tfx-20220327

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 27, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission file number 1-5353

TELEFLEX INCORPORATED

(Exact name of registrant as specified in its charter)


Delaware						23-1147939
(State or other jurisdiction of incorporation or organization)						(I.R.S. employer identification no.)

550 E. Swedesford Rd., Suite 400 Wayne, PA 19087

(Address of principal executive offices and zip code)

(610) 225-6800

(Registrant’s telephone number, including area code)

(None)

(Former Name, Former Address and Former Fiscal Year,

If Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $1.00 per share

TFX

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The registrant had 46,900,058 shares of common stock, par value $1.00 per share, outstanding as of April 26, 2022.

TELEFLEX INCORPORATED

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED MARCH 27, 2022

TABLE OF CONTENTS

Page

PART I — FINANCIAL INFORMATION

Item 1:

Financial Statements (Unaudited):

Condensed Consolidated Statements of Income

Condensed Consolidated Statements of Comprehensive Income

Condensed Consolidated Balance Sheets

Condensed Consolidated Statements of Cash Flows

Condensed Consolidated Statements of Changes in Equity

Notes to Condensed Consolidated Financial Statements

Item 2:

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 3:

Quantitative and Qualitative Disclosures About Market Risk

Item 4:

Controls and Procedures

PART II — OTHER INFORMATION

Item 1:

Legal Proceedings

Item 1A:

Risk Factors

Item 2:

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3:

Defaults Upon Senior Securities

Item 4:

Mine Safety Disclosures

Item 5:

Other Information

Item 6:

Exhibits

SIGNATURES

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

TELEFLEX INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)


	Three Months Ended
	March 27, 2022		March 28, 2021
	(Dollars and shares in thousands, except per share)
Net revenues	$	641,715	$	633,925
Cost of goods sold	295,482		289,398
Gross profit	346,233		344,527
Selling, general and administrative expenses	203,932		203,148
Research and development expenses	36,360		29,947
Restructuring and impairment charges	2,405		7,998

Income from continuing operations before interest and taxes	103,536		103,434
Interest expense	10,418		16,798
Interest income	(222)		(659)

Income from continuing operations before taxes	93,340		87,295
Taxes on income from continuing operations	15,973		12,428
Income from continuing operations	77,367		74,867
Operating loss from discontinued operations	(294)		(1)
Tax benefit on operating loss from discontinued operations	(68)		—
Loss from discontinued operations	(226)		(1)
Net income	$	77,141	$	74,866
Earnings per share:
Basic:
Income from continuing operations	$	1.65	$	1.60
Loss from discontinued operations	—		—
Net income	$	1.65	$	1.60
Diluted:
Income from continuing operations	$	1.63	$	1.58
Loss from discontinued operations	—		—
Net income	$	1.63	$	1.58
Weighted average common shares outstanding
Basic	46,876		46,698
Diluted	47,402		47,407

The accompanying notes are an integral part of the condensed consolidated financial statements.

TELEFLEX INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)


	Three Months Ended
	March 27, 2022		March 28, 2021
	(Dollars in thousands)
Net income	$	77,141	$	74,866
Other comprehensive (loss) income, net of tax:
Foreign currency translation, net of tax of $(1,136), and $(598) for the three months periods, respectively	(23,329)		(24,075)
Pension and other postretirement benefit plans adjustment, net of tax of $(499), and $(513) for the three months periods, respectively	1,586		1,611
Derivatives qualifying as hedges, net of tax of $(30), and $33 for the three months periods, respectively	457		27
Other comprehensive loss, net of tax:	(21,286)		(22,437)
Comprehensive income	$	55,855	$	52,429

The accompanying notes are an integral part of the condensed consolidated financial statements.

TELEFLEX INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


	March 27, 2022		December 31, 2021
	(Dollars in thousands)
ASSETS
Current assets
Cash and cash equivalents	$	466,656	$	445,084
Accounts receivable, net	407,159		383,569
Inventories	491,422		477,643
Prepaid expenses and other current assets	123,872		117,277
Prepaid taxes	5,092		5,545

Total current assets	1,494,201		1,429,118
Property, plant and equipment, net	436,021		443,758
Operating lease assets	124,390		129,653
Goodwill	2,492,726		2,504,202
Intangible assets, net	2,243,559		2,289,067
Deferred tax assets	6,791		6,820
Other assets	75,622		69,104

Total assets	$	6,873,310	$	6,871,722
LIABILITIES AND EQUITY
Current liabilities
Current borrowings	$	110,000	$	110,000
Accounts payable	117,464		118,236
Accrued expenses	158,945		163,441

Payroll and benefit-related liabilities	102,407		143,657
Accrued interest	16,808		5,209
Income taxes payable	88,451		83,943
Other current liabilities	62,125		55,633

Total current liabilities	656,200		680,119
Long-term borrowings	1,740,778		1,740,102
Deferred tax liabilities	369,739		370,124
Pension and postretirement benefit liabilities	43,427		45,185
Noncurrent liability for uncertain tax positions	8,614		8,646

Noncurrent operating lease liabilities	109,597		116,033
Other liabilities	149,421		156,765
Total liabilities	3,077,776		3,116,974
Commitments and contingencies
Total shareholders' equity	3,795,534		3,754,748
Total liabilities and shareholders' equity	$	6,873,310	$	6,871,722

The accompanying notes are an integral part of the condensed consolidated financial statements.

TELEFLEX INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


	Three Months Ended
	March 27, 2022		March 28, 2021
	(Dollars in thousands)
Cash flows from operating activities of continuing operations:
Net income	$	77,141	$	74,866
Adjustments to reconcile net income to net cash provided by operating activities:
Loss from discontinued operations	226		1
Depreciation expense	17,317		17,513
Intangible asset amortization expense	40,597		41,922
Deferred financing costs and debt discount amortization expense

SEC Form 10-Q filed by Teleflex Incorporated