tfx-20210328

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 28, 2021


☐			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 46,732,674 shares of common stock, par value $1.00 per share, outstanding as of April 27, 2021.

TELEFLEX INCORPORATED

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED MARCH 28, 2021

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 28, 2021		March 29, 2020
	(Dollars and shares in thousands, except per share)
Net revenues	$	633,925	$	630,642
Cost of goods sold	289,398		297,018
Gross profit	344,527		333,624
Selling, general and administrative expenses	203,148		147,796
Research and development expenses	29,947		27,396
Restructuring and impairment charges	7,998		1,346

Income from continuing operations before interest and taxes	103,434		157,086
Interest expense	16,798		15,439
Interest income	(659)		(579)

Income from continuing operations before taxes	87,295		142,226
Taxes on income from continuing operations	12,428		11,074
Income from continuing operations	74,867		131,152
Operating loss from discontinued operations	(1)		(4)
Tax benefit on operating loss from discontinued operations	—		(2)
Loss from discontinued operations	(1)		(2)
Net income	$	74,866	$	131,150
Earnings per share:
Basic:
Income from continuing operations	$	1.60	$	2.83
Loss from discontinued operations	—		—
Net income	$	1.60	$	2.83
Diluted:
Income from continuing operations	$	1.58	$	2.78
Loss from discontinued operations	—		—
Net income	$	1.58	$	2.78
Weighted average common shares outstanding
Basic	46,698		46,382
Diluted	47,407		47,231

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 28, 2021		March 29, 2020
	(Dollars in thousands)
Net income	$	74,866	$	131,150
Other comprehensive income (loss), net of tax:
Foreign currency translation, net of tax of $(598) and $(7,581)	(24,075)		(18,199)
Pension and other postretirement benefit plans adjustment, net of tax of $(513) and $(522)	1,611		1,689
Derivatives qualifying as hedges, net of tax of $33 and $372	27		(3,817)
Other comprehensive loss, net of tax:	(22,437)		(20,327)
Comprehensive income	$	52,429	$	110,823

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

TELEFLEX INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


	March 28, 2021		December 31, 2020
	(Dollars in thousands)
ASSETS
Current assets
Cash and cash equivalents	$	324,631	$	375,880
Accounts receivable, net	401,112		395,071
Inventories	512,284		513,196
Prepaid expenses and other current assets	121,877		115,436
Prepaid taxes	18,879		22,842

Total current assets	1,378,783		1,422,425
Property, plant and equipment, net	467,648		473,912
Operating lease assets	94,554		100,635
Goodwill	2,565,874		2,585,966
Intangible assets, net	2,470,244		2,519,746
Deferred tax assets	8,045		8,073
Other assets	42,875		41,802
Total assets	$	7,028,023	$	7,152,559
LIABILITIES AND EQUITY
Current liabilities
Current borrowings	$	83,750	$	100,500
Accounts payable	101,340		102,520
Accrued expenses	134,311		136,276

Payroll and benefit-related liabilities	100,380		122,366
Accrued interest	23,401		7,135
Income taxes payable	14,831		17,361
Other current liabilities	50,040		53,869

Total current liabilities	508,053		540,027
Long-term borrowings	2,295,436		2,377,888
Deferred tax liabilities	482,484		484,678
Pension and postretirement benefit liabilities	57,118		74,499
Noncurrent liability for uncertain tax positions	9,987		10,127

Noncurrent operating lease liabilities	79,403		86,097
Other liabilities	219,751		242,786
Total liabilities	3,652,232		3,816,102
Commitments and contingencies
Total shareholders'

SEC Form 10-Q filed by Teleflex Incorporated