wording
Selling, general and administrative (“SG&A”) expense was $59.8 million for the three months ended June 30, 2026, compared to $64.2 million for the three months ended June 30, 2025. The following table shows the composition of this expense between selling and marketing (“S&M”) and general and administrative (“G&A”) components (amounts in thousands):
Current wording
Selling, general and administrative (“SG&A”) expense was $58.3 million for the three months ended September 30, 2026, compared to $69.0 million for the three months ended September 30, 2025. The following table shows the composition of this expense between selling and marketing (“S&M”) and general and administrative (“G&A”) components (amounts in thousands):
Previous wording
Sales and marketing expenses decreased $1.5 million or 3.0%, year over year, primarily driven by lower personnel, travel, and meeting expense resulting from our recent cost reduction initiative, as well as lower commission expense driven by reduced sales. These decreases were offset by bad debt expense, which increased $5.0 million, year over year. This increase is associated with the credit deterioration of certain legacy customers.
Current wording
Sales and marketing expenses decreased $14.1 million or 26.3%, year over year, primarily driven by lower personnel, travel, and meeting expense resulting from our cost reduction initiative and lower commission expense driven by reduced sales.
Previous wording
Research and development (“R&D”) expense was $2.8 million for the three months ended June 30, 2026, representing a decrease of $0.5 million, or 15.9%, compared to $3.3 million for the three months ended June 30, 2025. This decrease was primarily driven by completion of patient activities in our EPIEFFECT study and the results of our cost reduction initiative. These impacts were offset by costs incurred toward our 510(k) submissions.
Current wording
Research and development (“R&D”) expense was $2.8 million for the three months ended September 30, 2026, representing a decrease of $0.9 million, or 24.5%, compared to $3.7 million for the three months ended September 30, 2025. This decrease was primarily driven by lower personnel costs resulting from our cost reduction initiative. Clinical trial costs were comparable year over year, as costs associated with the CHORIOFIX™ randomized controlled trial (“RCT”) were offset by lower costs following the completion of the EPIEFFECT® RCT.
Previous wording
Interest income, net was $0.8 million for the three months ended June 30, 2026, representing an increase of $0.1 million or 6.8% compared to $0.7 million for the three months ended June 30, 2025. The increase was driven by higher average cash balances maintained in the Company’s interest-bearing accounts and a reduction in outstanding debt. These impacts were offset by lower market interest rates.
Current wording
Interest income, net was $0.8 million for the three months ended September 30, 2026, consistent with the three months ended September 30, 2025. Lower interest expense resulting from reduced outstanding debt and lower interest rates on borrowings was largely offset by lower interest income driven by reduced average cash balances and lower yields on the Company’s interest-bearing accounts.
Previous wording
The effective tax rates for the Company were 16.5% and 26.1% for the three months ended June 30, 2026 and June 30, 2025, respectively.
Current wording
The effective tax rates for the Company were 22% and 27% for the three months ended September 30, 2026 and September 30, 2025, respectively.
Previous wording
Note that we generated pre-tax loss for the three months ended June 30, 2026, meaning that decreases in our effective tax rate would be unfavorable for that period. Conversely, we generated pre-tax income for the three months ended June 30, 2025, meaning that decreases in our effective tax rate would favorable for that period.
Current wording
Note that we generated pre-tax loss for the three months ended September 30, 2026, meaning that decreases in our effective tax rate would be unfavorable for that period. Conversely, we generated pre-tax income for the three months ended September 30, 2025, meaning that decreases in our effective tax rate would be favorable for that period.
Previous wording
Surgical net sales were $75.7 million for the six months ended June 30, 2026, representing an increase of $9.4 million, or 14.2%, compared to the six months ended June 30, 2025. This increase was primarily driven by continued growth in the AMNIOFIX and AMNIOEFFECT sheet products.
Current wording
Surgical net sales were $115.6 million for the nine months ended September 30, 2026, representing an increase of $12.7 million, or 12.4%, compared to the nine months ended September 30, 2025. This increase was primarily driven by continued growth in our AMNIOFIX and AMNIOEFFECT sheet products as well as our particulate portfolio, including HELIOGEN and complemented by contributions from G4Derm Plus.
Previous wording
Wound net sales were $47.7 million for the six months ended June 30, 2026, representing a decrease of 72.9 million or 60.4%, compared to the six months ended June 30, 2025. This decrease was primarily driven by the continued impact of Medicare reimbursement changes which adversely affected both pricing and sales volumes for these products.
