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STERIS plc

For the period ended Sep 30, 2024. Filed Nov 7, 2024.

View on SEC.gov

About this filing

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, 2024 · Filed Nov 7, 2024

STE$252.30-0.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-08.

0001757898-24-000016

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-07.

0001757898-24-000018

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 153 previous paragraphs and 160 current paragraphs.

88 unchanged; 61 reworded; 10 added; 4 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 13 previous and 19 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 (10)

Current report

Gross profit percentage for the second quarter of fiscal 2025 was 43.6% compared to the gross profit percentage for the second quarter of fiscal 2024 of 44.1%. Gross profit percentage for the first six months of fiscal 2025 was 44.1% compared to the gross profit percentage for the first six months of fiscal 2024 of 44.4%. The decrease in gross profit percentage for the three and six periods reflects unfavorable impacts from labor and overhead costs, productivity, and adjustments and other charges that were partially offset by favorable impacts from pricing.

Current report

Revenues increased 7.3% to $1,328.9 million for the three months ended September 30, 2024, as compared to $1,238.2 million for the same period in the prior year. The increase reflects organic growth, primarily driven by volume in the Healthcare segment, and pricing across all three segments.

Current report

Ireland revenues increased 11.8% to $22.8 million for the three months ended September 30, 2024, as compared to $20.4 million for the same period in the prior year, reflecting growth in consumable and service revenues, partially offset by a decline in capital equipment revenues.

Current report

Revenues from other foreign locations increased 6.0% to $326.6 million for the three months ended September 30, 2024, as compared to $308.2 million for the same period in the prior year, reflecting growth in the Europe, Middle East & Africa ("EMEA"), Latin America, and Asia Pacific regions, partially offset by a decline in the Canadian region.

Current report

Ireland revenues increased 11.3% to $45.0 million for the six months ended September 30, 2024, as compared to $40.4 million for the same period in the prior year, reflecting growth in consumable and service revenues, partially offset by a decline in capital equipment revenues.

Current report

United States revenues increased 9.1% to $1,926.4 million for the six months ended September 30, 2024, as compared to $1,765.4 million for the same period in the prior year, reflecting growth in consumable and service revenues, partially offset by a decline in capital equipment revenues.

Current report

Gross profit percentage for thesecond quarter of fiscal 2025 was 43.6% compared to the gross profit percentage for thesecond quarter of fiscal 2024 of 44.1%. Unfavorable impacts from labor and overhead costs (160 basis points), productivity (60 basis points), and adjustments and other charges (50 basis points) were partially offset by favorable impacts from pricing (130 basis points), mix (40 basis points), material costs (30 basis points), and divestitures (20 basis points).

Current report

Interest and miscellaneous income decreased $0.1 million and $0.2 million during the second quarter and first six months of fiscal 2025, respectively.

Current report

The AST segment's operating income decreased 0.8% to $109.9 million for the three months ended September 30, 2024, as compared to $110.8 million during the same prior year period. The segment's operating margins were 42.8% and 47.1% for the second quarter of fiscal 2025 and 2024, respectively. The AST segment's operating income increased 3.3% to $227.6 million for the six months ended September 30, 2024, as compared to $220.4 million during the same prior year period. The segment's operating margins were 44.9% and 47.1% for the first six months of fiscal 2025 and 2024, respectively. The decrease in operating income for the three month period ended September 30, 2024 as well as the decrease in operating margin for the three and six month periods ended September 30, 2024 reflects increased labor and energy costs, and a loss incurred on a large capital equipment sale. The increase in operating income for the six month period ended September 30, 2024 is primarily due to increased pricing.

Current report

•Proceeds from the sale of property, plant, and equipment - During the first six months of fiscal 2024, we received proceeds from the sale of property, plant, and equipment of $7.4 million. The fiscal 2024 proceeds were primarily from the sale of a facility previously used by the AST segment.
Removed paragraphs (4)

Previous report

Gross profit percentage was 44.7% for both of the first three months of fiscal 2025 and fiscal 2024. Favorable impacts from pricing and material costs were offset by unfavorable impacts from labor costs and adjustments and other charges.

Previous report

Ireland revenues increased 10.8% to $22.2 million for the three months ended June 30, 2024, as compared to $20.0 million for the same period in the prior year, reflecting growth in consumable and service revenues, partially offset by a decline in capital equipment revenues.

Previous report

Interest and miscellaneous income decreased$0.1 million during the first three months of fiscal 2025 as compared to the prior year period.

