ANGIODYNAMICS INC

Previous wording

This quarterly report on Form 10-Q, including the sections entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements regarding AngioDynamics' expected future financial position, results of operations, cash flows, business strategy, budgets, projected costs, capital expenditures, products, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include the words such as "expects," "reaffirms," "intends," "anticipates," "plans," "believes," "seeks," "estimates," "projects," "optimistic," or variations of such words and similar expressions, are forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties. Investors are cautioned that actual events or results may differ materially from AngioDynamics' expectations, expressed or implied. Factors that may affect the actual results achieved by AngioDynamics include, without limitation, the ability of AngioDynamics to develop its existing and new products, technological advances and patents attained by competitors, infringement of AngioDynamics' technology or assertions that AngioDynamics' technology infringes the technology of third parties, the ability of AngioDynamics to effectively compete against competitors that have substantially greater resources, future actions by the FDA or other regulatory agencies, domestic and foreign health care reforms and government regulations, results of pending or future clinical trials, overall economic conditions (including inflation, labor shortages and supply chain challenges including the cost and availability of raw materials), the results of on-going litigation, challenges with respect to third-party distributors or joint venture partners or collaborators, the results of sales efforts, the effects of product recalls and product liability claims, changes in key personnel, the ability of AngioDynamics to execute on strategic initiatives, the effects of economic, credit and capital market conditions, general market conditions, market acceptance, foreign currency exchange rate fluctuations, the effects on pricing from group purchasing organizations and competition, the ability of AngioDynamics to obtain regulatory clearances or approval of its products, or to integrate acquired businesses. Other risks and uncertainties include, but are not limited to, the factors described from time to time in our reports filed with the Securities and Exchange Commission (the "SEC").

Current wording

This quarterly report on Form 10-Q, including the sections entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements regarding AngioDynamics' expected future financial position, results of operations, cash flows, business strategy, budgets, projected costs, capital expenditures, products, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include the words such as "expects," "reaffirms," "intends," "anticipates," "plans," "believes," "seeks," "estimates," "projects," "optimistic," or variations of such words and similar expressions, are forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties. Investors are cautioned that actual events or results may differ materially from AngioDynamics' expectations, expressed or implied. Factors that may affect the actual results achieved by AngioDynamics include, without limitation, the ability of AngioDynamics to develop its existing and new products, technological advances and patents attained by competitors, infringement of AngioDynamics' technology or assertions that AngioDynamics' technology infringes the technology of third parties, the ability of AngioDynamics to effectively compete against competitors that have substantially greater resources, future actions by the FDA or other regulatory agencies, domestic and foreign health care reforms and government regulations, results of pending or future clinical trials, overall economic conditions (including inflation, tariffs, labor shortages and supply chain challenges including the cost and availability of raw materials), the results of on-going litigation, challenges with respect to third-party distributors or joint venture partners or collaborators, the results of sales efforts, the effects of product recalls and product liability claims, changes in key personnel, the ability of AngioDynamics to execute on strategic initiatives, the effects of economic, credit and capital market conditions, general market conditions, market acceptance, foreign currency exchange rate fluctuations, the effects on pricing from group purchasing organizations and competition, the ability of AngioDynamics to obtain regulatory clearances or approval of its products, or to integrate acquired businesses. Other risks and uncertainties include, but are not limited to, the factors described from time to time in our reports filed with the Securities and Exchange Commission (the "SEC").

Previous wording

AngioDynamics is a leading and transformative medical technology company focused on restoring healthy blood flow in the body's vascular system, expanding cancer treatment options and improving quality of life for patients. We design, manufacture and sell a wide range of medical, surgical and diagnostic devices used by professional healthcare providers for vascular access, for the treatment of peripheral vascular disease and for use in oncology and surgical settings. Our devices are generally used in minimally invasive, image-guided procedures. Many of our products are intended to be used once and then discarded, or they may be temporarily implanted for short- or long-term use.

Current wording

AngioDynamics is a dynamic, diversified medical technology company committed to expanding treatment options and improving patient outcomes and quality of life by focusing on cardiovascular disease and cancer. Our execution strategy is built on innovative R&D, clinical and regulatory pathway expansion and customer centric sales performance. We design, manufacture and sell a wide range of medical, surgical and diagnostic devices used by professional healthcare providers for vascular access, for the treatment of peripheral vascular disease and for use in oncology and surgical settings. Our devices are generally used in minimally invasive, image-guided procedures. Many of our products are intended to be used once and then discarded, or they may be temporarily implanted for short- or long-term use.

Previous wording

We sell our products in the United States primarily through a direct sales force, and outside the U.S. through a combination of direct sales and distributor relationships. Our end users include interventional radiologists, interventional cardiologists, vascular surgeons, urologists, interventional and surgical oncologists and critical care nurses. We expect our businesses to grow in both sales and profitability by expanding geographically, penetrating new markets, introducing new products and increasing our presence internationally.

