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Embecta Corp

For the period ended Jun 30, 2024. Filed Aug 9, 2024.

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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, 2024 · Filed Aug 9, 2024

EMBC$6.41+3.6%Stored close · as of Nov 9, 2026

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Notes to Condensed Consolidated Financial Statements

Notes to Unaudited Condensed Consolidated Financial Statements

Note 1 — Background

Embecta Corp. ("Embecta" or the "Company") is a leading global medical device company focused on providing solutions to improve the health and well-being of people living with diabetes. The Company has a broad portfolio of marketed products, including a variety of pen needles, syringes and safety devices, which are complemented by a proprietary digital application designed to assist people with managing their diabetes. The Company primarily sells products to wholesalers and distributors that sell to retail and institutional channels who in turn sell to patients or use the products to deliver insulin injections to patients.

Note 2 — Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and disclosures required by GAAP for complete consolidated financial statements are not included herein. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year. In the Company's opinion, all adjustments necessary for a fair statement of these interim statements have been included and are of a normal and recurring nature. All intercompany transactions and accounts within Embecta have been eliminated. These interim statements should be read in conjunction with the audited financial statements and notes thereto included in Embecta's Annual Report on Form 10-K for the year ended September 30, 2023.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates or assumptions affect reported assets, liabilities, revenues and expenses, depreciable and amortizable lives, sales returns and allowances, rebate accruals, inventory reserves and taxes on income as reflected in the Condensed Consolidated Financial Statements. Actual results could differ from these estimates.

Recently Adopted Accounting Standards

There were no new material accounting standards adopted in the third quarter of 2024.

Recently Issued Accounting Standards Not Yet Adopted

In November 2023, the Financial Account Standard Board issued Accounting Standards Update ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which modifies the disclosure and presentation requirements of reportable segments. This update is effective for the Company beginning with its fiscal year 2025 reporting and for interim reporting beginning with its fiscal year 2026. While this accounting standard will increase disclosures, it will not have a material impact on the Company’s Consolidated Financial Statement results.

In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to enhance the transparency and decision usefulness of income tax disclosures. This update is effective for the Company beginning with its fiscal year 2026 reporting. While this accounting standard will increase disclosures, it will not have a material impact on the Company’s Consolidated Financial Statement results.

Reclassification

Certain prior period amounts have been reclassified to conform to the current year presentation.

Note 3 — Third Party Arrangements and Related Party Disclosures

On April 1, 2022, Embecta and Becton, Dickinson and Company ("BD") entered into a Separation and Distribution Agreement (the "Separation and Distribution Agreement"). Pursuant to the Separation and Distribution Agreement, BD agreed to spin off its diabetes care business (the "Diabetes Care Business") into Embecta, a new, publicly traded company (the "Separation").

In connection with the Separation, the Company entered into the Separation and Distribution Agreement, which contains provisions that, among other things, relate to (i) assets, liabilities and contracts to be transferred, assumed and assigned to each of Embecta and BD (including certain deferred assets and liabilities) as part of the Separation, (ii) cross-indemnities principally designed to place financial responsibility for the obligations and liabilities of Embecta's business with Embecta and financial responsibility for the obligations and liabilities of BD’s remaining businesses with BD, (iii) procedures with respect to claims subject to indemnification and related matters, (iv) the allocation among Embecta and BD of rights and

Dollar amounts are in millions except per share amounts or as otherwise specified.

obligations under existing insurance policies with respect to occurrences prior to completion of the Separation, as well as the right to proceeds and the obligation to incur certain deductibles under certain insurance policies, and (v) procedures governing Embecta’s and BD’s obligations and allocations of liabilities with respect to ongoing litigation matters that may implicate each of BD’s business and Embecta’s business.

