NasdaqHealth CareHealth Care EquipmentS&P SmallCap 600
$13.42
-0.70 (-4.96%)
Close of Nov 06, 2026 · end-of-day data
IART 8-K filings, explained
Every material Form 8-K Integra Lifesciences has filed with the SEC since December 17, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Integra LifeSciences reported third-quarter 2026 revenue of $411.2 million, up 2.3% from the prior year, and GAAP earnings of $0.19 per diluted share versus a loss of $(0.07) a year earlier. The company kept its full-year 2026 guidance consistent with its October 2, 2026 outlook, but expects fourth-quarter reported revenue to decline 0.5% to 5.2%, citing the Cincinnati facility disruption and softer Tissue Reconstruction results.
Q3 revenue $411.2 million, up 2.3% reported and 2.5% organic; GAAP EPS $0.19 vs. $(0.07), adjusted EPS $0.59 vs. $0.54
Full-year 2026 revenue guidance $1.634 billion to $1.654 billion; adjusted EPS guidance $2.30 to $2.40, consistent with October 2, 2026 outlook
Fourth-quarter 2026 adjusted EPS guidance $0.61 to $0.71; reported revenue expected to decline 0.5% to 5.2%
Completed $2.1 billion debt refinancing on October 19, 2026; Q3 operating cash flow $96.0 million
Integra LifeSciences entered a $1.65 billion amended and restated credit agreement and closed a $450 million private offering of 9.500% senior secured notes due 2033, both on October 19, 2026. The company used the proceeds and new borrowings to repay in full its Existing Credit Agreement, which had a $1.3 billion revolver and a $775 million term loan. The filing shows new debt and higher-cost secured borrowing terms, but it does not report earnings or guidance changes.
Notes: $450 million principal, 9.500% interest, payable semi-annually, maturing November 1, 2033
Credit agreement: $600 million revolver and $600 million term loan A (five-year), plus $450 million term loan B (seven-year)
Term Loan B applicable rate is 4.25%; revolver and term loan A initially 3.00%, adjusting to 2.00% to 3.25% after the December 31, 2026 quarter
Existing $1.3 billion revolver and $775 million term loan were repaid in full with no early termination penalties
Integra LifeSciences released preliminary third-quarter 2026 results and lowered its full-year 2026 revenue and adjusted EPS guidance after July flooding at its Cincinnati manufacturing facility. The company says the flood reduced third-quarter revenue by about $7 million and will reduce fourth-quarter revenue by $15 million to $20 million, and it expects insurance to offset a substantial portion of the earnings impact.
Third-quarter revenue expected at $410 million to $412 million, with adjusted EPS of $0.55 to $0.59; results are unaudited and subject to closing procedures.
Full-year 2026 revenue outlook lowered to $1.634 billion to $1.654 billion from $1.654 billion to $1.695 billion; adjusted EPS guidance lowered to $2.30 to $2.40 from $2.40 to $2.50.
Full-year 2026 operating cash flow expected at about $190 million to $200 million, and greater than $85 million in the third quarter.
Full manufacturing operations at the Cincinnati facility are expected to return during the second quarter of 2027.
Integra LifeSciences reported second-quarter 2026 revenue of $418.8 million, up 0.8% on a reported basis, and adjusted earnings of $0.56 per diluted share, up from $0.45. It cut its reported full-year 2026 revenue range to $1.654 billion to $1.695 billion, citing a stronger U.S. dollar, while reaffirming its organic growth and adjusted EPS guidance.
Q2 2026 GAAP EPS was $0.06, compared with a $(6.31) loss in Q2 2025, which included a $511.4 million goodwill impairment charge
Adjusted EBITDA was $78.4 million, or 18.7% of revenue, versus $71.2 million, or 17.1%, a year earlier
Full-year reported revenue guidance was lowered from $1.662 billion-$1.702 billion to $1.654 billion-$1.695 billion; 2026 adjusted EPS guidance of $2.40-$2.50 was reaffirmed
Q3 2026 guidance calls for reported revenue of $410 million to $425 million and adjusted EPS of $0.53 to $0.61
At its annual meeting on May 7, 2026, Integra LifeSciences stockholders elected all seven director nominees, ratified PricewaterhouseCoopers LLP as auditor for 2026, and approved the advisory executive compensation proposal. They also approved Amendment No. 3 to the equity incentive plan, which increases the shares available for awards under the plan by 3,550,000.
Annual meeting held May 7, 2026; all seven director nominees elected to serve until the 2027 annual meeting.
Plan Amendment raises shares available for awards by 3,550,000; approved with 68,005,433 votes for and 1,269,231 against.
PricewaterhouseCoopers LLP ratified as independent auditor for fiscal 2026 with 72,313,820 votes for and 863,179 against.