Current wording
Wound net sales were $70.0 million for the nine months ended September 30, 2026, representing a decrease of $127.6 million or 64.6%, compared to the nine months ended September 30, 2025. This decrease was primarily driven by the continued impact of Medicare reimbursement changes which adversely affected both pricing and sales volumes for these products.
Previous wording
Cost of sales were $20.0 million for the three months ended June 30, 2026, representing an increase of $1.3 million, or 7.0%. compared to $18.7 million for the three months ended June 30, 2025. This increase was primarily driven by increased sales volume and one-time expenses related to our cost reduction initiative.
Current wording
Cost of sales was $49.9 million for the nine months ended September 30, 2026, representing a decrease of $4.0 million, or 7.5%, compared to $54.0 million for the nine months ended September 30, 2025. This decrease was primarily driven by lower Wound sales volume and lower production costs, partially offset by unfavorable sales mix and one-time expenses related to our cost reduction initiative incurred during the second quarter of 2026.
Previous wording
Gross profit margin was 69.7% for the six months ended June 30, 2026 compared to 81.1% for the six months ended June 30, 2025. This decline was driven by lower pricing in the Wound business following the Medicare reimbursement changes and higher manufacturing costs.
Current wording
Gross profit margin was 73.1% for the nine months ended September 30, 2026 compared to 82.0% for the nine months ended September 30, 2025. This decline was primarily driven by lower pricing in the Wound business following the Medicare reimbursement changes, unfavorable sales mix, and a one-time cost reduction initiative expense. These impacts were partially offset by lower production costs resulting from our cost reduction initiative and improved production throughput.
Previous wording
Selling, general and administrative expense was $113.0 million for the six months ended June 30, 2026, compared to $124.1 million for the six months ended June 30, 2025. The following table shows the composition of this expense between selling and marketing (“S&M”) and general and administrative (“G&A”) components (amounts in thousands):
Current wording
Selling, general and administrative expense was $171.3 million for the nine months ended September 30, 2026, compared to $193.1 million for the nine months ended September 30, 2025. The following table shows the composition of this expense between selling and marketing (“S&M”) and general and administrative (“G&A”) components (amounts in thousands):
Previous wording
Sales and marketing expenses decreased $4.4 million or 4.6%, year over year, primarily driven by lower personnel, travel, and meeting expense resulting from our recent cost reduction initiative as well as lower commission expense driven by reduced sales. These decreases were partially offset by bad debt expense, which increased $5.6 million, year over year. This increase is associated with the credit deterioration of certain legacy customers.
Current wording
Sales and marketing expenses decreased $18.5 million or 12.5%, year over year, primarily driven by lower personnel, travel, and meeting expense resulting from our recent cost reduction initiative as well as lower commission expense driven by reduced sales. These decreases were partially offset by bad debt expense associated with the credit deterioration of certain legacy customers, as well as one-time expenses related to our cost reduction initiative incurred during the second quarter of 2026.
Previous wording
General and administrative expenses decreased $6.7 million or 22.8%, year over year, primarily due to the reversal of stock-based compensation expense associated with unvested performance stock unit awards and lower personnel costs. These savings were partially offset by increased legal xpense associated with ongoing legal matters
Current wording
General and administrative expenses decreased $3.3 million or 7.3%, year over year, primarily due to the reversal of stock-based compensation expense associated with unvested performance stock unit awards and lower personnel costs resulting from our cost reduction initiative. These savings were partially offset by increased legal expense associated with ongoing legal matters and costs incurred pursuant to our contemplated acquisition of Sanara MedTech Inc (“Sanara”).
Previous wording
Research and development (“R&D”) expense was $6.9 million for the six months ended June 30, 2026, compared to $6.6 million for the six months ended June 30, 2025. This increase was primarily driven by costs associated with increased enrollment for the EPIEFFECT® randomized controlled trial. These increases were partially offset by lower personnel costs associated with our recent cost reduction activities.
Current wording
Research and development (“R&D”) expense was $9.7 million for the nine months ended September 30, 2026, compared to $10.3 million for the nine months ended September 30, 2025. This decrease was primarily driven by lower personnel costs associated with our recent cost reduction initiative, partially offset by costs associated with increased enrollment for our EPIEFFECT and CHORIOFIX randomized controlled trials.
Previous wording
Interest income, net was $1.7 million for the six months ended June 30, 2026 compared to interest income, net of $1.2 million for the six months ended June 30, 2025, an increase of $0.4 million, or 34%. The increase was driven by higher average cash balances maintained in the Company’s interest-bearing accounts and a reduction in outstanding debt.