Agreements that Embecta entered into with BD that govern aspects of Embecta's relationship with BD following the Separation include, but are not limited to the Transition Services Agreements ("TSA"), Trade Receivables Factoring Agreements ("Factoring Agreements"), Distribution Agreements, Cannula Supply Agreement, Tax Matters Agreement, Logistics Services Agreement ("LSA"), employee matters agreement, an intellectual property matters agreement, local support services agreements, certain other manufacturing arrangements and a process services agreement and lease agreement for a manufacturing facility located in Holdrege, Nebraska. For details on the rights and responsibilities of the parties under these agreements refer to Note 4 to the audited Consolidated Financial Statements in Embecta’s Annual Report on Form 10-K for the year ended September 30, 2023 filed with the Securities and Exchange Commission on November 29, 2023 (the “2023 Form 10-K”).

On March 28, 2024, the Company entered into (i) a second amendment (the “TSA Amendment”) to the TSA, dated as of March 31, 2022 and previously amended as of July 1, 2022 by and between Embecta and BD, and (ii) a second amendment (the “LSA Amendment”) to the LSA, dated January 1, 2022 and previously amended as of November 20, 2023, by and between Embecta and BD. Pursuant to the TSA and the LSA, originally entered into in connection with the Separation, Embecta and BD and their respective affiliates provide each other, on an interim, transitional basis, the Business Continuity Processes. Under the TSA Amendment and the LSA Amendment, BD granted Embecta, among other things, a limited extension until November 1, 2024 of certain services in a limited set of markets to support the Business Continuity Processes.

As of March 31, 2024, all Factoring Agreements between Embecta and BD had expired and terminated as a result of the Company's implementation and onboarding of certain systems and services, including, but not limited to, information technology, procurement, quality and regulatory affairs, medical affairs, tax and treasury services, distribution logistics, and shared services infrastructure support for order-to-cash, source-to-pay, and record-to-report, which, for clarity, includes enterprise resource planning (“ERP”) systems (“Business Continuity Processes”) in North America, and certain jurisdictions in Europe and Asia.

The amount due from BD under the above agreements was $71.6 million at June 30, 2024 and is included in Amounts due from Becton, Dickinson and Company. The amount due to BD under these agreements was $51.7 million at June 30, 2024 and is included in Amounts due to Becton, Dickinson and Company.

The closing of the transfers of certain assets and liabilities related to the Diabetes Care Business in certain jurisdictions, including Mexico, India, Brazil, and Colombia as contemplated by the Separation and Distribution Agreement did not occur at Separation. The transfers of the relevant local assets and liabilities in these certain jurisdictions are expected to close at a future date. As of June 30, 2024, the Company estimates that amounts due from BD related to certain assets and liabilities in these certain jurisdictions are $4.5 million and are reflected in Prepaid expenses and other. As of June 30, 2024, the Company estimates that amounts due to BD related to certain assets and liabilities in these certain jurisdictions is $3.5 million and are reflected in Accrued expenses.

Note 4 — Collaboration Agreement

In March 2023, the Company entered into a collaboration agreement with a third-party to develop and commercialize an interoperable automated glycemic controller ("iAGC") to complement the Company's insulin patch pump currently in development. The Company believes that both parties are active participants in the operating activities of the collaboration and exposed to certain risks and rewards depending on commercial success. The transaction included an upfront payment of $2.5 million for project costs, which was expensed to Research and development expense during the nine month period ended June 30, 2023. Upon successful commercialization of the iAGC, the Company will be responsible for the sales and marketing effort and would pay a royalty to the third-party based on future product sales to customers. The Company expects that it will be the principal in the end customer sale and 100% of product sales will be included in Revenues and any royalty payments and continued project costs after commercialization will be included in Cost of products sold as they are incurred.

Note 5 — Other Operating Expenses

In connection with the Separation, the Company incurred separation and stand-up costs of approximately $25.8 million and $89.6 million during the three and nine months ended June 30, 2024, respectively, and incurred separation and stand-up costs of approximately $27.0 million and $64.1 million during the three and nine months ended June 30, 2023, respectively. The costs incurred primarily consist of costs associated with accounting, auditing, legal services, marketing, supply chain, employee retention, the implementation of the Company's new ERP system, and certain other costs to

Dollar amounts are in millions except per share amounts or as otherwise specified.

establish certain Business Continuity Processes and stand-alone functions to assist with the transition to being a stand-alone entity.

