LivaNova PLC
For the period ended Mar 31, 2026. Filed May 6, 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.
Mar 31, 2026 · Filed May 6, 2026
LIVN$89.99-1.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001639691-25-000150
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0001639691-26-000035
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 87 previous paragraphs and 70 current paragraphs.
36 unchanged; 29 reworded; 5 added; 22 removed; 0 previous and 0 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 (5)
Current report
The Neuromodulation segment also includes devices for the treatment of OSA, which are designed to stimulate the hypoglossal nerve and activate specific tongue and palate muscles to help keep the airway open during sleep. On March 18, 2026, the FDA granted PMA for the aura6000 System for the treatment of adult patients with moderate to severe OSA who have failed, do not tolerate, or are ineligible for first-line therapies, such as positive airway pressure.
Current report
Cost of sales as a percentage of net revenue was 32.7% for the three months ended March 31, 2026, representing an increase of 1.0 percentage points compared to the three months ended March 31, 2025, primarily due to unfavorable product mix.
Current report
SG&A expense as a percentage of net revenue was 39.6% for the three months ended March 31, 2026, representing a decrease of 1.2 percentage points compared to the three months ended March 31, 2025, primarily driven by fixed cost leverage.
Current report
R&D expense as a percentage of net revenue was 16.2% for the three months ended March 31, 2026, representing an increase of 4.2 percentage points compared to the three months ended March 31, 2025, primarily due to $8.9 million of higher expense from the net unfavorable change in fair value of the milestone-based contingent consideration arrangement associated with the ImThera acquisition, as well as a $5.5 million increase in costs associated with the design and development of neurostimulation devices for treating OSA.
Current report
Cash used in financing activities for the three months ended March 31, 2026 increased $89.8 million, compared to the same prior year period, primarily resulting from the January 2026 early repayment of the Term Facilities.
Removed paragraphs (22)
Previous report
Cybersecurity Incident
Previous report
As previously disclosed, in November 2023, LivaNova detected a cybersecurity incident that resulted in a disruption of portions of the Company’s information technology systems. As a result, the Company engaged external cybersecurity experts, coordinated with law enforcement, implemented remediation measures, and notified affected individuals and regulators as required by applicable law. The incident was contained, and the Company’s mitigation efforts are considered complete. For further discussion on legal and regulatory developments, refer to “Note 5. Commitments and Contingencies” in the condensed consolidated financial statements in this Report.
Previous report
Through September 30, 2025, LivaNova incurred direct costs totaling $13.1 million in connection with this cybersecurity incident, including $0.1 million and $2.5 million for the three months ended September 30, 2025 and 2024, respectively, and $1.5 million and $8.2 million for the nine months ended September 30, 2025 and 2024, respectively. The total direct costs incurred primarily include external cybersecurity expert and legal fees, system restoration costs, and $1.2 million related to a class action settlement, and do not include business interruption losses. The Company may incur additional costs related to this incident in the future. LivaNova maintains insurance, including cyber insurance, which is subject to certain retentions and policy limitations that will likely limit the amount that the insurers may reimburse the Company. LivaNova has filed claims for insurance reimbursement of direct costs and business interruption losses related to this incident and has submitted additional claims and supplemental requests for reimbursement as new costs have been incurred. Through September 30, 2025, LivaNova has received $9.6 million, including $6.2 million in reimbursement of direct costs and $3.4 million in reimbursement of business interruption losses. For the nine months ended September 30, 2025, LivaNova received $1.2 million in reimbursement of direct costs. The Company’s insurance coverage may be insufficient to cover all costs and expenses related to this cybersecurity incident or may be unavailable to cover all costs and expenses related to this cybersecurity incident.
Previous report
Epilepsy
Previous report
In June 2025, the Company announced the completion of the CORE-VNS study, evaluating comprehensive outcomes of real-world evidence for more than 800 people with drug-resistant epilepsy treated with VNS Therapy worldwide. With the clinical study report now complete, the final 36-month data further validate the effectiveness of VNS Therapy for severe focal seizures in both children and adults with DRE and demonstrate early and lasting outcomes of adjunctive VNS Therapy on severe focal seizures in pediatric and adult patients. Additionally, LivaNova announced that 24-month data on generalized tonic-clonic seizures in people with DRE from the CORE-VNS three-year study have been published in Epilepsia.