Advisory say-on-pay proposal approved with 68,472,769 votes for and 732,580 against.
Integra LifeSciences appointed Stuart Essig as President and Chief Executive Officer effective May 1, 2026, succeeding Mojdeh Poul, whose employment ended April 30, 2026. Essig remains Chairman of the Board, and the company said this is not an interim role and it does not intend to start a CEO search. The filing also names Michael McBreen as Chief Commercial Officer, a newly created role that gives him oversight of both divisions and the global commercial structure.
Stuart Essig, 64, becomes President and CEO effective May 1, 2026, and stays as Chairman; he succeeds Mojdeh Poul, whose separation date was April 30, 2026.
Essig's employment agreement sets a $1,075,000 annual base salary and a target bonus of 125% of base salary, with one-time equity awards of $4,000,000 in RSUs and $4,000,000 in options.
Poul will receive a lump sum of $566,526, subject to signing a release, covering unvested RSU cash-out and a pro rata 2026 bonus.
Michael McBreen becomes Chief Commercial Officer effective May 1, 2026, with a $660,000 base salary, a 90% target bonus and a $1,000,000 promotion award.
Integra LifeSciences reported first-quarter 2026 revenue of $391.9 million, up 2.4% from a year earlier, and a narrower GAAP net loss of $4.6 million. It raised its full-year 2026 adjusted earnings per share guidance to $2.40 to $2.50 from $2.30 to $2.40 and reaffirmed its revenue outlook of $1.662 billion to $1.702 billion. Free cash flow was negative $5.0 million in the quarter and net debt was $1.6 billion, figures shareholders may weigh alongside the improved profit measures.
First-quarter revenue was $391.9 million, up 2.4% reported and 1.3% organic, versus the prior year
GAAP net loss narrowed to $(0.06) per diluted share from $(0.33); adjusted EPS rose to $0.54 from $0.41
Full-year adjusted EPS guidance raised to $2.40 to $2.50; revenue guidance reaffirmed at $1.662 billion to $1.702 billion
Operating cash flow was $9.8 million; net debt at quarter end was $1.6 billion and total leverage ratio was 4.1x
Integra LifeSciences amended its $150 million accounts receivable securitization facility on April 10, 2026, extending its scheduled termination date to April 10, 2029. The amendments also update customary representations, covenants and receivables concentration limits, and the filing describes them as customary terms.
Facility size is $150 million, originally entered into December 18, 2018, to reduce revolving borrowings and add liquidity.
Amendments dated April 10, 2026 include Amendment No. 8 to the Receivables Financing Agreement and Amendment No. 1 to the Purchase and Sale Agreement.
Scheduled termination date extended to April 10, 2029, with PNC Bank, National Association as Administrative Agent.
Full amendment texts will be filed as exhibits to the Form 10-Q for the quarter ended March 31, 2026.
Integra LifeSciences reported fourth-quarter 2025 revenue of $434.9 million, down 1.7%, with adjusted earnings of $0.83 per diluted share versus $0.97 a year earlier. Full-year 2025 GAAP net loss was $516.5 million, driven mainly by a $511 million non-cash goodwill impairment charge, while full-year adjusted earnings fell to $2.23 per share from $2.56. The company guided 2026 adjusted earnings to $2.30 to $2.40 per diluted share, which shareholders can compare against the 2025 result.
Q4 2025 revenue $434.9 million, down 1.7% reported and 2.5% organic; GAAP loss of $(0.02) per diluted share
Full-year 2025 revenue $1,635.2 million, up 1.5% reported; GAAP net loss $516.5 million, or $(6.74) per share
2026 guidance: revenue $1,662 million to $1,702 million; adjusted EPS $2.30 to $2.40
Net debt about $1.6 billion at December 31, 2025; consolidated total leverage ratio 4.5x
Integra LifeSciences adopted a change in control severance program on December 11, 2025, covering executives including CFO Lea Knight. The program takes effect January 1, 2026, and renews a program scheduled to expire December 31, 2025, and it pays severance only after a qualifying termination within two years of a change in control that occurs by December 31, 2026. The filing sets the benefit terms and does not describe any change in leadership.
Program adopted December 11, 2025, effective January 1, 2026, and renews a program due to expire December 31, 2025
Lump sum severance of 1.5 times salary plus target bonus, or 2 times for CFO Lea Knight, after a qualifying termination
Participants include Lea Knight (EVP and CFO), Robert T. Davis, Jr., Michael McBreen, and Harvinder Singh
Benefits include COBRA premium support for up to 18 months and outplacement services for up to 12 months
Integra reported third quarter 2025 revenue of $402.1 million, up 5.6% from a year earlier, and a GAAP net loss of $(5.4) million, or $(0.07) per diluted share, compared with a loss of $(0.14) per share a year earlier. Adjusted EPS rose to $0.54 from $0.41, but the company said two supply interruptions weighed on revenue and it revised its 2025 revenue guidance, with fourth-quarter reported revenue expected to decline year over year, which matters to shareholders weighing the outlook.