Current wording

We sell our products in the United States primarily through a direct sales force, and outside the U.S. mainly through distributor relationships. Our end users include interventional radiologists, interventional cardiologists, vascular surgeons, urologists, interventional and surgical oncologists and critical care nurses. We expect our businesses to grow in both sales and profitability by expanding geographically, penetrating new markets, introducing new products and increasing our presence internationally.

Previous wording

The current macroeconomic environment continues to impact our business and may continue to pose future risks. The Company's ability to manufacture products, the reliability of our supply chain, labor shortages, backlog and inflation (including the cost and availability of raw materials, direct labor and shipping) have impacted our business, trends that may continue. Accordingly, management continues to evaluate the Company’s liquidity position, communicate with and monitor the actions of our customers and suppliers, and review our near-term financial performance.

Current wording

The current macroeconomic environment continues to impact our business and may continue to pose future risks. The Company's ability to manufacture products, the reliability of our supply chain, labor shortages, backlog, inflation (including the cost and availability of raw materials, direct labor and shipping) and tariffs have impacted our business, trends that may continue. Accordingly, management continues to evaluate the Company’s liquidity position, communicate with and monitor the actions of our customers and suppliers, and review our near-term financial performance.

Previous wording

In evaluating the operating performance of our business, management focuses on company-wide and segment revenue and gross margin and company-wide operating income, earnings per share and cash flow from operations. A summary of these key financial metrics for the three and nine months ended February 28, 2025 compared to the three and nine months ended February 29, 2024 are as follows:

Current wording

In evaluating the operating performance of our business, management focuses on company-wide and segment revenue and gross margin and company-wide operating income, earnings per share and cash flow from operations. A summary of these key financial metrics for the three months ended August 31, 2025 compared to the three months ended August 31, 2024 are as follows:

Previous wording

•Med Tech gross profit increased 110 bps to 62.5% and Med Device gross profit increased 690 bps to 47.4%

Current wording

•Med Tech gross margin decreased 110 bps to 62.2% and Med Device gross margin increased 120 bps to 49.3%

Previous wording

•Net loss decreased by $183.3 million to $4.4 million

Current wording

•Net loss decreased by $1.9 million to $10.9 million

Previous wording

•Loss per share decreased by $4.56 to $0.11

Current wording

•Loss per share decreased by $0.05 to $0.26

Previous wording

For the three months ended February 28, 2025, the Company reported net loss of $4.4 million, or diluted loss per share of $0.11, on net sales of $72.0 million, compared with a net loss of $187.7 million, or diluted loss per share of $4.67, on net sales of $75.2 million during the same quarter of the prior year. For the nine months ended February 28, 2025, the Company reported net loss of $27.9 million, or diluted loss per share of $0.68, on net sales of $212.3 million, compared with a net loss of $170.9 million, or diluted loss per share of $4.26, on net sales of $232.9 million during the same quarter of the prior year.

Current wording

For the three months ended August 31, 2025, the Company reported net loss of $10.9 million, or diluted loss per share of $0.26, on net sales of $75.7 million, compared with a net loss of $12.8 million, or diluted loss per share of $0.31, on net sales of $67.5 million during the same quarter of the prior year.

Previous wording

The Med Tech segment net sales increased $5.5 million and $13.8 million for the three and nine months ended February 28, 2025 compared to the three and nine months ended February 29, 2024, respectively. The change in sales for both periods was primarily driven by:

Current wording

The Med Tech segment net sales increased $7.3 million for the three months ended August 31, 2025 compared to the same period in the prior year. The change in sales from the prior year was primarily driven by:

Previous wording

•Increased Auryon sales of $2.0 million and $7.2 million compared to the same period in the prior year, respectively;

Current wording

•Increased Auryon sales of $2.7 million;

Previous wording

•Increased sales of the thrombus management platform of $3.3 million and $6.8 million compared to the same period in the prior year, respectively. This was driven by an increase in AngioVac and AlphaVac sales of $3.1 million and $6.3 million compared to the same periods in the prior year, respectively, and an increase in thrombolytic sales of $0.2 million and $0.5 million compared to the same periods in the prior year, respectively; and

Current wording

•Increased sales of the thrombus management platform of $3.2 million, which was driven by an increase in AngioVac and AlphaVac sales of $3.3 million and was partially offset by a decrease in thrombolytic sales of $0.1 million; and

Previous wording

•Increased NanoKnife sales of $0.3 million and $0.2 million compared to the same period in the prior year, respectively, which was driven by increased disposable sales offset by decreased capital sales.

Current wording

•Increased NanoKnife sales of $1.4 million, which was driven by increased disposable sales.