Previous report
Obstructive Sleep Apnea
Previous report
The Neuromodulation segment is also engaged in the development and management of clinical testing for LivaNova’s aura6000 System for treating OSA. The aura6000 device stimulates the hypoglossal nerve, which engages specific tongue and palate muscles to open the airway while a patient sleeps.
Previous report
In May 2025, the Company announced the 12-month top-line data from its OSPREY clinical trial, evaluating outcomes with the aura6000 System for the treatment of moderate to severe OSA. At 12 months of therapy, the treatment arm responder rate was 65%, with responders defined as those who realized at least a 50% improvement from the baseline AHI and an AHI value below 20. When comparing baseline median values to six and 12 months of therapy (assessed at the seven- and 13-month follow-up visits, respectively), OSPREY subjects showed significant reductions in AHI and ODI over time. Further, after 12 months of treatment, OSPREY subjects in the device stimulation group experienced clinically meaningful improvements in the Epworth Sleepiness Scale and the Functional Outcomes of Sleep Questionnaire.
Previous report
Depression
Previous report
The Neuromodulation segment also includesthe VNS Therapy System for the adjunctive treatment of chronic or recurrent depression for patients 18 years or older who are experiencing a major depressive episode and have not had an adequate response to four or more antidepressant treatments. LivaNova initiated the RECOVER clinical study, a CMS-approved, double-blind, randomized, placebo-controlled trial, in connection with its request that CMS reconsider its previous non-coverage determination.
Previous report
In June 2024, the Company announced the preliminary results for the unipolar patient cohort of the RECOVER clinical study, assessing the use of VNS Therapy for TRD. The study did not meet its primary endpoint for the unipolar cohort; however, statistical significance and clinically meaningful benefit were achieved in select secondary endpoints as detailed in two articles published in a peer-reviewed journal in December 2024. Three subsequent peer-reviewed articles, published between March and July 2025, evaluated the sensitivity of symptom measures and demonstrated that symptoms, daily function, and quality of life, taken together as a composite or “tripartite” measure, present a more complete picture of treatment effectiveness in patients with DTD and can inform clinical decision-making by identifying patient features that may be associated with greater benefit from adjunctive active VNS Therapy, such as patients who received prior interventional treatments. Together, the Company believes these articles support the use of VNS Therapy in patients with DTD.
Previous report
In June 2025, the Company announced that it had initiated the process with CMS to seek reconsideration of national Medicare coverage for VNS Therapy in unipolar patients with TRD.
Previous report
Cost of sales as a percentage of net revenue was 31.6% and 31.8% for the three and nine months ended September 30, 2025, respectively, representing increases of 1.1 and 0.4 percentage points compared to the three and nine months ended September 30, 2024, respectively, primarily resulting from accruals related to increases in the fair value of the ImThera sales-based contingent consideration arrangement of $1.2 million and $3.1 million for the three- and nine-month comparative periods, respectively, as well as unfavorable product mix.
Previous report
SG&A expense as a percentage of net revenue was 38.7% and 39.5% for the three and nine months ended September 30, 2025, respectively, representing decreases of 1.4 and 1.1 percentage points compared to the three and nine months ended September 30, 2024, respectively, primarily due to the decline in costs associated with the November 2023 cybersecurity incident and the impact of related insurance recoveries.
Previous report
R&D expense as a percentage of net revenue was 13.6% and 13.0% for the three and nine months ended September 30, 2025, respectively, representing decreases of 1.7 and 1.9 percentage points compared to the three and nine months ended September 30, 2024, respectively, primarily due to reductions in costs associated with the Company’s DTD program of $9.7 million and $19.1 million, respectively.
Previous report
Other Operating Expense
Previous report
Other operating expense primarily consists of charges related to LivaNova’s 3T Heater-Cooler device litigation provision and restructuring expense.
