LivaNova PLC
For the period ended Jun 30, 2026. Filed Aug 5, 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.
Jun 30, 2026 · Filed Aug 5, 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 2026-03-31; filed 2026-05-06.
0001639691-26-000035
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-05.
0001639691-26-000090
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 70 previous paragraphs and 73 current paragraphs.
45 unchanged; 22 reworded; 6 added; 3 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 (6)
Current report
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. In early 2025, the U.S. government imposed tariffs under the IEEPA, which impacted the Company. However, the U.S. Supreme Court ruled the IEEPA tariffs unlawful, resulting in a refund process with U.S. Customs and Border Protection. While the Company recognized net IEEPA tariff refunds that impacted segment income by $5.8 million ($7.7 million reducing cost of sales and $1.9 million reducing net revenue) for the three and six months ended June 30, 2026, adverse changes in export and import costs, including the potential for new or expanded trade restrictions and additional global tariffs, could result in future increased costs or supply chain disruptions. The Company continues to monitor developments in global trade policy and assess potential implications for sourcing, pricing, and logistics.
Current report
Other Operating Expense
Current report
Other operating expense primarily consists of the provision for litigation involving LivaNova’s 3T Heater-Cooler device and the Saluggia site remediation provision.
Current report
Other operating expense as a percentage of net revenue was 3.2% and 1.6% for the three and six months ended June 30, 2026, respectively, representing increases of 3.2 and 1.5 percentage points compared to the three and six months ended June 30, 2025, respectively, primarily due to increases of $11.4 million and $10.7 million in the amount recorded for the litigation provision related to LivaNova’s 3T Heater-Cooler device for the three- and six-month comparative periods, respectively.
Current report
In May 2026, the Italian tax authority, Agenzia delle Entrate, issued a ruling on the deductibility of the SNIA environmental liability expense, resulting in a discrete tax benefit for the three and six months ended June 30, 2026 of €81.8 million ($95.4 million) and an estimated deferred tax asset of €80.0 million ($93.3 million), as of June 30, 2026. LivaNova determined that the Italian deferred tax assets are more likely than not realizable and, accordingly, did not record a valuation allowance.
Current report
Cash used in financing activities for the six months ended June 30, 2026 decreased $62.7 million, compared to the same prior year period, primarily due to a decrease of $114.3 million in repayments of long-term debt obligations, partially offset by $50.4 million from the June 2026 payment satisfying the ImThera regulatory-based contingent consideration liability.
Removed paragraphs (3)
Previous report
(1)The above table presents revised financial results, as discussed in “Note 1. Unaudited Condensed Consolidated Financial Statements” and “Note 13. Revision of Previously Issued Financial Statements” in the condensed consolidated financial statements in this Report.
Previous report
(1)The above table and commentary below present revised financial results, as discussed in “Note 1. Unaudited Condensed Consolidated Financial Statements” and “Note 13. Revision of Previously Issued Financial Statements” in the condensed consolidated financial statements in this Report.
Previous 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.
Reworded paragraphs (22)
Previous 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.”
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, with a registered office in Gloucester, 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, 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.
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, including through entry into supply agreements where possible. 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 “Part I, Item 1A. Risk Factors” of the Company’s 2025 Form 10-K.
Current wording
For additional information, see “Part I, Item 1A. Risk Factors” of the Company’s 2025 Form 10-K.
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 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.
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 six months ended June 30, 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
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.
Current wording
Cardiopulmonary net revenue for the three and six months ended June 30, 2026 increased 11.2% to $221.6 million and 14.5% to $430.2 million compared to the three and six months ended June 30, 2025, driven by growth in Europe, primarily reflecting Essenz Perfusion System sales, strong consumables demand, and favorable realized price.
Previous 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.
Current wording
Cardiopulmonary segment income for the three and six months ended June 30, 2026 was $28.2 million and $58.2 million, respectively, compared to segment income of $31.4 million and $56.1 million for the three and six months ended June 30, 2025, respectively. The decrease in segment income for the three-month comparative period primarily resulted from an increase of $11.4 million in the amount recorded for the litigation provision related to LivaNova’s 3T Heater-Cooler device, partially offset by an increase in net revenue, as described above, and $5.8 million from net tariff refunds. The increase in segment income for the six-month comparative period primarily resulted from an increase in net revenue, as described above, and $5.8 million from net tariff refunds, partially offset by an increase of $10.7 million in the amount recorded for the litigation provision related to LivaNova’s 3T Heater-Cooler device.
Previous 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.
Current wording
Neuromodulation net revenue for the three and six months ended June 30, 2026 increased 10.1% to $166.9 million and 9.7% to $318.7 million, respectively, compared to the three and six months ended June 30, 2025, with growth across all regions, driven by volume growth and favorable realized price.
Previous 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.