Previous report

The AST segment's operating income increased 7.4% to $117.7 million for the three months ended June 30, 2024, as compared to $109.6 million during the same prior year period. The segment's operating margins were 47.1% and 47.0% for the first three months of fiscal 2025 and 2024, respectively. The increase in operating income and operating margin for the three months ended June 30, 2024 is primarily due to favorable pricing, which was partially offset by increased labor costs.
Reworded paragraphs (61)

Previous wording

As you read the MD&A, it may be helpful to refer to information in our consolidated financial statements contained herein, which present the results of our operations for the first quarter of fiscal 2025 and fiscal 2024. It may also be helpful to refer to our Annual Report on Form 10-K for the year ended March 31, 2024, which was filed with the Securities and Exchange Commission ("SEC") on May 29, 2024, including information in Item 1, "Business," Part I, Item 1A, "Risk Factors," and Note 12 to our consolidated financial statements titled, "Commitments and Contingencies," and Part II, Item 1A, "Risk Factors" of this Quarterly Report, for a discussion of some of the matters that can adversely affect our business and results of operations.

Current wording

As you read the MD&A, it may be helpful to refer to information in our consolidated financial statements contained herein, which present the results of our operations for the second quarter and first half of fiscal 2025 and fiscal 2024. It may also be helpful to refer to our Annual Report on Form 10-K for the year ended March 31, 2024, which was filed with the Securities and Exchange Commission ("SEC") on May 29, 2024, including information in Item 1, "Business," Part I, Item 1A, "Risk Factors," and Note 12 to our consolidated financial statements titled, "Commitments and Contingencies," and Part II, Item 1A, "Risk Factors" of this Quarterly Report, for a discussion of some of the matters that can adversely affect our business and results of operations.

Previous wording

We operate and report our financial information in three reportable business segments: Healthcare, Applied Sterilization Technologies ("AST"), and Life Sciences. Previously, we had four reportable business segments; however, as a result of the divestiture of our Dental segment, Dental is presented as discontinued operations. Historical information has been retrospectively adjusted to exclude discontinued operations for comparability, as required. For more information, refer to Note 4 to our consolidated financial statements titled, "Discontinued Operations." Non-allocated operating costs that support the entire Company and items not indicative of operating trends are excluded from segment operating income. We describe our business segments in Note 11 to our consolidated financial statements titled, "Business Segment Information."

Current wording

We operate and report our financial information in three reportable business segments: Healthcare, AST, and Life Sciences. Previously, we had four reportable business segments; however, as a result of the divestiture of our Dental segment, Dental is presented as discontinued operations. Historical information has been retrospectively adjusted to exclude discontinued operations for comparability, as required. For more information, refer to Note 4 to our consolidated financial statements titled, "Discontinued Operations." Non-allocated operating costs that support the entire Company and items not indicative of operating trends are excluded from segment operating income. We describe our business segments in Note 11 to our consolidated financial statements titled, "Business Segment Information."

Previous wording

Acquisitions and Divestitures. During the first three months of fiscal 2025, we completed several tuck-in acquisitions, which continued to expand our product and service offerings in the Healthcare and AST segments. Total aggregate consideration was approximately$13.7 million.

Current wording

Acquisitions and Divestitures. During the firstsix months of fiscal 2025, we completed several tuck-in acquisitions, which continued to expand our product and service offerings in the Healthcare and AST segments. Total aggregate consideration was approximately$17.5 million.

Previous wording

On June 20, 2023, we entered into a definitive agreement to purchase the surgical instrumentation, laparoscopic instrumentation and sterilization container assets from Becton, Dickinson and Company (NYSE: BDX) ("BD"). The transaction was completed on August 2, 2023, and the acquired assets from BD were integrated into our Healthcare segment.

Current wording

On August 2, 2023, we purchased the surgical instrumentation, laparoscopic instrumentation and sterilization container assets from Becton, Dickinson and Company (NYSE: BDX) ("BD"). The acquired assets from BD were integrated into our Healthcare segment.

Previous wording

The purchase price of the BD acquisition was $539.8 million. The acquisition also qualified for a tax benefit related to tax deductible goodwill, with a present value of approximately$60.0 million. The purchase price of the acquisition was financed with borrowings from our existing Revolving Credit Facility. For more information, refer to Note 7 titled, "Debt."