Previous report
Other operating expense as a percentage of net revenue was 1.0% and 0.4% for the three and nine months ended September 30, 2025, respectively, representing decreases of 1.9 and 2.8 percentage points compared to the three and nine months ended September 30, 2024, respectively. The decreases were due to decreases of $4.0 million and $12.4 million in the amount recorded for the litigation provision related to LivaNova’s 3T Heater-Cooler device for the three- and nine-month comparative periods, respectively, as well as decreases of $1.5 million and $13.0 million in restructuring costs associated with the 2024 Restructuring Plan for the same periods. For additional information, please refer to “Note 5. Commitments and Contingencies” in the condensed consolidated financial statements in this Report.
Previous report
Loss on Debt Extinguishment
Previous report
For the nine months ended September 30, 2025, LivaNova incurred a loss on debt extinguishment of $2.7 million associated with the write-off of unamortized debt issuance costs in connection with the early repayment of $200 million on principal borrowings under the Term Facilities in May 2025. For the nine months ended September 30, 2024, LivaNova incurred a loss on debt extinguishment of $25.5 million in connection with the 2025 Notes Repurchase Transaction in March 2024.
Previous report
LivaNova is subject to income taxes as well as non-income-based taxes in the U.S., the UK, the EU, and various other jurisdictions. LivaNova will continue to monitor developments globally that may impact the Company’s operations.
Previous report
Cash used in financing activities for the nine months ended September 30, 2025 increased by $244.8 million compared to the same prior year period, primarily due to a decrease in proceeds from net debt borrowings and repayments of $255.3 million, partially offset by the payment of $13.8 million related to the ALung contingent consideration arrangement in the prior year period.
Reworded paragraphs (29)
Previous wording
LivaNova PLC is a market-leading global medical technology company. The Company designs, develops, manufactures, markets, and sells products and therapies that are consistent with LivaNova’s mission to provide hope for patients and their families through medical technologies, delivering life-changing solutions in select neurological and cardiac conditions. LivaNova is a public limited company organized under the laws of England and Wales and is headquartered in London, England. LivaNova’s ordinary shares are listed for trading on the Nasdaq under the symbol “LIVN.”
Current wording
LivaNova PLC is a market-leading global medical technology company. The Company designs, develops, manufactures, markets, and sells products, therapies, and services that are consistent with LivaNova’s mission to “create ingenious medical solutions that ignite patient turnarounds.” LivaNova is a public limited company organized under the laws of England and Wales and is headquartered in London, England. LivaNova’s ordinary shares are listed for trading on the Nasdaq under the symbol “LIVN.”
Previous wording
The current macroeconomic environment, including FX volatility, inflationary pressures, and geopolitical instability, and global supply chain challenges have impacted and may continue to impact LivaNova’s business, results of operations, cash flows, and financial condition. Furthermore, LivaNova continues to experience logistical, capacity, and labor constraints. However, to date, the Company’s supply of raw materials and the production and distribution of finished products have not been materially affected. The Company continues to respond to such challenges. While LivaNova has business continuity plans in place, the impact of the ongoing challenges the Company is navigating, along with their potential escalation, may adversely affect its business.
Current wording
The current macroeconomic environment, including FX volatility, inflationary pressures, and geopolitical instability, and global supply chain challenges have impacted and may continue to impact LivaNova’s business, consolidated results of operations, financial condition, and/or cash flows. Furthermore, LivaNova continues to experience logistical, capacity, and labor constraints. However, to date, the Company’s supply of raw materials and the production and distribution of finished products have not been materially affected. The Company continues to respond to such challenges. While LivaNova has business continuity plans in place, the impact of the ongoing challenges the Company is navigating, along with their potential escalation, may adversely affect its business.
Previous wording
In addition, the impact that the imposition of tariffs and changes to global trade policies could have on the Company’s results of operations is uncertain. A significant number of LivaNova’s Cardiopulmonary products and component parts are sourced and produced outside of the U.S., including in Italy and Germany. Similarly, LivaNova manufactures its Neuromodulation products in the U.S., which are then often distributed internationally. For additional information, see (1) “Part II, Item 1A. Risk Factors” and elsewhere in this Report and the Company’s other Quarterly Reports on Form 10-Q and (2) “Part I, Item 1A. Risk Factors” of the Company’s 2024 Form 10-K.