Previous wording

•Increased sales of Core and Microwave products of $0.7 million and $0.4 million, respectively, which was partially offset by decreased sales of Venous, Ports and Oncology products of $0.2 million, $0.2 million and $0.3 million, respectively.

Current wording

•Increased sales of Venous, Core and Oncology products of $0.7 million, $1.0 million and $0.2 million, respectively, which was partially offset by decreased sales of Ports and Microwave of $0.7 million and $0.2 million, respectively.

Previous wording

Gross profit - Gross profit consists of net sales less the cost of goods sold, which includes the costs of materials, products purchased from third parties and sold by us, manufacturing personnel, royalties, freight, business insurance, depreciation of property and equipment and other manufacturing overhead, exclusive of intangible amortization.

Current wording

Gross margin - Gross margin consists of net sales less the cost of goods sold, which includes the costs of materials, products purchased from third parties and sold by us, manufacturing personnel, royalties, freight, business insurance, depreciation of property and equipment and other manufacturing overhead, exclusive of intangible amortization.

Previous wording

•Sales volume, price and product mix, which positively impacted gross profit by $5.4 million and $12.9 million, respectively;

Current wording

•Sales volume, price and product mix, which positively impacted gross margin by $6.6 million;

Previous wording

•Incremental depreciation and other expense on placement units of $0.6 million and $1.9 million, respectively.

Current wording

•Incremental depreciation on placement units of $0.6 million.

Previous wording

•Sales volume, production volume and other incentives and costs, which negatively impacted gross profit by $1.1 million and $3.5 million, respectively;

Current wording

•Sales volume and production volume, which negatively impacted gross margin by $1.1 million; and

Previous wording

Research and development expense - Research and development (“R&D”) expense includes internal and external costs to develop new products, enhance existing products, validate new and enhanced products, and manage clinical, regulatory and medical affairs.

Current wording

Research and development expense - R&D expense includes internal and external costs to develop new products, enhance existing products, validate new and enhanced products, and manage clinical, regulatory and medical affairs.

Previous wording

•Compensation and benefits expenses, which increased $0.3 million and $0.5 million, respectively.

Current wording

•Compensation and benefits expenses, which increased $0.1 million.

Previous wording

•Compensation and benefits expense, which decreased by $0.1 million and $2.5 million, respectively;

Current wording

•Compensation and benefits expense, which increased by $1.8 million;

Previous wording

•Consulting and other selling expenses, which increased $0.1 million for both periods.

Current wording

•Consulting and other selling expenses, which increased $0.6 million; and

Previous wording

•Trade shows, subscriptions and other marketing expenses, which increased $0.1 million and $0.9 million, respectively; and

Current wording

•Trade shows, subscriptions and other marketing expenses, which increased $0.1 million.

Previous wording

•Compensation and benefits expenses, which increased $0.7 million and $1.7 million, respectively;

Current wording

•Compensation and benefits expenses, which increased $2.3 million;

Previous wording

•Outside consultant spend, which decreased $0.2 million for the three months ended February 28, 2025 and increased $1.1 million for the nine months ended February 28, 2025, compared to the three and nine months ended February 29, 2024, respectively; and

Current wording

•Other outside consultant spend, which decreased $0.3 million; and

Previous wording

•Depreciation and other corporate expenses, which decreased $0.5 million and $1.6 million, respectively.

Current wording

•Depreciation and other corporate expenses, which decreased $0.4 million.

Previous wording

•The change in the fair value for the three and nine months ended February 28, 2025 is related to the Eximo contingent consideration.

Current wording

•The change in the fair value for the three months ended August 31, 2025 is related to the Eximo contingent consideration. The final milestone associated with the contingent consideration was reached during the third quarter of fiscal year 2025 and was paid during the fourth quarter of fiscal year 2025.

Previous wording

Acquisition, restructuring and other items, net, decreased by $32.1 million and $31.3 million for the three and nine months ended February 28, 2025, compared to the three and nine months ended February 29, 2024, respectively. The change for both periods was primarily driven by:

Current wording

Acquisition, restructuring and other items, net, decreased by $1.6 million for the three months ended August 31, 2025, compared to the same period in the prior year. The change from the prior year was primarily driven by:

Previous wording

•Legal expense, related to litigation that is outside of the normal course of business, which decreased $23.3 million and $30.0 million, respectively, was driven by the $19.3 million settlement between the Company and BD in the prior year;

Current wording

•Legal expense, related to litigation that is outside of the normal course of business, which decreased $0.3 million;

Previous wording

•Plant closure expense, related to the restructuring of our manufacturing footprint which was announced on January 5, 2024, which decreased $2.3 million for the three months ended February 28, 2025 compared to the three months ended February 29, 2024 and increased $5.7 million for the nine months ended February 28, 2025 compared to the nine months ended February 29, 2024;