For the three and nine months ended June 30, 2024, the Company recognized $2.2 million and $3.8 million of costs associated with the amortization of cloud computing arrangements. For the three and nine months ended June 30, 2023 there wereno amortization of implementation costs associated with cloud computing arrangements due to the timing of when these projects were placed into service.

Note 6 — Contingencies

The Company was not a party to any material legal proceedings at June 30, 2024 or September 30, 2023, nor is it a party to any material legal proceedings as of the date of issuance of these Condensed Consolidated Financial Statements.

Note 7 — Revenues

The Company’s policies for recognizing revenue have not changed from those described in the 2023 Form 10-K. The Company sells syringes, pen needles and other products used in the management of diabetes which are primarily sold to wholesalers and distributors that sell to retail and institutional channels who in turn sell to patients or use the products to deliver insulin injections to patients. End-users of the Company’s products include healthcare institutions, physicians, life science researchers, clinical laboratories, the pharmaceutical industry, and the general public.

Measurement of Revenues

Payment terms extended to the Company’s customers are based upon commercially reasonable terms for the markets in which the Company’s products are sold. Because the Company generally expects to receive payment within one year or less from when control of a product is transferred to the customer, the Company does not generally adjust its revenues for the effects of a financing component. The Company’s allowance for doubtful accounts reflects the current estimate of credit losses expected to be incurred over the life of its trade receivables. Such estimated credit losses are determined based on historical loss experiences, customer specific credit risk, and reasonable and supportable forward-looking information, such as country or regional risks that are not captured in the historical loss information. Amounts are written off against the allowances for doubtful accounts when the Company determines that a customer account is uncollectible. The allowance for doubtful accounts for trade receivables is not material to the Company’s Condensed Consolidated Financial Statements.

The Company’s gross revenues are subject to a variety of gross-to-net deductions which are recorded in the same period that the underlying revenues are recognized. Such variable consideration includes rebates, sales discounts, and sales returns. Because these deductions represent estimates of the related obligations, judgment is required when determining the impact of these revenue deductions on gross revenues for a reporting period. Rebates provided by the Company are based upon prices determined under the Company’s agreements primarily with its end-user customers. Additional factors considered in the estimate of the Company’s rebate liability include the quantification of inventory that is either in stock at or in transit to the Company’s distributors, as well as the estimated lag time between the sale of product and the payment of corresponding rebates.

The Company’s liability attributed to variable consideration at June 30, 2024 and September 30, 2023 was $190.4 million and $36.4 million, respectively. Sales deductions recorded as a reduction of gross revenues for the three months ended June 30, 2024 and 2023 were $124.5 million and $106.2 million, respectively. Sales deductions recorded as a reduction of gross revenues for the nine months ended June 30, 2024 and 2023 were $389.7 million and $294.0 million, respectively.

Disaggregation of Revenues

Disaggregation of revenue by geographic region is provided within Note 8.

Contract Assets and Liabilities

The Company does not have contract liabilities. Contract assets consist of the Company’s right to consideration that is conditional upon its future performance pursuant to private label agreements and are presented within Prepaid expenses and other in the Condensed Consolidated Balance Sheets.

The Company’s contract asset balance was $1.2 million as of both June 30, 2024 and September 30, 2023.

Note 8 — Segment and Geographical Data

Operating segments are identified as components of an enterprise in which discrete financial information is available for evaluation by the chief operating decision-maker (“CODM”) in making decisions regarding assessing business performance and allocating resources and capital. Management has concluded that the Company operates inone segment

Dollar amounts are in millions except per share amounts or as otherwise specified.

based upon the information used by the CODM in evaluating the performance of the Company’s business and allocating resources and capital.