Current wording

The purchase price of the BD acquisition was $539.8 million. The acquisition also qualified for a tax benefit related to tax deductible goodwill, with a present value of approximately$60.0 million. The purchase price of the acquisition was financed with borrowings from our Previous Revolving Credit Facility. For more information, refer to Note 7 titled, "Debt."

Previous wording

Acquisition and integration expenses totaled$2.3 million and$2.2 millionfor the three months ended June 30, 2024 and 2023, respectively. Acquisition and integration expenses are reported in the Selling, general and administrative expenses line of our Consolidated Statements of Income and include, but are not limited to, investment banker, advisory, legal and other professional fees, and certain employee-related expenses.

Current wording

Acquisition and integration expenses totaled$3.2 million and$5.5 million for the three and six months ended September 30, 2024, respectively. Acquisition and integration expenses totaled$15.8 million and$18.0 million for the three and six months ended September 30, 2023, respectively. The decrease in acquisition and integration expenses for the three and six months ended September 30, 2024 is primarily due to charges related to the acquisition of assets from BD and a fair value adjustment related to a building held for sale from a previous acquisition during fiscal 2024. Acquisition and integration expenses are reported in the Selling, general and administrative expenses line of our Consolidated Statements of Income and include, but are not limited to, investment banker, advisory, legal and other professional fees, and certain employee-related expenses.

Previous wording

On April 1, 2024, we completed the sale of the Controlled Environment Certification Services business. We recorded net proceeds of$41.5 million and recognized a pre-tax gain on the sale of$18.8 million in the first quarter of fiscal 2025. The business generated approximately$35.0 million in revenues in fiscal 2024.

Current wording

On April 1, 2024, we completed the sale of the Controlled Environment Certification Services business. We recorded net proceeds of$41.9 million and recognized a pre-tax gain on the sale of$19.2 million in fiscal 2025. The business generated approximately$35.0 million in revenues in fiscal 2024.

Previous wording

Discontinued Operations. On April 11, 2024, the Company announced its plan to sell substantially all of the net assets of its Dental segment for total cash consideration of$787.5 million, subject to customary adjustments, and up to an additional$12.5 million in contingent payment should the Dental business achieve certain revenue targets in fiscal 2025. The transaction was structured as an equity sale and closed on May 31, 2024. A component of an entity is reported in discontinued operations after meeting the criteria for held for sale classification if the disposition represents a strategic shift that has (or will have) a major effect on the entity's operations and financial results. We analyzed the quantitative and qualitative factors relevant to the divestiture of our Dental segment and determined that those conditions for discontinued operations presentation had been met prior to March 31, 2024. The Dental segment results of operations were reclassified to income (loss) from discontinued operations in the Consolidated Statements of Income for all periods presented, and we classified the Dental segment's assets and liabilities as held for sale as of March 31, 2024 in the accompanying Consolidated Balance Sheets. Due to the transaction closing in the first quarter of fiscal 2025, the held for sale assets and liabilities were classified as current as of March 31, 2024. Our Consolidated Statements of Cash Flows include the financial results of the Dental segment for all periods presented. A majority of the proceeds received from the sale were utilized to pay off existing debt.

Current wording

Discontinued Operations. On April 11, 2024, the Company announced its plan to sell substantially all of the net assets of its Dental segment for total cash consideration of$787.5 million, subject to customary adjustments, and up to an additional$12.5 million in contingent payment should the Dental business achieve certain revenue targets in fiscal 2025. The transaction was structured as an equity sale and closed on May 31, 2024. A component of an entity is reported in discontinued operations after meeting the criteria for held for sale classification if the disposition represents a strategic shift that has (or will have) a major effect on the entity's operations and financial results. We analyzed the quantitative and qualitative factors relevant to the divestiture of our Dental segment and determined that those conditions for discontinued operations presentation had been met prior to March 31, 2024. The Dental segment results of operations were reclassified to income (loss) from discontinued operations in the Consolidated Statements of Income for all periods presented, and we classified the Dental segment's assets and liabilities as held for sale as of March 31, 2024 in the accompanying Consolidated Balance Sheets. Due to the transaction closing in the first quarter of fiscal 2025, the held for sale assets and liabilities were classified as current as of March 31, 2024. Our Consolidated Statements of Cash Flows include the financial results of the Dental segment through the date of sale on May 31, 2024. A majority of the proceeds received from the sale were utilized to pay off existing debt.