Current wording
Interest income, net was $2.4 million for the nine months ended September 30, 2026 compared to interest income, net of $2.0 million for the nine months ended September 30, 2025, an increase of 0.4 million, or 20.7%. The increase was driven by higher average cash balances maintained in the Company’s interest-bearing accounts, a reduction in outstanding debt, and lower interest rates on outstanding borrowings.
Previous wording
The effective tax rates for the Company were 22.4% and 23.0% for the six months ended June 30, 2026 and 2025, respectively.
Current wording
The effective tax rates for the Company were 22% and 25% for the nine months ended September 30, 2026 and 2025, respectively.
Previous wording
Note that we generated pre-tax loss for the six months ended June 30, 2026, meaning that decreases in our effective tax rate would be unfavorable for that period. Conversely, we generated pre-tax income for the six months ended June 30, 2025, meaning that decreases in our effective tax rate would favorable for that period.
Current wording
Note that we generated pre-tax loss for the nine months ended September 30, 2026, meaning that decreases in our effective tax rate would be unfavorable for that period. Conversely, we generated pre-tax income for the nine months ended September 30, 2025, meaning that decreases in our effective tax rate would be favorable for that period.
Previous wording
The effective tax rate for the six months ended June 30, 2025 was favorably impacted by windfall on restricted stock vestings. This favorability was offset by the deduction limitations on executive compensation.
Current wording
The effective tax rate for the nine months ended September 30, 2025 was favorably impacted by greater stock-based compensation deductions for tax. This favorability was offset by certain deduction limitations.
Previous wording
Cash used in operating activities was $8.1 million during the six months ended June 30, 2026, representing a decrease of $27.9 million, compared to cash provided by operating activities of $19.7 million for the six months ended June 30, 2025. This decrease was primarily attributable to lower cash collections associated with reduced sales, annual incentive compensation payments made during the first quarter of 2026, and cost reduction initiative-related severance payments made during the second quarter of 2026. These impacts were partially offset by lower operating expenditures resulting from the Company’s ongoing cost reduction initiative.
Current wording
Cash used in operating activities was $4.2 million during the nine months ended September 30, 2026, representing a decrease of $53.3 million, compared to cash provided by operating activities of $49.0 million for the nine months ended September 30, 2025. This decrease was primarily attributable to lower cash collections associated with reduced sales, higher annual incentive compensation payments made during the first quarter of 2026, and cost reduction initiative-related severance payments made during the second quarter of 2026. These impacts were partially offset by lower operating expenditures resulting from the Company’s ongoing cost reduction initiative and lower commission payments.
Previous wording
Cash used for investing activities was $6.3 million during the six months ended June 30, 2026, compared to $1.3 million for the six months ended June 30, 2025. This increase reflects a $5.0 million payment to acquire exclusive distribution rights for RegenKit®‑Wound Gel.
Current wording
Cash used for investing activities was $6.5 million during the nine months ended September 30, 2026, compared to $6.6 million for the nine months ended September 30, 2025. Cash used during the 2026 period primarily consisted of a $5.0 million payment associated with the acquisition of exclusive distribution rights for RegenKit®‑Wound Gel.
Previous wording
We require capital for our operating activities, including costs associated with the sale of product through direct and indirect sales channels, research and development activities, compliance costs, costs to sell and market our products, regulatory fees, and legal and consulting fees in connection with ongoing litigation and other matters. We generally fund our operating capital requirements through our operating activities and cash reserves. We expect to use capital to invest in the broadening of our product portfolio, including through potential acquisitions, licensing agreements or other arrangements, the international expansion of our business and certain capital projects.
Current wording
We require capital for our operating activities, including costs associated with the sale of product through direct and indirect sales channels, research and development activities, compliance costs, costs to sell and market our products, regulatory fees, and legal and consulting fees in connection with ongoing litigation and other matters. We generally fund our operating capital requirements through our operating activities and cash reserves. We expect to use capital to invest in the broadening of our product portfolio, including through potential acquisitions, licensing agreements or other arrangements, the international expansion of our business and certain capital projects. In addition, we will require approximately $303 million of cash to
Previous wording
As of June 30, 2026, we had $135.8 million of cash and cash equivalents, total current assets of $205.4 million and total current liabilities of $38.5 million. We had $17.3 million of long term debt outstanding and $75.0 million of availability under our Revolving Credit Facility.