Disaggregation of Revenues

The Company has distribution agreements with regional or national distributors (including wholesalers and medical suppliers) to ensure broad availability of its products as well as a direct sales force in certain countries and regions around the world. In the United States and Canada, the Company utilizes its large and small key account managers that call on payers, retailers, wholesalers and institutional customers, and field-based territory managers that call on health care providers and pharmacies. In certain markets within Europe, the Company has dedicated sales representatives and in certain regions of the Middle East and Africa, the Company has distribution agreements. In Asia, the Company has distribution agreements, and in China the Company relies on its own commercial team to support sales execution. In Latin America, the Company maintains distribution agreements and direct sales representatives.

The Company disaggregates its revenue by geography as management believes this category best depicts how the nature, amount, and timing of revenues and cash flows are affected by economic factors.

Revenues by geographic region are as follows:

Three months ended June 30,Nine months ended June 30,
2024202320242023
United States$143.6$153.9$439.8$449.6
International(1)128.9132.2397.2389.3
Total$272.5$286.1$837.0$838.9

(1)For the three and nine months ended June 30, 2024 and 2023, no individual country outside of the United States generated net revenues that represented more than 10.0% of total revenues.

Note 9 — Stock-Based Compensation

Stock-Based Compensation Expense

Total stock-based compensation expense for the three and nine months ended June 30, 2024 and 2023 and the respective income tax benefits recognized by the Company in the Condensed Consolidated Statements of Income are as follows:

Three months ended June 30,Nine months ended June 30,
2024202320242023
Cost of products sold$0.6$0.6$2.6$1.7
Selling and administrative expense5.34.616.114.0
Research and development expense0.60.51.71.3
Total Stock-Based Compensation Expense$6.5$5.7$20.4$17.0
Tax benefit associated with stock-based compensation costs recognized$0.6$0.7$1.8$2.2

The following table summarizes the Company's total stock-based compensation expense by classification of award for the three and nine months ended June 30, 2024 and 2023:

Three months ended June 30,Nine Months Ended June 30,
2024202320242023
Equity Awards$6.3$5.6$20.1$16.6
Liability Awards0.20.10.30.4
Total$6.5$5.7$20.4$17.0

Dollar amounts are in millions except per share amounts or as otherwise specified.

The following table summarizes the Company's total stock-based compensation expense by award type for the three and nine months ended June 30, 2024 and 2023:

Three months ended June 30,Nine Months Ended June 30,
2024202320242023
Time-Vested Restricted Stock Units (TVUs)$4.8$4.2$15.4$12.5
Performance-Based Restricted Stock Units (PSUs)0.70.32.00.9
Stock Appreciation Rights (SARs)1.01.23.03.6
Total$6.5$5.7$20.4$17.0

Time Vested Restricted Stock Units ("TVUs")

During the nine months ended June 30, 2024, Embecta granted 1,420,364 restricted stock units ("RSUs") in the form of TVUs to employees. TVUs vest on a graded basis over a period ofthree years. The related stock-based compensation expense is recorded over the requisite service period, which is the vesting period or is based on retirement eligibility. These awards accumulate dividend equivalents, which are provided as additional units and are subject to the same vesting requirements as the underlying grant.

A summary of TVUs outstanding as of June 30, 2024 and changes during the nine months ended June 30, 2024 are as follows:

TVUs (in thousands)Weighted Average Grant Date Fair Value
Nonvested at October 11,188.8$29.42
Granted*1,420.417.36
Distributed**(507.3)28.57
Forfeited, canceled or expired(97.9)21.63
Nonvested at June 302,004.0$21.46
Expected to vest at June 301,900.9$21.56
*Includes accumulated nonvested dividend equivalents
**The TVUs distributed include shares withheld for taxes that are not formally issued to the market.

The weighted average grant date fair value of TVUs granted during the nine months ended June 30, 2024 is $17.36 and the total fair value of TVUs vested during the nine months ended June 30, 2024 is $14.6 million.

At June 30, 2024, the weighted average remaining vesting term of TVUs is 1.9 years.