Previous wording

Highlights. Revenues increased 8.1% to $1,279.5 million for the three months ended June 30, 2024, as compared to $1,183.4 million for the same period in the prior year. The increases reflect higher volume, including the added volume from the acquisition of assets from BD in the Healthcare segment, and pricing.

Current wording

Highlights. Revenues increased 7.3% to $1,328.9 million for the three months ended September 30, 2024, as compared to $1,238.2 million for the same period in the prior year. Revenues increased 7.7% to $2,608.4 million for the six months ended September 30, 2024, as compared to $2,421.6 million for the same period in the prior year. The increases reflect higher volume, including the added volume from the acquisition of assets from BD in the Healthcare segment, and pricing.

Previous wording

Income from operations for the first three months of fiscal 2025 was $185.5 million, compared to income from operations of $197.8 million for the first three months of fiscal 2024. The decrease in income from operations for the three month periods is primarily due to restructuring expenses associated with the restructuring plan adopted in May 2024, as well as other compensation related expenses, which was partially offset by the benefits of higher volume and pricing as well as added volume from the acquisition of assets from BD.

Current wording

Income from operations for the second quarter of fiscal 2025 was $219.7 million, compared to income from operations of $191.6 million for the second quarter of fiscal 2024. Income from operations for the first six months of fiscal 2025 was $405.2 million, compared to income from operations of $389.3 million for the first six months of fiscal 2024. The increase in income from operations for the three and six month periods is primarily due to increased volume, including added volume from the acquisition of assets from BD, and pricing, which was partially offset by increased labor costs.

Previous wording

Cash flows from operations were $303.7 million and free cash flow was $195.7 million for the first three months of fiscal 2025 compared to cash flows from operations of $281.1 million and free cash flow of $214.5 million for the first three months of fiscal 2024 (see the subsection below titled "Non-GAAP Financial Measures" for additional information and related reconciliation of cash flows from operations to free cash flow). The fiscal 2025 increase in cash flows from operations resulted from the increase in cash provided by working capital, primarily driven by higher collection on accounts receivable and improved inventory level management when compared to the same prior year period. The fiscal 2025 decrease in free cash flow is primarily due to the timing of capital spending.

Current wording

Cash flows from operations were $554.5 million and free cash flow was $344.5 million for the first six months of fiscal 2025 compared to cash flows from operations of $427.2 million and free cash flow of $284.7 million for the first six months of fiscal 2024 (see the subsection below titled "Non-GAAP Financial Measures" for additional information and related reconciliation of cash flows from operations to free cash flow). The fiscal 2025 increase in cash flows from operations and free cash flow resulted from the increase in cash provided by working capital, primarily driven by higher collections on accounts receivable and improved inventory management when compared to the same prior year period.

Previous wording

Our debt-to-total capital ratio was 26.7% at June 30, 2024 and 33.7% at March 31, 2024. During the first three months of fiscal 2025, we declared and paid cash dividends totaling $0.52 per ordinary share.

Current wording

Our debt-to-total capital ratio was 25.3% at September 30, 2024 and 33.7% at March 31, 2024. During the first six months of fiscal 2025, we declared and paid cash dividends totaling $1.09 per ordinary share.

Previous wording

Additional information regarding our financial performance during the first quarter of fiscal 2025 is included in the subsection below titled “Results of Operations.”

Current wording

Additional information regarding our financial performance during the second quarter of fiscal 2025 is included in the subsection below titled “Results of Operations.”

Previous wording

The following table summarizes the calculation of our free cash flow for the three months ended June 30, 2024 and 2023:

Current wording

The following table summarizes the calculation of our free cash flow for the six months ended September 30, 2024 and 2023:

Previous wording

In the following subsections, we discuss our earnings and the factors affecting them for the first three months of fiscal 2025 compared to the same fiscal 2024 period. We begin with a general overview of our operating results and then separately discuss earnings for our operating segments.

Current wording

In the following subsections, we discuss our earnings and the factors affecting them for the second quarter and first six months of fiscal 2025 compared to the same fiscal 2024 period. We begin with a general overview of our operating results and then separately discuss earnings for our operating segments.