Current wording
Neuromodulation segment income for the three and six months ended June 30, 2026 was $60.9 million and $105.1 million, respectively, compared to $56.0 million and $108.4 million for the three and six months ended June 30, 2025, respectively. The increase in segment income for the three-month comparative period primarily resulted from an increase in net revenue, as described above. The decrease in segment income for the six-month comparative period primarily resulted from a $9.7 million increase in R&D expense associated with the design and development of neurostimulation devices for treating OSA, and $6.8 million of higher expense from the net unfavorable changes in fair value of contingent consideration arrangements associated with the ImThera acquisition, partially offset by an increase in net revenue, as described above.
Previous wording
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 wording
Cost of sales as a percentage of net revenue was 29.9% and 31.3% for the three and six months ended June 30, 2026, respectively, representing decreases of 2.3 and 0.7 percentage points compared to the three and six months ended June 30, 2025, respectively, primarily as a result of recognizing $7.7 million in tariff refunds, partially offset by unfavorable product mix.
Previous wording
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 wording
SG&A expense as a percentage of net revenue was 40.5% and 40.1% for the three and six months ended June 30, 2026, respectively, representing increases of 1.4 and 0.2 percentage points compared to the three and six months ended June 30, 2025, respectively, primarily driven by increased share-based compensation expense resulting primarily from accelerated recognition of expense for retirement-eligible employees. The six-month comparative period was partially offset by fixed cost leverage.
Previous wording
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 wording
R&D expense as a percentage of net revenue was 13.7% and 14.9% for the three and six months ended June 30, 2026, respectively, representing increases of 0.3 and 2.2 percentage points compared to the three and six months ended June 30, 2025, respectively. The increase in the six-month comparative period was primarily due to a $9.7 million increase in costs associated with the design and development of neurostimulation devices for treating OSA, as well as $8.5 million of higher expense from the net unfavorable changes in fair value of the milestone-based contingent consideration arrangement associated with the ImThera acquisition.
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 €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.
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 ($362.1 million) as SNIA environmental liability expense for the six months ended June 30, 2025. For additional information, refer to “Note 6. Commitments and Contingencies” in the condensed consolidated financial statements in this Report.
Previous 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.
Current wording
Interest expense decreased to $7.2 million and $15.5 million for the three and six months ended June 30, 2026, respectively, compared to $14.9 million and $30.2 million for the three and six months ended June 30, 2025, respectively, primarily due to repaying the Term Facilities and 2025 Notes. For additional information, refer to “Note 5. Financing Arrangements” in the condensed consolidated financial statements in this Report.
Previous 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.
Current wording
Foreign exchange and other income/(expense) was expense of $23.8 million and $29.5 million for the three and six months ended June 30, 2026, respectively, compared to expense of $4.3 million and income of $7.2 million for the three and six months ended June 30, 2025, respectively. For additional information, refer to “Note 12. Supplemental Financial Information” in the condensed consolidated financial statements in this Report.
Previous 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.
Current wording
LivaNova’s effective income tax rate for the three and six months ended June 30, 2026 was (488.1)% and (186.8)%, respectively, compared to 18.5% and (6.3)% for the three and six months ended June 30, 2025, respectively. The changes in the effective tax rates for the three and six months ended June 30, 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 recognized in 2025 and the discrete tax benefit resulting from the Italian tax ruling recognized in 2026 (further described below), and changes in valuation allowances.
Previous 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.
Current wording
The Company considers all available evidence (both positive and negative) in determining whether a valuation allowance is required on deferred tax assets. 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
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.
Current wording
The OBBBA was enacted in the U.S. in July 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’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.
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, 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 January 8, 2026, LivaNova made an early repayment of $95.9 million on principal borrowings in full under the Term Facilities.
Current wording
(1)On January 8, 2026, LivaNova made a $95.9 million early repayment of the remaining outstanding balance under the Term Facilities.
Previous wording
The following table presents net cash, cash equivalents, and restricted cash provided by (used in) operating, investing, and financing activities and the net (decrease) increase in the balance of cash, cash equivalents, and restricted cash (in thousands):
Current wording
The following table presents net cash, cash equivalents, and restricted cash provided by (used in) operating, investing, and financing activities and the net decrease in the balance of cash, cash equivalents, and restricted cash (in thousands):
Previous 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.
Current wording
Cash provided by operating activities for the six months ended June 30, 2026 decreased by $5.1 million, compared to the same prior year period, primarily due to increases in payments to employees and vendors, as well as $10.0 million from the June 2026 payment satisfying the ImThera regulatory-based contingent consideration liability, partially offset by higher customer collections resulting from an increase in sales and a decrease in cash paid for interest.
Previous 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.
Current wording
Cash used in investing activities for the six months ended June 30, 2026 increased $26.9 million, compared to the same prior year period, primarily due to an increase in purchases of property, plant, and equipment of $19.9 million, principally related to purchases and development of internal-use software, as well as a decrease in proceeds from investments of $6.5 million.