Integer Holdings Corporation (NYSE:ITGR), a leading medical device
outsource manufacturer, today announced fourth quarter 2023
preliminary unaudited sales are expected to be in the range of $411
million to $413 million, an increase of 10% to 11% compared to
fourth quarter 2022. Preliminary unaudited full year 2023 sales are
expected to be in the range of $1.595 billion to $1.597 billion, an
increase of 16% compared to full year 2022.
The preliminary unaudited sales results for the fourth quarter
and full year ended December 31, 2023 are based on information
available to management as of the date of this release. These
preliminary results are subject to changes, that may be material,
in connection with completion of the Company’s standard year-end
closing procedures and the completion of our independent registered
public accounting firm’s year-end audit.
Pulse Technologies
Acquisition
Additionally, Integer announced the acquisition of Pulse
Technologies, Inc., a privately-held technology, engineering and
contract manufacturing company focused on complex micro machining
of medical device components for high growth structural heart,
heart pump, electrophysiology, leadless pacing, and neuromodulation
markets. Based in Quakertown, Pennsylvania, Pulse Technologies also
provides proprietary advanced technologies, including Hierarchical
Surface Restructuring (HSR™), Scratch-Free Surface Finishes, and
Titanium Nitride Coatings.
Consistent with Integer’s tuck-in acquisition strategy, the
acquisition of Pulse Technologies further increases Integer’s
end-to-end development capabilities and manufacturing footprint in
targeted growth markets and provides customers with expanded
capabilities, capacity and resources to accelerate products time to
market.
“The acquisition of Pulse Technologies is directly aligned with
Integer’s strategy to expand our capabilities and capacity in
targeted growth markets,” said Payman Khales, Integer President,
Cardio & Vascular. “We were immediately impressed with Pulse
Technologies’ long-standing customer relationships, technical
talent, unique technologies, shared values, and capacity for
growth. The company shares Integer’s commitment to quality,
innovation and enhancing the lives of patients, and we are thrilled
to welcome their 250 associates to the Integer team.”
Joe Rosato, Pulse owner, President and CEO, said, “Our founders
Bob Walsh and Frank Henofer started Pulse Technologies over 31
years ago with a focus on implantable medical components and
assemblies serving high growth sectors of the market. With years of
prudent investments in R&D and advanced technology, we have
been successful servicing the world’s largest MedTech OEMs. The
acquisition by Integer, with their global scale and best-in-class
capabilities, will accelerate our growth opportunities and will
further enhance our value proposition to our most valued
customers.”
Transaction Financial Highlights
- Integer acquired Pulse Technologies for approximately $140
million, subject to customary purchase price adjustments, offset by
an expected $15 million NPV tax benefit over 15 years, plus
additional consideration contingent on achieving specific revenue
growth targets through 2025.
- Pulse Technologies’ estimated full year 2023 sales are
approximately $42 million with 2023 adjusted EBITDA(a) expected to
be approximately $11 million.
- Integer expects Pulse Technologies’ sales growth and adjusted
EBITDA margin to be accretive.
- The transaction closed on January 5, 2024 utilizing borrowings
under Integer’s existing revolving credit facility. Integer
anticipates it will stay within the 2.5x – 3.5x leverage target
following the transaction.
Forward-looking financial information with respect to the
transaction will be provided as part of Integer’s fourth quarter
earnings release and conference call.
(a) |
Adjusted
EBITDA is defined as net income adjusted for the following items:
interest expense, depreciation and amortization expense, as well as
items affecting comparability, including adjustments to eliminate
expenses associated with executive compensation costs and above
market lease expense, and add certain expenses to align with
Integer’s accounting policies. A GAAP reconciliation of Adjusted
EBITDA to anticipated net income has not been included because
Pulse Technologies has not yet completed its financial closing
procedures for the three months and fiscal year ended December 31,
2023 and such reconciliation could not be produced without
unreasonable effort. |
|
|
Fourth Quarter and Full Year 2023 Earnings Release and
Conference Call
Integer plans to release financial and operational results for
fourth quarter and full year 2023 at 7 a.m. Central Time (CT) / 8
a.m. Eastern Time (ET) on Thursday February 15, 2024. Following the
release, Integer management will host a webcast at 8 a.m. CT / 9
a.m ET to discuss these results. Other forward-looking and material
information may also be discussed during this call.Conference call
details:
- Date: Thursday, February 15, 2024
- Time: 8 a.m. CT / 9 a.m. ET
- Domestic dial-in number: (888) 330-3567
- International dial-in number: (646) 960-0842
- Conference ID: 9252310
- Webcast Registration: ITGR Q4 2023 Earnings Call
An audio replay will be available for seven days and can be
accessed by dialing (800) 770-2030 or (647) 362-9199 and using
Conference ID 9252310. The conference call will also be available
live or via archived replay on the Investor Relations section of
the Integer website at investor.integer.net.