Performance Based Restricted Stock Units ("PSUs")

During thenine months ended June 30, 2024, Embecta awarded 548,252 RSUs in the form of PSUs to certain executive officers and employees which cliff vest after three years, subject to continued employment of the recipients and the achievement of certain performance metric targets. The Company has identified certain performance metrics associated with these awards and certain targets will be fully established at a future date. The Company has determined that the service inception date precedes the grant date for these awards as (a) the awards were authorized prior to establishing an accounting grant date, (b) the recipients began providing services prior to the grant date, and (c) there are performance conditions that, if not met by the accounting grant date, will result in the forfeiture of the awards. As the service inception date precedes the accounting grant date, the Company recognizes stock-based compensation expense for each separately-vesting tranche over the requisite service period based on the fair value at each reporting date. The requisite service period is equal to the vesting period or is based on retirement eligibility. These awards accumulate dividend equivalents, which are provided as additional units and are subject to the same vesting requirements as the underlying grant. As of June 30, 2024, there were 728,811 RSUs in the form of PSUs that have been awarded, inclusive of accumulated dividend equivalents, for which a grant date has not yet been established.

Dollar amounts are in millions except per share amounts or as otherwise specified.

A summary of PSUs outstanding as of June 30, 2024 and changes during the nine months ended June 30, 2024 are as follows:

Stock Units (in thousands)Weighted Average Grant Date Fair Value
Nonvested at October 157.8$30.24
Forfeited, canceled or expired(0.3)30.24
Nonvested at June 3057.5$30.24
Expected to vest at June 3054.3$30.24

At June 30, 2024, the weighted average remaining vesting term of PSUs is 1.9 years.

Stock Appreciation Rights

A summary of stock appreciation rights ("SARs") outstanding as of June 30, 2024 and changes during the nine months ended June 30, 2024 are as follows:

SARs (in thousands)Weighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value
Balance at October 11,831.7$29.06
Forfeited, canceled or expired(45.3)27.36
Balance at June 301,786.4$29.107.0$—
Vested and expected to vest at June 301,735.029.077.0$—
Exercisable at June 30851.8$28.046.3$—

No SARswere exercised during the nine months ended June 30, 2024.

Unrecognized Stock-Based Compensation Expense and Other Stock Plans

The amount of unrecognized compensation expense for all non-vested stock-based awards granted as of June 30, 2024, is approximately $34.9 million which is expected to be recognized over a weighted-average remaining life of approximately 1.9 years. At June 30, 2024,2.6 million shares were authorized for future grants under the Company's 2022 Employee and Director Equity Based Compensation Plan.

Note 10 — Goodwill, Intangible Assets, and Cloud Computing Arrangements

Goodwill and Intangible Assets

Goodwill and Other Intangible Assets consisted of:

June 30, 2024September 30, 2023
Amortized intangible assets
Patents – gross$10.6$10.6
Less: accumulated amortization(4.9)(4.5)
Patents – net$5.7$6.1
Customer Relationships and Other – gross$5.3$5.4
Less: accumulated amortization(2.7)(2.4)
Customer Relationships and Other – net$2.6$3.0
Total amortized intangible assets$8.3$9.1
Goodwill15.515.6
Total Goodwill and Other Intangible Assets$23.8$24.7

Dollar amounts are in millions except per share amounts or as otherwise specified.

Cloud Computing Arrangements

The Company capitalizes costs associated with the development of cloud computing arrangements in a manner consistent with internally developed software. Capitalized costs are included in Prepaid expenses and other and Deferred Income Taxes and Other Assets. Capitalized costs to implement cloud computing arrangements at cost and accumulated amortization were as follows:

June 30, 2024September 30, 2023
Short-term portion$10.1$4.0
Long-term portion56.334.0
Total Capitalized implementation costs$66.4$38.0
Less: accumulated amortization(3.9)—
Total Capitalized implementation costs, net$62.5$38.0

Costs amortized during the three and nine months ended June 30, 2024 were $2.2 million and $3.8 million, respectively, and are included in Other operating expenses. For the three and nine months ended June 30, 2023 there wereno costs recognized related to the implementation of these cloud computing arrangements due to the timing of when these projects were placed into service. As of June 30, 2024, cloud computing arrangement assets in-service have useful lives which range from approximately three tonine years.