Current wording
In addition, the impact that the imposition of tariffs and changes to global trade policies could have on the Company’s results of operations is uncertain. A significant number of LivaNova’s Cardiopulmonary products and component parts are sourced and produced outside of the U.S., including in Italy and Germany. Similarly, LivaNova manufactures its Neuromodulation products in the U.S., which are then often distributed internationally. For additional information, see “Part I, Item 1A. Risk Factors” of the Company’s 2025 Form 10-K.
Previous wording
LivaNova has two reportable segments: Cardiopulmonary and Neuromodulation. For additional information regarding LivaNova’s reportable segments, historical financial information, and its methodology for the presentation of financial results, refer to the condensed consolidated financial statements and accompanying notes of this Report.
Current wording
LivaNova identifies operating segments based on how it manages, evaluates, and internally reports its business activities to allocate resources, develop, and execute its strategy and assess performance. LivaNova has two reportable segments: Cardiopulmonary and Neuromodulation. For additional information regarding LivaNova’s reportable segments, historical financial information, and its methodology for the presentation of financial results, refer to the condensed consolidated financial statements and accompanying notes of this Report.
Previous wording
LivaNova’s Neuromodulation segment is engaged in the design, development, manufacture, marketing, and sale of devices that deliver neuromodulation therapy for treating DRE and DTD.
Current wording
LivaNova’s Neuromodulation segment is engaged in the design, development, manufacture, marketing, and sale of devices that deliver neuromodulation therapy for treating DRE and DTD, as well as the design and development of neurostimulation devices for treating OSA.
Previous wording
LivaNova’s principal Neuromodulation product, the VNS Therapy System, is designed as an adjunctive treatment to reduce seizures in people with DRE, and is approved in many jurisdictions globally, including in the U.S. for patients 4 years of age or older with partial onset seizures. The VNS Therapy System consists of an implantable pulse generator and connective lead that stimulates the left vagus nerve, surgical equipment to assist with the implant procedure, and equipment and instruction manuals that enable a treating physician to set parameters for a patient’s pulse generator. The lead does not need to be removed to replace a generator with a depleted battery.
Current wording
The segment’s principal product for DRE and DTD, the VNS Therapy System, consists of an implantable pulse generator and connective lead that stimulates the left vagus nerve, surgical equipment to assist with the implant procedure, and equipment and instruction manuals that enable a treating healthcare professional to set parameters for a patient’s pulse generator. The lead does not need to be removed to replace a generator with a depleted battery.
Previous wording
For a discussion of LivaNova’s critical accounting estimates, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the 2024 Form 10-K. For the nine months ended September 30, 2025, there were no material changes to the application of critical accounting policies and estimates previously disclosed in LivaNova’s 2024 Form 10-K.
Current wording
For a discussion of LivaNova’s critical accounting estimates, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the 2025 Form 10-K. For the three months ended March 31, 2026, there were no material changes to the application of critical accounting policies and estimates previously disclosed in LivaNova’s 2025 Form 10-K.
Previous wording
The following table presents net revenue by operating segment and geographic region (in thousands, except for percentages):
Current wording
The following table presents net revenue by operating segment and geographic region (in thousands):
Previous wording
(2)“Other Revenue” includes rental and site services income not allocated to segments. In addition, for the three and nine months ended September 30, 2024, “Other Revenue” includes revenue from the Company’s former ACS reportable segment.
Current wording
(2)“Other Revenue” includes rental and site services income not allocated to segments.
Previous wording
The following table presents segment income(1) (in thousands, except for percentages):
Current wording
The following table presents segment income(1) (in thousands):
Previous wording
(1)For a reconciliation of segment income to consolidated income (loss) before tax, refer to “Note 10. Geographic and Segment Information” in the condensed consolidated financial statements in this Report.
Current wording
(1)For a reconciliation of segment income to consolidated income (loss) before income tax, refer to “Note 10. Segment and Geographic Information” in the condensed consolidated financial statements in this Report.
