tfx-20250330

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 30, 2025


☐			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 44,188,985 shares of common stock, par value $1.00 per share, outstanding as of April 29, 2025.

TELEFLEX INCORPORATED

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED MARCH 30, 2025

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 30, 2025		March 31, 2024
	(Dollars and shares in thousands, except per share)
Net revenues	$	700,669	$	737,849
Cost of goods sold	311,230		321,715
Gross profit	389,439		416,134
Selling, general and administrative expenses	222,710		242,830
Research and development expenses	36,404		37,299
Pension settlement charge	—		138,139
Restructuring charges, separation costs and impairment charges	4,755		2,659

Income (loss) from continuing operations before interest and taxes	125,570		(4,793)
Interest expense	18,544		22,683
Interest income	(1,917)		(1,666)

Income (loss) from continuing operations before taxes	108,943		(25,810)
Taxes (benefit) on income from continuing operations	13,839		(41,551)
Income from continuing operations	95,104		15,741
Operating loss from discontinued operations	(133)		(587)
Tax benefit on operating loss from discontinued operations	(31)		(135)
Loss from discontinued operations	(102)		(452)
Net income	$	95,002	$	15,289
Earnings per share:
Basic:
Income from continuing operations	$	2.08	$	0.33
Loss from discontinued operations	—		(0.01)
Net income	$	2.08	$	0.32
Diluted:
Income from continuing operations	$	2.07	$	0.33
Loss from discontinued operations	—		(0.01)
Net income	$	2.07	$	0.32
Weighted average common shares outstanding
Basic	45,782		47,068
Diluted	45,926		47,394

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 30, 2025		March 31, 2024
	(Dollars in thousands)
Net income	$	95,002	$	15,289
Other comprehensive income (loss), net of tax:
Foreign currency translation, net of tax of $6,673 and $(2,638) for the three month periods, respectively	26,289		(36,669)
Pension and other postretirement benefit plans adjustment, net of tax of $188 and $(60,831) for the three month periods, respectively	(603)		89,342
Derivatives qualifying as hedges, net of tax of $125 and $(118) for the three month periods, respectively	(2,096)		678
Other comprehensive income, net of tax:	23,590		53,351
Comprehensive income	$	118,592	$	68,640

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

TELEFLEX INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


	March 30, 2025		December 31, 2024
	(Dollars in thousands)
ASSETS
Current assets
Cash and cash equivalents	$	284,122	$	290,188
Accounts receivable, net	464,523		459,495
Inventories	643,972		600,133
Prepaid expenses and other current assets	141,604		117,851
Prepaid taxes	4,693		3,457

Total current assets	1,538,914		1,471,124
Property, plant and equipment, net	518,916		502,852
Operating lease assets	108,340		108,912
Goodwill	2,651,886		2,632,314
Intangible assets, net	2,226,144		2,268,714
Deferred tax assets	11,773		11,374
Other assets	107,317		102,624

Total assets	$	7,163,290	$	7,097,914
LIABILITIES AND EQUITY
Current liabilities
Current borrowings	$	100,000	$	100,000
Accounts payable	143,037		141,031
Accrued expenses	150,856		143,167

Payroll and benefit-related liabilities	108,900		151,263
Accrued interest	17,020		5,338
Income taxes payable	49,780		41,318
Other current liabilities	106,316		67,243

Total current liabilities	675,909		649,360
Long-term borrowings	1,807,321		1,555,871
Deferred tax liabilities	385,670		391,066
Pension and postretirement benefit liabilities	20,304		20,185
Noncurrent liability for uncertain tax positions	1,896		1,831

Noncurrent operating lease liabilities	97,661		99,154
Other liabilities	79,365		102,307
Total liabilities	3,068,126		2,819,774
Commitments and contingencies
Total shareholders' equity	4,095,164		4,278,140
Total liabilities and shareholders' equity	$	7,163,290	$	7,097,914

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 30, 2025		March 31, 2024
	(Dollars in thousands)
Cash flows from operating activities of continuing operations:
Net income	$	95,002	$	15,289
Adjustments to reconcile net income to net cash provided by operating activities:
Loss from discontinued operations	102		452
Depreciation expense	19,409		15,928
Intangible asset amortization expense	47,922		50,116
Deferred financing costs and debt discount amortization expense	851		853
Pension settlement charge	—		138,139


Fair value step up of acquired inventory sold	—		1,722
Changes in contingent consideration	(1,795)		865
Stock-based compensation	7,826		7,129
Asset impairment charge	—		2,110
(Gain) loss on non-designated foreign currency forward contracts	(23,268)		—
Deferred income taxes, net	372		(58,282)

Interest benefit on swaps designated as net investment hedges	(4,239)		(3,720)
Other	(50)		(118)
Changes in assets and liabilities, net of effects of acquisitions and disposals:
Accounts receivable	(5,104)		(9,549)
Inventories	(29,489)		(11,720)
Prepaid expenses and other assets	(13,196)		7,352
Accounts payable, accrued expenses and other liabilities	(27,899)		(

SEC Form 10-Q filed by Teleflex Incorporated