Note 11 — Long-Term Debt

Credit Agreement

On March 31, 2022, Embecta entered into a credit agreement (the “Credit Agreement”), providing for:

a Term Loan B Facility (the "Term Loan") in the amount of $950.0 million, with aseven-year term that matures in March 2029. The interest rate is 300 basis points over the secured overnight financing rate (“SOFR”), with a 0.50% SOFR floor. The Term Loan was issued at a discount of 0.50%. Principal and interest payments on the Term Loan commenced on June 30, 2022. Such quarterly principal payments are calculated as 0.25% of the initial principal amount, with the remaining balance payable upon maturity; and

a Revolving Credit Facility (the "Revolving Credit Facility") in an aggregate principal amount of up to $500.0 million, with afive-year term that matures in 2027. Borrowings under the Revolving Credit Facility bear interest, at Embecta’s option, at an annual rate equal to (a) in the case of loans denominated in United States dollars (i) the SOFR or (ii) the alternate base rate or (b) in the case of loans denominated in Euros, the EURIBOR rate, in each case plus an applicable margin specified in the credit agreement. A commitment fee applies to the unused portion of the Revolving Credit Facility, equal to 0.25% per annum. As of June 30, 2024, no amount has been drawn on the Revolving Credit Facility.

The Credit Agreement and the indentures for Embecta's outstanding 5.00% senior secured notes due February 2030 (the "5.00% Notes") and 6.75% senior secured notes due February 2030 (the "6.75% Notes") contain customary financial covenants, including a total net leverage ratio covenant, which measures the ratio of (i) consolidated total net debt to (ii) consolidated earnings before interest, taxes, depreciation and amortization, and subject to other adjustments, must meet certain defined limits which are tested on a quarterly basis in accordance with the terms of the Credit Agreement and the 5.00% Notes and 6.75% Notes. In addition, the Credit Agreement contains covenants that will limit, among other things, Embecta’s ability to prepay, redeem or repurchase its subordinated and junior lien debt, incur additional debt, make acquisitions, merge with other entities, pay dividends or distributions, redeem or repurchase equity interests, and create or become subject to liens.

The following is a summary of Embecta's total debt outstanding as of June 30, 2024:

Term Loan due March 2029$928.6
5.00% Notes due February 2030500.0
6.75% Notes due February 2030200.0
Total principal debt issued$1,628.6
Less: current debt obligations(9.5)
Less: debt issuance costs and discounts(28.3)
Long-term debt$1,590.8

The debt issuance costs on the Term Loan,5.00% Notes,6.75% Notesand the discount on the Term Loan are reported in

Dollar amounts are in millions except per share amounts or as otherwise specified.

the Condensed Consolidated Balance Sheets as a reduction of debt and are amortized as a component of Interest expense, net over the term of the related debt using the effective interest method.

The schedule of principal payments required on long-term debt for the next five fiscal years and thereafter is as follows:

2024$2.4
20259.5
20269.5
20279.5
20289.5
Thereafter1,588.2

The estimated fair value of long-term debt (including current portion) at June 30, 2024 was $1,454.6 million compared with a carrying value (which includes a reduction for unamortized debt issuance costs and discounts) of $1,600.3 million. Fair value was estimated using inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability and would be considered Level 2 in the fair value hierarchy.

Note 12 — Earnings per Share

The calculation of earnings per basic and diluted common share for thethree and nine months ended June 30, 2024 and 2023 was as follows:

Three Months EndedJune 30,Nine Months EndedJune 30,
($ in millions and shares in thousands, except per share amounts)2024202320242023
Net Income attributable to Embecta$14.7$15.2$63.7$64.4
Basic weighted average number of shares outstanding57,76857,29657,64157,223
Stock awards and equity units (share equivalent)74286502491
Diluted weighted average shares outstanding57,84257,58258,14357,714
Earnings per common share - Basic$0.25$0.27$1.11$1.13
Earnings per common share - Diluted$0.25$0.26$1.10$1.12

Earnings per diluted share is computed by giving effect to all potentially dilutive stock awards that are outstanding. The computation of earnings per diluted share excludes the effect of the potential exercise of stock-based awards, when the effect of the potential exercise would be anti-dilutive. For the three months ended June 30, 2024 and 2023,4.3 million and 2.1 million, respectively, and for the nine months ended June 30, 2024 and 2023,2.8 million and 1.9 million, respectively, of dilutive share equivalents issuable under stock-based compensation plans were excluded from the diluted shares outstanding calculation because the result would have been antidilutive.