Previous wording

Revenues. The following table compares our revenues for the three months ended June 30, 2024 to the revenues for the three months ended June 30, 2023:

Current wording

Revenues. The following tables compare our revenues for the three and six months ended September 30, 2024 to the revenues for the three and six months ended September 30, 2023:

Previous wording

Service revenues increased 9.2% for the three months ended June 30, 2024, as compared to the same period in the prior year, reflecting growth in the Healthcare and AST segments, which was partially offset by a decline in the Life Sciences segment caused by the divestiture of the Controlled Environment Certification Services ("CECS") business. Consumable revenues increased by 20.8% for the three months ended June 30, 2024, as compared to the same period in the prior year, reflecting growth in the Healthcare and Life Sciences segments. Capital equipment revenues decreased 10.3% for the three months ended June 30, 2024, as compared to the same period in the prior year, reflecting declines in the Healthcare and Life Sciences segments.

Current wording

Service revenues increased 9.1% for the three months ended September 30, 2024, as compared to the same period in the prior year, reflecting growth in the Healthcare and AST segments, which was partially offset by a decline in the Life Sciences segment caused by the divestiture of the Controlled Environment Certification Services ("CECS") business. Consumable revenues increased by 13.2% for the three months ended September 30, 2024, as compared to the same period in the prior year, reflecting growth in the Healthcare and Life Sciences segments. Capital equipment revenues decreased 3.6% for the three months ended September 30, 2024, as compared to the same period in the prior year, reflecting declines in the Life Sciences and Healthcare segments.

Previous wording

United States revenues increased 10.6% to $946.9 million for the three months ended June 30, 2024, as compared to $855.8 million for the same period in the prior year, reflecting growth in consumable and service revenues, partially offset by a decline in capital equipment revenues.

Current wording

United States revenues increased 7.7% to $979.5 million for the three months ended September 30, 2024, as compared to $909.7 million for the same period in the prior year, reflecting growth in service and consumable revenues, partially offset by a decline in capital equipment revenues.

Previous wording

Revenues increased 8.1% to $1,279.5 million for the three months ended June 30, 2024, as compared to $1,183.4 million for the same period in the prior year. The increases reflect higher volume, including the added volume from the acquisition of assets from BD in the Healthcare segment, and pricing.

Current wording

Revenues increased 7.7% to $2,608.4 million for the six months ended September 30, 2024, as compared to $2,421.6 million for the same period in the prior year. The increase reflects organic growth, primarily in the Healthcare segment, due to the benefits of higher volume, including the added volume from the acquisition of assets from BD, and pricing.

Previous wording

Revenues from other foreign locations increased 0.9% to $310.4 million for the three months ended June 30, 2024, as compared to $307.6 million for the same period in the prior year. The increase reflects growth within the EMEA region, which was partially offset by declines primarily in the Asia Pacific region.

Current wording

Revenues from other foreign locations increased 3.5% to $637.0 million for the six months ended September 30, 2024, as compared to $615.7 million for the same period in the prior year. The increase reflects growth within the EMEA, Latin America, and Asia Pacific regions, which was partially offset by declines in the Canadian region.

Previous wording

Gross Profit. Our gross profit is affected by the volume, pricing, and mix of sales of our products and services, as well as the costs associated with the products and services that are sold. The following tables compare our gross profit for the three months ended June 30, 2024 to the three months ended June 30, 2023:

Current wording

Gross Profit. Our gross profit is affected by the volume, pricing, and mix of sales of our products and services, as well as the costs associated with the products and services that are sold. The following tables compare our gross profit for the three and six months ended September 30, 2024 to the three and six months ended September 30, 2023:

Previous wording

Gross profit percentage was 44.7% for both of the first three months of fiscal 2025 and fiscal 2024. Favorable impacts from pricing (140 basis points), material costs (70 basis points), and divestitures (20 basis points) were offset by unfavorable impacts from labor costs (130 basis points), adjustments and other charges (70 basis points), productivity (20 basis points), and acquisitions (10 basis points).

Current wording

Gross profit percentage for the first six months of fiscal 2025 was 44.1% compared to gross profit percentage for the first six months of fiscal of 2024 of 44.4%. Unfavorable impacts from labor and overhead costs (140 basis points), adjustments and other charges (60 basis points), productivity (40 basis points), and acquisitions (10 basis points) were partially offset by favorable impacts from pricing (140 basis points), material costs (50 basis points), divestitures (20 basis points), and mix (10 basis points).