From time to time, the Company posts information that may be of
interest to investors on its website at investor.integer.net. To
automatically receive Integer financial news by email, please visit
investor.integer.net and subscribe to email alerts.
About
Integer®
Integer Holdings Corporation (NYSE:ITGR) is one of the largest
medical device outsource (MDO) manufacturers in the world serving
the cardiac, neuromodulation, vascular, portable medical and
orthopedics markets. Integer provides innovative, high-quality
medical technologies that enhance the lives of patients worldwide.
In addition, the Company develops batteries for high-end niche
applications in energy, military, and environmental markets. The
Company's brands include Greatbatch Medical®, Lake
Region Medical® and Electrochem®.
Additional information is available at www.integer.net.
Investor Relations: |
Media Relations: |
Andrew Senn |
Kelly Butler |
andrew.senn@integer.net |
kelly.butler@integer.net |
763.951.8312 |
214.618.4216 |
Forward-Looking Statements
Some of the statements contained in this press release are
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, including statements
regarding fourth quarter 2023 preliminary unaudited sales and
preliminary unaudited full year 2023 sales; statements regarding
Integer’s ability to stay within its 2.5x-3.5x leverage target
following the acquisition of Pulse Technologies; statements
regarding estimated full year 2023 sales and adjusted EBITDA of
Pulse Technologies; expectations regarding the accretive nature of
Pulse Technologies’ sales growth and adjusted EBITDA margin and the
benefits of the acquisition; and other events, conditions or
developments that will or may occur in the future. You can identify
forward-looking statements by terminology such as “outlook,”
“projected,” “may,” “will,” “should,” “could,” “expect,” “intends,”
“plans,” “anticipates,” “believes,” “estimates,” “predicts,”
“potential,” “project,” or “continue” or variations or the negative
of these terms or other comparable terminology. These statements
are only predictions. Actual events or results may differ
materially from those stated or implied by these forward-looking
statements. In evaluating these statements and our prospects, you
should carefully consider the factors set forth below.
Although it is not possible to create a comprehensive list of
all factors that may cause actual results to differ from the
results expressed or implied by our forward-looking statements or
that may affect our future results, some of these factors and other
risks and uncertainties that arise from time to time are described
in Item 1A “Risk Factors” of our Annual Report on Form 10-K and in
our other periodic filings with the SEC and include the
following:
- operational risks, such as the
duration, scope and impact of global supply chain issues and the
military conflicts between Russia and Ukraine and between Israel
and Hamas, including the evolving economic, social and governmental
environments and their effects on our associates, suppliers and
customers as well as the global economy; our dependence upon a
limited number of customers; pricing pressures that we face from
customers; our reliance on third party suppliers for raw materials,
key products and subcomponents; the competitive labor market and
our ability to attract, train and retain a sufficient number of
qualified associates; the potential for harm to our reputation
caused by quality problems related to our products; the dependence
of our energy market-related revenues on the conditions in the oil
and natural gas industry; interruptions in our manufacturing
operations; our dependence upon our information technology systems
and our ability to prevent cyber-attacks and other failures; and
our dependence upon our senior management team and technical
personnel;
- strategic risks, such as the intense
competition we face and our ability to successfully market our
products; our ability to respond to changes in technology; our
ability to develop new products and expand into new geographic and
product markets; and our ability to successfully identify, make and
integrate acquisitions to expand and develop our business in
accordance with expectations, including our ability to successfully
integrate Pulse Technologies into our business and risks inherent
with the acquisition of Pulse Technologies in the achievement of
expected results, including whether the acquisition will be
accretive and within the expected time frame;
- financial risks, such as our
significant amount of outstanding indebtedness and our ability to
remain in compliance with financial and other covenants under our
senior secured credit facilities; economic and credit market
uncertainties that could interrupt our access to capital markets,
borrowings or financial transactions; financial and market risks
related to our international operations and sales; our complex
international tax profile; and our ability to realize the full
value of our intangible assets; and
- legal and compliance risks, such as
regulatory issues resulting from product complaints, recalls or
regulatory audits; the potential of becoming subject to product
liability or intellectual property claims; our ability to protect
our intellectual property and proprietary rights; our ability and
the cost to comply with environmental regulations; our ability to
comply with customer-driven policies and third party standards or
certification requirements; our ability to obtain necessary
licenses for new technologies; legal and regulatory risks from our
international operations, including trade regulation; and the fact
that the healthcare industry is highly regulated and subject to
various regulatory changes.
Except as may be required by law, we assume no obligation to
update forward-looking statements in this press release whether to
reflect changed assumptions, the occurrence of unanticipated events
or changes in future operating results, financial conditions or
prospects, or otherwise.
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