Current wording

•Plant closure expense, related to the restructuring of our manufacturing footprint which was announced on January 5, 2024, which decreased $1.2 million;

Previous wording

•Transaction services agreements that were entered into as a result of the divestiture of the PICCs, Midline, dialysis and BioSentry businesses. The increase in the fees invoiced was $0.1 million and $0.8 million, respectively;

Current wording

•Transaction services agreements that were entered into as a result of the divestiture of the PICCs, Midline, dialysis and BioSentry businesses. The decrease in the fees invoiced was $0.2 million; and

Previous wording

•Other expense, mainly severance associated with organizational changes, which increased $0.3 million for the nine months ended February 28, 2025 compared to the nine months ended February 29, 2024.

Current wording

•Other expenses, mainly severance associated with organizational changes, which decreased $0.2 million.

Previous wording

Other income, net - Other expenses include interest expense, foreign currency impacts and bank fees.

Current wording

Other expense, net - Other expenses include interest expense, foreign currency impacts and bank fees.

Previous wording

Our effective tax rate including discrete items for the three months ended February 28, 2025 and February 29, 2024 was 0.0% and 6.0%, respectively. Our effective tax rate including discrete items for the nine months ended February 28, 2025 and February 29, 2024 was (0.1)% and 3.7%, respectively. In fiscal year 2025, the Company’s effective tax rate differs from the U.S. statutory rate primarily due to the impact of the valuation allowance, foreign taxes, and other non-deductible permanent items (such as non-deductible meals and entertainment, Section 162(m) excess compensation and non-deductible stock-based compensation).

Current wording

Our effective tax rate including discrete items for the three months ended August 31, 2025 and August 31, 2024 was (0.6)% and (1.1)%, respectively. In fiscal year 2026, the Company’s effective tax rate differs from the U.S. statutory rate primarily due to the impact of the valuation allowance, foreign taxes, and other non-deductible permanent items (such as non-deductible meals and entertainment, Section 162(m) excess compensation and non-deductible stock-based compensation).

Previous wording

Our cash and cash equivalents totaled $44.8 million as of February 28, 2025, compared with $76.1 million as of May 31, 2024. As of February 28, 2025 and May 31, 2024 the Company did not have any outstanding debt. The fair value of contingent consideration liability as of February 28, 2025 and May 31, 2024, was $5.0 million and $4.7 million, respectively.

Current wording

Our cash and cash equivalents totaled $38.8 million as of August 31, 2025, compared with $55.9 million as of May 31, 2025. As of August 31, 2025 and May 31, 2025 the Company did not have any outstanding debt.

Previous wording

During the nine months ended February 28, 2025 and February 29, 2024, cash flows consisted of the following:

Current wording

During the quarters ended August 31, 2025 and 2024, cash flows consisted of the following:

Previous wording

•Net loss of $27.9 million and $170.9 million, respectively, plus the non-cash items, primarily driven by depreciation and amortization and stock based compensation, along with the changes in working capital below, contributed to cash used in operations of $28.9 million and $33.2 million, respectively, for these periods.

Current wording

•Net loss of $10.9 million and $12.8 million, respectively, plus the non-cash items, primarily driven by depreciation and amortization and stock based compensation, along with the changes in working capital below, contributed to cash used in operations of $15.9 million and $18.3 million, respectively, for these periods.

Previous wording

•For the period ended February 29, 2024, working capital was unfavorably impacted by increased inventory and prepaid expenses of $6.8 million and $7.6 million, respectively. This was offset by decreased accounts receivable of $2.3 million and increased accounts payable, accrued liabilities and other liabilities of $16.7 million.

Current wording

•For the period ended August 31, 2025, working capital was unfavorably impacted by decreased accounts payable, accrued liabilities and other liabilities of $10.7 million, along with increased inventory and prepaid expenses of$0.2 million and $5.5 million, respectively. This was partially offset by decreased accounts receivable of$0.1 million.

Previous wording

•For the period ended February 28, 2025, working capital was unfavorably impacted by decreased accounts payable, accrued liabilities and other liabilities of $18.5 million, along with increased accounts receivable, inventory and prepaid expenses of$0.4 million, $2.5 million and $9.5 million, respectively.

Current wording

•For the period ended August 31, 2024, working capital was unfavorably impacted by decreased accounts payable, accrued liabilities and other liabilities of $15.0 million, along with increased inventory and prepaid expenses of $4.1 million and $0.8 million, respectively. This was partially offset by decreased accounts receivable of$3.8 million.

Previous wording

•$3.7 million and $2.0 million, respectively, of cash was used for fixed asset additions;

Current wording

•$0.7 million and $1.1 million, respectively, of cash was used for fixed asset additions; and