Previous wording

Operating Expenses. The following table compares our operating expenses for the three months ended June 30, 2024 to the three months ended June 30, 2023:

Current wording

Operating Expenses. The following table compares our operating expenses for the three and six months ended September 30, 2024 to the three and six months ended September 30, 2023:

Previous wording

Selling, General, and Administrative Expenses. Significant components of total selling, general, and administrative expenses (“SG&A”) are compensation and benefit costs, fees for professional services, travel and entertainment expenses, facility costs, gains or losses from divestitures, and other general and administrative expenses. SG&A increased 9.5% in the first three months of fiscal 2025 over the same prior year period. The fiscal 2025 increase is primarily attributable to increased compensation, including incentive compensation and benefit costs, as well as increases in professional fees.

Current wording

Selling, General, and Administrative Expenses. Significant components of total selling, general, and administrative expenses (“SG&A”) are compensation and benefit costs, fees for professional services, travel and entertainment expenses, facility costs, and other general and administrative expenses. SG&A increased 0.3% and 4.7% in the three and six month periods ended September 30, 2024, respectively, compared to the same prior year periods. The fiscal 2025 increase is primarily attributable to increased compensation, including benefit costs, as well as increases in professional fees.

Previous wording

Research and Development. Research and development expenses increased 3.6% in the first three months of fiscal 2025 over the same prior year period. Research and development expenses are influenced by the number and timing of in-process projects and labor hours and other costs associated with these projects. Our research and development initiatives continue to emphasize new product development, product improvements, and the development of new technological platform innovations. During fiscal 2025, our investments in research and development have continued to be focused on, but were not limited to, enhancing capabilities of sterile processing combination technologies, procedural products and accessories, and devices and support accessories used in gastrointestinal endoscopy procedures.

Current wording

Research and Development. Research and development expenses increased 2.9% and 3.2% in the three and six month periods ended September 30, 2024, respectively, compared to the same prior year periods. Research and development expenses are influenced by the number and timing of in-process projects and labor hours and other costs associated with these projects. Our research and development initiatives continue to emphasize new product development, product improvements, and the development of new technological platform innovations. During fiscal 2025, our investments in research and development have continued to be focused on, but were not limited to, enhancing capabilities of sterile processing combination technologies, procedural products and accessories, and devices and support accessories used in gastrointestinal endoscopy procedures.

Previous wording

Restructuring Expenses. In May 2024, we adopted and announced a targeted restructuring plan (the "Restructuring Plan"). This plan includes a strategic shift in our approach to the Healthcare surgical business in Europe, as well as other actions including the impairment of an internally developed X-ray accelerator, product rationalizations and facility consolidations. Fewer than 300 positions are being eliminated. These restructuring actions are designed to enhance profitability and improve efficiency, and we expect to be substantially complete with the actions by the end of fiscal 2025. We anticipate improvements in income from operations of approximately $25.0 million per year, with the majority of the benefit being in fiscal 2026 and beyond due to timing of actions.

Current wording

Restructuring Expenses. In May 2024, we adopted and announced a targeted restructuring plan (the "Restructuring Plan"). This plan includes a strategic shift in our approach to the Healthcare surgical business in Europe, as well as other actions including the impairment of an internally developed X-ray accelerator, product rationalizations and facility consolidations. Fewer than 300 positions are being eliminated. These restructuring actions are designed to enhance profitability and improve efficiency, and we expect these actions to be substantially complete by the end of fiscal 2025. We anticipate improvements in income from operations of approximately $25.0 million per year, with the majority of the benefit being in fiscal 2026 and beyond due to timing of actions.

Previous wording

The Restructuring Plan expenses incurred during the three months ended June 30, 2024 primarily related to actions taken within our Healthcare segment. Total pre-tax restructuring expense of $72.5 million has been recorded relating to the Restructuring Plan since inception, of which $20.7 million has been recorded in Cost of revenues. We expect to incur additional costs through the remainder of fiscal 2025 for severance and other compensation related costs and lease and other contract termination and other costs, of approximately $28.0 million.

Current wording

The Restructuring Plan expenses incurred during the three and six months ended September 30, 2024 primarily related to actions taken within our Healthcare segment. Total pre-tax restructuring expense of $75.3 million has been recorded relating to the Restructuring Plan since inception, of which $20.7 million has been recorded in Cost of revenues. We expect to incur additional costs through the remainder of fiscal 2025 for severance and other compensation related costs and lease and other contract termination and other costs, of approximately $25.0 million.

Previous wording

Non-Operating Expenses, Net. The following tables compare our net non-operating expenses for the three months ended June 30, 2024 and 2023:

Current wording

Non-Operating Expenses, Net. The following tables compare our net non-operating expenses for the three and six months ended September 30, 2024 and 2023:

Previous wording

Non-operating expenses, net consists of interest expense on debt, offset by interest earned on cash, cash equivalents, short-term investment balances, and other miscellaneous (income) expense.