Note 13 — Income Taxes

The Company is subject to income tax in the various jurisdictions in which it operates. A significant portion of the Company's earnings are taxed in jurisdictions with tax rates that are lower than the statutory tax rate of the United States. The effective tax rate can change from quarter to quarter because of variability in global pretax income or geographical mix of the Company's earnings, changes in tax laws and matters related to tax audits.

The effective tax rates were 45.6% and 24.4% for the three months ended June 30, 2024 and 2023, respectively. The increase in the Company’s effective tax rate from the prior comparative period is primarily due to an increase in non-deductible interest expense in the United States and higher U.S. tax on foreign earnings. This was partially offset by lower tax expense due to a change in the mix of earnings among tax jurisdictions.

The effective tax rates were (24.4)% and 36.0% for the nine months ended June 30, 2024 and 2023, respectively. The decrease in the Company’s effective tax rate from the prior comparative period is attributable to lower withholding taxes on undistributed foreign earnings which reflects a tax benefit of approximately $18.8 million related to Swiss withholding taxes from prior years. Also contributing to the decrease was the recognition of a tax benefit of approximately $17.1 million for the establishment of a deferred tax asset as a result of a higher Swiss cantonal tax rate that contributed to an increased tax basis that is amortizable for income tax purposes over a period of seven years. The decrease in the

Dollar amounts are in millions except per share amounts or as otherwise specified.

effective tax rate was also impacted by lower tax expense due to a change in the mix of earnings among tax jurisdictions. This was partially offset by an increase in non-deductible interest expense in the U.S.

Note 14 — Financial Instruments and Fair Value Measurements

The following reconciles Cash and equivalentsand restricted cash reported within the Condensed Consolidated Balance Sheets as of June 30, 2024 and September 30, 2023, to the total amounts shown in the Condensed Consolidated Statements of Cash Flows:

June 30, 2024September 30, 2023
Cash and equivalents$275.1$326.3
Restricted cash6.70.2
Cash and equivalents and restricted cash$281.8$326.5

Cash and equivalents as of June 30, 2024 includes cash held in money market funds and other cash equivalents. All cash and equivalents are Level 1 in the fair value hierarchy. Interest income on Cash and equivalents was $3.1 million and $2.9 million for the three months ended June 30, 2024 and 2023, respectively, and $9.4 million and $6.7 million for the nine months ended June 30, 2024 and 2023, respectively, and is included as a component of Interest expense, net. Restricted cash consists of cash not readily available for use in the Company's operating activities. The Company's restricted cash balance is primarily pledged as collateral for bank guarantees related to certain customer performance guarantees and property leases internationally.

Foreign Currency Risks and Related Strategies

The Company has foreign currency exposures throughout Europe, Asia, Canada and Latin America. Transactional currency exposures that arise from entering into transactions, generally on an intercompany basis, in non-hyperinflationary countries that are denominated in currencies other than the functional currency are mitigated primarily through the use of forward contracts.

The notional amounts of the Company’s foreign currency-related derivative instruments were as follows as of June 30, 2024 and September 30, 2023, respectively:

Hedge DesignationJune 30, 2024September 30, 2023
Foreign exchange contracts (a)Undesignated$5.1$6.7

a. Represent hedges of transactional foreign exchange exposures resulting primarily from intercompany payables and receivables. Gains and losses on these instruments are recognized immediately in Other income (expense), net. These gains and losses are largely offset by gains and losses on the underlying hedged items, as well as the hedging costs associated with the derivative instruments. Gains and losses recognized to date on these instruments were not material to the Company's Condensed Consolidated Financial Statements.