Previous wording
Cardiopulmonary net revenue for the three and nine months ended September 30, 2025 increased 18.0% to $203.2 million and 15.3% to $578.8 million, respectively, compared to the three and nine months ended September 30, 2024, with growth across all regions, driven by Essenz Perfusion System sales and strong consumables demand.
Current wording
Cardiopulmonary net revenue for the three months ended March 31, 2026 increased 18.3% to $208.7 million compared to the three months ended March 31, 2025, with growth across all regions, driven by Essenz Perfusion System sales, strong consumables demand, and favorable realized price.
Previous wording
Cardiopulmonary segment income for the three and nine months ended September 30, 2025 was $24.7 million and $80.8 million, respectively, compared to segment income of $21.7 million and $56.0 million for the three and nine months ended September 30, 2024, respectively. These increases in segment income primarily resulted from increases in net revenue, as described above, as well as decreases in the amounts recorded for the litigation provision related to LivaNova’s 3T Heater-Cooler device of $4.0 million and $12.4 million for the three- and nine-month comparative periods, respectively.
Current wording
Cardiopulmonary segment income for the three months ended March 31, 2026 was $30.1 million, compared to segment income of $24.7 million for the three months ended March 31, 2025. The increase in segment income primarily resulted from an increase in net revenue, as described above.
Previous wording
Neuromodulation net revenue for the three and nine months ended September 30, 2025 increased 6.9% to $149.5 million and 5.6% to $440.1 million, respectively, compared to the three and nine months ended September 30, 2024, with growth across all regions.
Current wording
Neuromodulation net revenue for the three months ended March 31, 2026 increased 9.3% to $151.8 million compared to the three months ended March 31, 2025, with growth across all regions, driven by total implant growth and favorable realized price.
Previous wording
Neuromodulation segment income for the three and nine months ended September 30, 2025 was $56.2 million and $164.6 million, respectively, compared to $49.5 million and $151.0 million for the three and nine months ended September 30, 2024, respectively. These increases in segment income primarily resulted from increases in net revenue, as described above, as well as net decreases in R&D expense for the three- and nine-month comparative periods, primarily resulting from $9.7 million and $19.1 million reductions in costs associated with the Company’s DTD program, respectively.
Current wording
Neuromodulation segment income for the three months ended March 31, 2026 was $44.2 million, compared to $52.4 million for the three months ended March 31, 2025. The decrease in segment income primarily resulted from $9.7 million of higher expense from the net unfavorable change in fair value of contingent consideration arrangements associated with the ImThera acquisition, as well as a $5.5 million increase in R&D expense associated with the design and development of neurostimulation devices for treating OSA, partially offset by an increase in net revenue, as described above.
Previous wording
Cost of sales primarily consists of direct labor, allocated overhead, and the acquisition of raw materials and components.
Current wording
Cost of sales consists of direct labor, allocated manufacturing overhead, and the acquisition of raw materials and components.
Previous wording
SG&A expense primarily consists of sales, marketing, general, and administrative activities.
Current wording
SG&A expense consists of sales, marketing, general, and administrative activities.
Previous wording
R&D expense primarily consists of product design and development efforts, clinical study programs, and regulatory activities.
Current wording
R&D expense consists of product design and development efforts, clinical study programs, and regulatory activities.
Previous wording
On March 14, 2025, the Italian Supreme Court issued its decision in response to all of the appeals of the Company and counter-appeals submitted by the Public Administrations. The Italian Supreme Court determined that LivaNova can be held jointly and severally liable for the established liabilities of SNIA at the time of demerger, as well as the environmental liabilities of the demerged company that materialized after the demerger, which are derived from actions performed prior to the demerger. As a result of the decision by the Italian Supreme Court, the Company recorded the SNIA environmental liability expense in the quarter ended March 31, 2025, and has continued to accrue interest since that time. For additional information, please refer to “Note 5. Commitments and Contingencies” in the condensed consolidated financial statements in this Report.