Current wording

Non-operating expenses, net, consists of interest expense on debt, offset by interest earned on cash, cash equivalents, and short-term investment balances, and other miscellaneous income.

Previous wording

Interest expense decreased $2.0 million during the first three months of fiscal 2025 as compared to the prior year period, primarily due to the lower principal amount of debt outstanding. For more information, refer to Note 7 to our consolidated financial statements titled, "Debt."

Current wording

Interest expense decreased $17.3 million and $19.2 million during the second quarter and first six months of fiscal 2025, respectively, as compared to the prior year periods, primarily due to the lower principal amount of debt outstanding as well as lower interest rates on floating rate debt. For more information, refer to Note 7 to our consolidated financial statements titled, "Debt."

Previous wording

Gain on sale of business during the first three months of fiscal 2025 was $18.8 million and relates to the sale of our CECS business. For more information, refer to Note 3 to our consolidated financial statements titled, "Business Acquisitions and Divestitures."

Current wording

Loss on sale of business and equity investment was $6.2 million during the second quarter of fiscal 2025 and relates to a loss recorded on an equity investment. Gain on sale of business and equity investment was $12.6 million for the first six months of fiscal 2025 and primarily relates to the sale of our CECS business, which was partially offset by a loss recorded on an equity investment. For more information on our equity investments, refer to Note 17 to our consolidated financial statements titled, "Fair Value Measurements." For more information on our divestiture activity, refer to Note 3 to our consolidated financial statements titled, "Business Acquisitions and Divestitures."

Previous wording

Income Taxes. The following tables compare our tax expense and effective income tax rates for the three months ended June 30, 2024 and June 30, 2023:

Current wording

Income Taxes. The following tables compare our tax expense and effective income tax rates for the three and six months ended September 30, 2024 and 2023:

Previous wording

The effective income tax rates from continuing operations for the three month periods ended June 30, 2024 and 2023 were 20.1% and 21.7%, respectively. The fiscal 2025 effective tax rate decreased when compared to fiscal 2024, primarily due to changes in geographic mix of projected profits and an increase in favorable discrete items.

Current wording

The effective income tax rates from continuing operations for the three month periods ended September 30, 2024 and 2023 were 22.3% and 22.5%, respectively. The effective income tax rates from continuing operations for the six month periods ended September 30, 2024 and 2023 were 21.3% and 22.1%, respectively. The fiscal 2025 effective tax rates decreased when compared to fiscal 2024, primarily due to changes in geographic mix of projected profits and an increase in favorable discrete items.

Previous wording

For the three months ended June 30, 2024 and 2023, revenues from a single Customer did not represent ten percent or more of the Healthcare, AST or Life Sciences segment revenues.

Current wording

For the three and six months ended September 30, 2024 and 2023, revenues from a single Customer did not represent ten percent or more of the Healthcare, AST or Life Sciences segment revenues.

Previous wording

The following tables compare business segment revenues as well as impacts from acquisitions, divestitures, and foreign currency movements for the three and three months ended June 30, 2024 and 2023.

Current wording

The following tables compare business segment revenues as well as impacts from acquisitions, divestitures, and foreign currency movements for the three and six months ended September 30, 2024 and 2023.

Previous wording

Note: Organic revenue growth and constant currency organic revenue growth are non-GAAP financial measures of revenue performance. Organic revenue growth is calculated by removing the impact of acquisitions and divestitures for one year following the respective transaction from the GAAP revenue growth. Constant currency organic revenue growth is subject to a further adjustment to eliminate the impact of foreign currency movements.

Current wording

Organic revenue growth and constant currency organic revenue growth are non-GAAP financial measures of revenue performance. Organic revenue growth is calculated by removing the impact of acquisitions and divestitures for one year following the respective transaction from the GAAP revenue growth. Constant currency organic revenue growth is subject to a further adjustment to eliminate the impact of foreign currency movements.

Previous wording

Healthcare revenues increased 10.1% to $901.2 million for the three months ended June 30, 2024, as compared to $818.9 million for the same prior year period. This increase reflects growth in consumable and service revenues of 22.5% and 14.2%, respectively, which was partially offset by a decline in capital equipment revenues of 9.9%. The constant currency organic growth of 5.2% is primarily due to increased volume, impacting revenues by a low single digit percentage, as well as increased pricing.