Current wording
As of September 30, 2026, we had $120.8 million of cash and cash equivalents, total current assets of $187.2 million and total current liabilities of $43.0 million. We had no long term debt outstanding and $75.0 million of availability under our Revolving Credit Facility, subject to the terms of the covenant waiver described below.
Previous wording
On January 19, 2024, the Company entered into the Citizens Credit Agreement, which provided the Company with a $75.0 million Revolving Credit Facility and $20.0 million Term Loan Facility. We had no outstanding borrowings under the Revolving Credit Facility facility as of June 30, 2026. The Term Loan Facility matures on January 19, 2029.
Current wording
On January 19, 2024, the Company entered into a Credit Agreement (the “Citizens Credit Agreement”) with Citizens Bank, N.A. and Bank of America, N.A. (collectively, the “Lenders”), which provided the Company with a $75.0 million Revolving Credit Facility and $20.0 million Term Loan Facility.
Previous wording
As of June 30, 2026, the Company has $17.3 million of principal outstanding on the Term Loan Facility that bears interest at 6.0% and no borrowings outstanding under the Revolving Credit Facility.
Current wording
As of September 30, 2026, the Company had no remaining principal outstanding on the Term Loan Facility and no borrowings outstanding under the Revolving Credit Facility. In connection with the execution and delivery of definitive documentation with respect to the Hayfin Term Loan once funded in connection with the closing of the Acquisition (each as defined below), we expect that the Citizens Credit Agreement will be terminated and any amounts outstanding will be repaid in full.
Previous wording
During the three and six months ended June 30, 2026, we repurchased 3.5 million shares on the open market for $12.7 million. Pursuant to the terms of the Share Repurchase Plan, we have $87.3 million of authorized purchase capacity as of June 30, 2026.
Current wording
During the nine months ended September 30, 2026, we repurchased 3.5 million shares on the open market for $12.7 million. Pursuant to the terms of the Share Repurchase Plan, we have $87.3 million of authorized purchase capacity as of September 30, 2026.
Previous wording
There were no significant changes to our contractual obligations during the six months ended June 30, 2026 from those disclosed in the section Item 7, “Management’s Discussion and Analysis of Financial Condition and Results from Operations”, in the 2025 Form 10-K.
Current wording
Other than the pending Acquisition, the debt financing commitment and related Ticking Fee obligations described above under“Merger Agreement and Debt Financing Commitment” and the repayment of the Term Loan Facility under the Citizens Credit Agreement, there were no significant changes to our contractual obligations during the nine months ended September 30, 2026 from those disclosed in the section Item 7, “Management’s Discussion and Analysis of Financial Condition and Results from Operations”, in the 2025 Form 10-K.
Previous wording
Write-offs of associated receivables cause us to reduce the allowance and do not impact the consolidated statement of operations in the period in which it occurs. Other revisions to the reserve, which reflect changes in our expectations in credit losses, are accounted for prospectively as credit loss expense or reversal.
Current wording
Write-offs of associated receivables cause us to reduce the allowance and only impact the consolidated statement of operations in the period in which it occurs to the extent that the receivable was not fully reserved at the time of write-off. Other revisions to the reserve, which reflect changes in our expectations in credit losses, are accounted for prospectively as credit loss expense or reversal.
Previous wording
We have reserved $14.8 million for credit losses against a gross accounts receivable balance of $56.1 million as of June 30, 2026. Subsequent deviations in customer collection patterns relative to historical norms, as well significant, customer-specific changes in facts and circumstances could cause us to materially revise our allowance for credit losses. Such changes will result in the reflection of credit loss expense or reversal in the period such changes are identified.
Current wording
We have reserved $14.1 million for credit losses against a gross accounts receivable balance of $51.4 million as of September 30, 2026. Subsequent deviations in customer collection patterns relative to historical norms, as well as significant, customer-specific changes in facts and circumstances could cause us to materially revise our allowance for credit losses. Such changes will result in the reflection of credit loss expense or reversal in the period such changes are identified.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
◦Our Surgical franchise, which accounted for 64% of our net sales, delivered 9% growth in the quarter. Surgical growth was driven by continued adoption of AMNIOFIX®, AMNIOEFFECT®, and our particulate portfolio, as well as contributions from G4Derm® Plus.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
General and administrative expenses decreased $2.9 million or 17.9% year over year, primarily due to lower personnel expense resulting from our recent cost reduction initiative. This decrease was partially offset by increased legal expense associated with ongoing legal matters.