Current wording
On March 14, 2025, the Italian Supreme Court issued its decision in response to all of the appeals of the Company and counter-appeals submitted by the Public Administrations. The Italian Supreme Court determined that LivaNova can be held jointly and severally liable for the established liabilities of SNIA at the time of demerger, as well as the environmental liabilities of the demerged company that materialized after the demerger, which are derived from actions performed prior to the demerger. As a result of the decision by the Italian Supreme Court, the Company recorded €333.3 million ($360.4 million) as SNIA environmental liability expense for the three months ended March 31, 2025. For additional information, refer to “Note 5. Commitments and Contingencies” in the condensed consolidated financial statements in this Report.
Previous wording
Interest expense decreased to $10.9 million and $38.4 million for the three and nine months ended September 30, 2025, respectively, compared to $15.9 million and $47.3 million for the three and nine months ended September 30, 2024, respectively, primarily due to an early repayment on May 2, 2025 of $200 million on principal borrowings under the Term Facilities, as well as decreases in interest rates, partially offset by an increase in amortization of debt issuance costs. For additional information, refer to “Note 4. Financing Arrangements” in the condensed consolidated financial statements in this Report.
Current wording
Interest expense decreased to $8.3 million for the three months ended March 31, 2026, compared to $15.3 million for the three months ended March 31, 2025, primarily due to repayments of the Term Facilities and 2025 Notes. For additional information, refer to “Note 4. Financing Arrangements” in the condensed consolidated financial statements in this Report.
Previous wording
Foreign exchange and other income/(expense) was expense of $7.5 million and $0.3 million for the three and nine months ended September 30, 2025, respectively, compared to income of $24.7 million and $12.6 million for the three and nine months ended September 30, 2024, respectively. For additional information, refer to “Note 11. Supplemental Financial Information” in the condensed consolidated financial statements in this Report.
Current wording
Foreign exchange and other income/(expense) was expense of $5.7 million for the three months ended March 31, 2026, compared to income of $11.4 million for the three months ended March 31, 2025. For additional information, refer to “Note 11. Supplemental Financial Information” in the condensed consolidated financial statements in this Report.
Previous wording
LivaNova’s effective income tax rate for the three and nine months ended September 30, 2025 was 21.0% and (10.0)%, respectively, compared to 25.9% and 76.9% for the three and nine months ended September 30, 2024, respectively. The changes in the effective tax rates for the three and nine months ended September 30, 2025, compared to the prior year periods, were primarily attributable to year-over-year changes in income before tax in countries with varying statutory tax rates, certain discrete tax items, including the SNIA environmental liability, and changes in valuation allowances.
Current wording
LivaNova’s effective income tax rate for the three months ended March 31, 2026 and 2025 was 15.8% and (3.7)%, respectively. The changes in the effective tax rates for the three months ended March 31, 2026, compared to the prior year period, were primarily attributable to year-over-year changes in income before income tax in countries with varying statutory tax rates, certain discrete tax items, including the SNIA environmental liability, and changes in valuation allowances.
Previous wording
The OBBBA was enacted in the U.S. on July 4, 2025 and includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework, and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others in 2026. LivaNova has accounted for the relevant changes effective for the 2025 tax year within its annual effective tax rate and continues to evaluate certain provisions that will take effect beginning in 2026, which may or may not affect the Company’s 2025 tax return elections.
Current wording
The OBBBA was enacted in the U.S. on July 4, 2025 and includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework, and the restoration of favorable tax treatment for certain business provisions. LivaNova has accounted for the relevant changes within its annual effective tax rate and cash taxes.
Previous wording
LivaNova PLC is a resident in the UK. LivaNova’s effective income tax rate fluctuates based on, among other factors, changes in pre-tax income in countries with varying statutory tax rates, discrete tax items, valuation allowances, tax credits and incentives, unrecognized tax benefits associated with uncertain tax positions, and tax laws. LivaNova’s tax returns are periodically audited or subjected to review by tax authorities. The Company operates in multiple jurisdictions worldwide and assesses the recoverability of its deferred tax assets for each period and jurisdiction by considering whether it is more likely than not that all or a portion of the deferred tax assets will not be realized. The Company considers all available evidence (both positive and negative) in determining whether a valuation allowance is required. Depending on operating results in the future, a release of a valuation allowance could occur within the next 12 months. The timing and amount of the valuation allowance release could vary based on the Company’s assessment of all available evidence.