Current wording

Healthcare revenues increased 8.5% to $944.2 million for the three months ended September 30, 2024, as compared to $870.1 million for the same prior year period. This increase reflects growth in service and consumable revenues of 14.1% and 11.7%, respectively, which was partially offset by a decline in capital equipment revenues of 2.0%. The constant currency organic growth of 7.1% is primarily due to increased volume, impacting revenues by a mid-single digit percentage, as well as increased pricing. Healthcare revenues increased 9.3% to $1,845.5 million for the six months ended September 30, 2024, as compared to $1,688.9 million for the same prior year period. This increase reflects growth in consumable and service revenues of 16.8% and 14.2%, respectively, which was partially offset by a decline in capital equipment revenues of 5.8%. The constant currency organic growth of 6.2% is primarily due to increased volume, impacting revenues by a mid-single digit percentage, as well as increased pricing.

Previous wording

The Healthcare segment's backlog at June 30, 2024 was $362.0 million. The Healthcare segment's backlog at June 30, 2023 was $491.7 million. The decrease is due to shortened lead times in fiscal 2024 due to improving supply chains, which drove strong shipments throughout fiscal 2024.

Current wording

The Healthcare segment's backlog at September 30, 2024 was $405.3 million. The Healthcare segment's backlog at September 30, 2023 was $457.1 million. The decrease is due to shortened lead times in fiscal 2024 due to improving supply chains, which drove strong shipments throughout fiscal 2024.

Previous wording

AST revenues increased 7.2% to $249.8 million for the three months ended June 30, 2024, as compared to $233.1 million for the same prior year period. The constant currency organic growth of 7.7% is primarily due to increased pricing, impacting revenues by a mid-single digit percentage, as well as increased volume.

Current wording

AST revenues increased 9.2% to $256.7 million for the three months ended September 30, 2024, as compared to $235.1 million for the same prior year period. The constant currency organic growth of 8.7% is primarily due to increased pricing, impacting revenues by a mid-single digit percentage, as well as increased volume. AST revenues increased 8.2% to $506.5 million for the six months ended September 30, 2024, as compared to $468.2 million for the same prior year period. The constant currency organic growth of 8.2% is primarily due to increased pricing, impacting revenues by a mid-single digit percentage, as well as increased volume.

Previous wording

Life Sciences revenues decreased 2.2% to $128.5 million for the three months ended June 30, 2024, as compared to $131.4 million for the same prior year period. This decrease is partially due to the sale of the CECS business during the first quarter of fiscal 2025, which impacted service revenue, resulting in a decline of 16.9%. This decrease also reflects declines in capital equipment revenues of 14.6% and was partially offset by an increase in consumable revenues of 13.2%. The constant currency organic growth of 4.3% is primarily due to increased pricing, impacting revenues by a low single digit percentage.

Current wording

Life Sciences revenues decreased 3.9% to $127.9 million for the three months ended September 30, 2024, as compared to $133.1 million for the same prior year period. This decrease is partially due to the sale of the CECS business, resulting in a decline of 14.2% in service revenues. This decrease also reflects declines in capital equipment revenues of 35.1%, which was partially offset by growth in consumable revenues of 21.4%. The constant currency organic growth of 3.0% is primarily due to increased pricing, impacting revenues by a low single digit percentage. Life Sciences revenues decreased 3.1% to $256.4 million for the six months ended September 30, 2024, as compared to $264.5 million for the same prior year period. This decrease is partially due to the sale of the CECS business, resulting in a decline of 15.6% in service revenues. This decrease also reflects declines in capital equipment revenues of 25.5% which was partially offset by growth in consumable revenues of 17.2%. The constant currency organic growth of 3.6% is primarily due to increased pricing, impacting revenues by a low single digit percentage.

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Current report — wording carried from elsewhere

Service revenues increased 9.2% for the six months ended September 30, 2024, as compared to the same period in the prior year, reflecting growth in the Healthcare and AST segments, which was partially offset by a decline in the Life Sciences segment caused by the divestiture of the CECS business. Consumable revenues increased by 16.9% for the six months ended September 30, 2024, as compared to the same period in the prior year, reflecting growth in the Healthcare and Life Sciences segments. Capital equipment revenues decreased 6.8% for the six months ended September 30, 2024, as compared to the same period in the prior year, reflecting declines in the Healthcare and Life Sciences segments.