Nonrecurring Fair Value Measurements

Non-financial assets, including property, plant and equipment as well as intangible assets, are measured at fair value when there are indicators of impairment and these assets are recorded at fair value only when an impairment is recognized. These measurements of fair value are generally based upon Level 3 inputs, including values estimated using the income approach.

Concentration of Credit Risk

Three of the Company’s customers represented at least 10.0% of total gross revenues individually and, in the aggregate, represented approximately 39.2% for the three months ended June 30, 2024, and three of the Company's customers represented at least 10.0% of total gross revenues individually and, in the aggregate, represented approximately 41.1% of total revenues for the nine months ended June 30, 2024.

Two of the Company's customers represented at least 10.0% of total gross trade receivables individually and, in the aggregate, represented approximately 38.0% as of June 30, 2024.

Substantially all of the Company’s trade receivables are due from public and private entities involved in the healthcare industry. The Company does not normally require collateral from its customers.

Dollar amounts are in millions except per share amounts or as otherwise specified.

Note 15 — Property, Plant and Equipment

Property, Plant and Equipment, Net consisted of:

June 30, 2024September 30, 2023
Land$3.0$2.3
Buildings118.9124.5
Machinery, equipment and fixtures587.0567.2
Leasehold improvements11.09.1
Construction in progress37.244.8
$757.1$747.9
Less: accumulated depreciation(465.9)(447.7)
Total Property, Plant and Equipment, Net$291.2$300.2

Note 16 — Leases

Finance Leases

The Company's finance lease assets and liabilities are attributed to its manufacturing site in Holdrege, Nebraska, which has an initial term often years and an option for the Company to extend the lease term for an additional period of up tofive years. This lease is classified as a finance lease because the present value of the sum of the lease payments associated with the lease exceeds substantially all of the fair value of the manufacturing site.

Operating Leases

The Company's operating leases primarily relate to its real estate leases that are not classified as finance leases.

Aggregate Lease Information

The Company's leases are included in its Condensed Consolidated Balance Sheets as follows:

June 30, 2024September 30, 2023
Finance Leases
Property, Plant, and Equipment, Net$31.4$33.1
Total Finance Lease Assets$31.4$33.1
Current finance lease liabilities$3.4$3.6
Non Current Finance Lease Liabilities30.531.5
Total Finance Lease Liabilities$33.9$35.1
Weighted-average remaining lease term (years)12.813.5
Weighted-average discount rate6.8%6.8%
Operating Leases
Other Assets$20.4$23.0
Total Operating Lease Assets$20.4$23.0
Accrued expenses$4.9$5.9
Deferred Income Taxes and Other Liabilities13.615.4
Total Operating Lease Liabilities$18.5$21.3
Weighted-average remaining lease term (years)6.77.3
Weighted-average discount rate6.7%6.9%

Dollar amounts are in millions except per share amounts or as otherwise specified.

Supplemental cash flow information related to leases for the nine months ended June 30, 2024 and 2023 were as follows:

June 30, 2024June 30, 2023
Right of use assets obtained in exchange for lease liabilities
Operating Leases$1.5$17.4
June 30, 2024June 30, 2023
Cash used for amounts included in the measurement of lease liabilities
Operating cash flows from Operating Leases$5.0$1.6
Financing cash flows from Finance Lease1.02.7
Operating cash flows from Finance Lease2.0—

Maturities of the Company's finance and operating lease liabilities as of June 30, 2024 by fiscal year are as follows:

Finance Leases · Operating Leases · Total
2024$0.9$1.3$2.2
20253.74.17.8
20263.72.36.0
20273.81.85.6
20283.92.16.0
Thereafter36.211.347.5
Total lease payments$52.2$22.9$75.1
Less: amount representing interest18.34.422.7
Present value of lease liabilities$33.9$18.5$52.4

Dollar amounts are in millions except per share amounts or as otherwise specified.

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