Current wording
The Company considers all available evidence (both positive and negative) in determining whether a valuation allowance is required. Depending on operating results in the future, a release of a valuation allowance could occur within the next 12 months. The timing and amount of the valuation allowance release could vary based on the Company’s assessment of all available evidence.
Previous wording
Based on LivaNova’s current business plan, which includes estimates and assumptions regarding the amount and timing of cash receipts and payments, the Company believes that its sources of liquidity, which primarily consist of cash and cash equivalents, future cash generated from operations, and available borrowings under its revolving credit facility, will be sufficient to fund its uses of liquidity, primarily consisting of day-to-day operating expenses, working capital, capital expenditures, acquisition earnouts, commitments and contingencies, including the SNIA environmental liability, and debt service requirements over the twelve-month period beginning from the issuance date of this Report. From time to time, LivaNova may access debt and/or equity markets to optimize its capital structure, raise additional capital, or increase liquidity, as necessary. LivaNova’s liquidity could be adversely affected by the factors affecting future operating results, including those referred to in “Part I, Item 1A. Risk Factors” in the 2024 Form 10-K, as well as “Note 5. Commitments and Contingencies” in the condensed consolidated financial statements in this Report.
Current wording
Based on LivaNova’s current business plan, the Company believes that its sources of liquidity, which primarily consist of cash and cash equivalents, future cash generated from operations, and available borrowings under its revolving credit facility, will be sufficient to fund its uses of liquidity, primarily consisting of day-to-day operating expenses, working capital, capital expenditures, acquisition earnouts, commitments and contingencies, including the SNIA environmental liability, and debt service requirements over the twelve-month period beginning from the issuance date of this Report. From time to time, LivaNova may access debt and/or equity markets to optimize its capital structure, raise additional capital, or increase liquidity, as necessary. LivaNova’s liquidity could be adversely affected by the factors affecting future operating results, including those referred to in “Part I, Item 1A. Risk Factors” in the 2025 Form 10-K, as well as “Note 5. Commitments and Contingencies” in the condensed consolidated financial statements in this Report.
Previous wording
LivaNova’s operating and working capital obligations primarily consist of liabilities arising in the normal course of business, including inventory supply contracts, the future settlement of derivative instruments, and future lease payments, as well as contingent consideration arrangements resulting from acquisitions and obligations associated with legal and other accruals.
Current wording
LivaNova’s operating and working capital obligations primarily consist of liabilities arising from the normal course of business, including inventory supply contracts, the future settlement of derivative instruments, and future payments of operating leases, as well as contingent consideration arrangements resulting from acquisitions and obligations associated with legal and other accruals.
Previous wording
(1)On May 2, 2025, LivaNova made an early repayment of $200 million on principal borrowings under the Term Facilities.
Current wording
(1)On January 8, 2026, LivaNova made an early repayment of $95.9 million on principal borrowings in full under the Term Facilities.
Previous wording
Cash provided by operating activities for the nine months ended September 30, 2025 increased by $67.6 million compared to the same prior year period, primarily due to higher customer collections resulting from an increase in sales and lower payments related to LivaNova’s 3T Heater-Cooler device litigation provision, as well as restructuring activities, partially offset by an increase in cash outflows for inventories and income taxes.
Current wording
Cash provided by operating activities for the three months ended March 31, 2026 decreased by $8.8 million, compared to the same prior year period, primarily due to an increase in annual incentive payouts and higher cash outflows for inventories, partially offset by higher customer collections resulting from an increase in sales, as well as lower payments for professional services.
Previous wording
Cash used in investing activities for the nine months ended September 30, 2025 increased by $5.2 million compared to the same prior year period, primarily due to an increase in purchases of property, plant, and equipment of $12.1 million, principally related to purchases and development of internal-use software, partially offset by proceeds from the sale of LivaNova’s investment in Ceribell, Inc. of $6.5 million.
Current wording
Cash used in investing activities for the three months ended March 31, 2026 increased $4.0 million, compared to the same prior year period, primarily due to an increase in purchases of property, plant, and equipment of $3.5 million, principally related to purchases and development of internal-use software.