Q3 revenue of $402.1 million rose 5.6% reported and 5.0% organic; Codman Specialty Surgical was $292.6 million and Tissue Technologies was $109.5 million
GAAP net loss narrowed to $(5.4) million, or $(0.07) per diluted share, from $(10.7) million, or $(0.14), a year earlier; adjusted EPS was $0.54 versus $0.41
Full-year 2025 revenue guidance updated to $1.620 billion to $1.640 billion; adjusted EPS guidance of $2.19 to $2.24 for the full year
Fourth-quarter 2025 reported revenue expected at $420 million to $440 million, representing reported growth of (5.1%) to (0.6%)
Integra LifeSciences reported second-quarter 2025 revenue of $415.6 million, down 0.6% from a year earlier, and adjusted earnings of $0.45 per diluted share, versus $0.63 a year earlier. A $511 million goodwill impairment charge drove a GAAP net loss of $484.1 million, or $(6.31) per diluted share. The company updated its full-year revenue guidance to $1.655 billion to $1.680 billion and reaffirmed adjusted EPS guidance of $2.19 to $2.29.
Revenue $415.6 million, down 0.6% reported and 1.4% organic versus Q2 2024
GAAP net loss $484.1 million, or $(6.31) per diluted share, versus $(12.4) million a year earlier, mainly from the $511 million goodwill impairment
Adjusted EPS $0.45 versus $0.63; Q3 2025 adjusted EPS expected at $0.40 to $0.45
Net debt $1.59 billion at June 30, 2025; total leverage ratio 4.5x
On June 6, 2025, Integra LifeSciences amended its credit agreement to raise the maximum consolidated total leverage ratio it must maintain, from 5.00 to 1.00 through June 30, 2026, then stepping down to 4.00 to 1.00 from March 31, 2027. The amendment also temporarily restricts certain investments, incremental borrowing, liens, restricted payments and intellectual property transfers, and the company states it does not increase total indebtedness.
Amendment dated June 6, 2025, to the Seventh Amended and Restated Credit Agreement dated March 24, 2023.
Maximum leverage ratio is 5.00 to 1.00 for quarters ending March 31, 2025 through June 30, 2026, then 4.75 (September 30, 2026), 4.50 (December 31, 2026) and 4.00 (March 31, 2027 onward).
Through the Covenant Relief Period, which runs until delivery of fiscal 2026 financial statements, limits apply to investments, incremental debt, liens, restricted payments and intellectual property transfers.
The company states the amendment does not increase its total indebtedness.
Integra LifeSciences' board approved the transition of Dr. Stuart M. Essig from Executive Chairman to non-executive Chairman, effective July 1, 2025, and the filing says the change does not result from any disagreement with the company or board. At the May 9, 2025 annual meeting, stockholders elected all eight director nominees, approved a 2,200,000-share increase to the equity incentive plan, and ratified PricewaterhouseCoopers LLP as auditor for 2025.
Board approved Dr. Essig's move from Executive Chairman to non-executive Chairman, effective July 1, 2025.
The filing states the transition is not the result of any disagreement with the company or board on operations, policies or practices.
Stockholders approved Amendment No. 2 to the equity incentive plan, adding 2,200,000 shares: 69,088,553 for and 2,388,890 against.
All eight director nominees were elected; PricewaterhouseCoopers LLP was ratified for fiscal 2025 with 72,960,045 votes for.
Integra LifeSciences reported first-quarter 2025 results on May 5, 2025. Reported revenue rose 3.7% to $382.7 million, but organic revenue fell 3.5%, the GAAP net loss widened to $25.3 million, and adjusted earnings per diluted share fell to $0.41 from $0.55. The company reaffirmed its full-year revenue guidance but cut its full-year adjusted EPS guidance to $2.19 to $2.29, including an estimated $(0.22) per share impact from new tariffs.
Q1 revenue was $382.7 million, up 3.7% on a reported basis and down 3.5% on an organic basis.
GAAP net loss was $25.3 million, or $(0.33) per diluted share, versus a $3.3 million loss, or $(0.04), a year earlier.
Adjusted EPS was $0.41 versus $0.55; full-year adjusted EPS guidance was cut to $2.19 to $2.29.
Full-year 2025 revenue guidance of $1.650 billion to $1.715 billion was reaffirmed; second-quarter adjusted EPS is expected at $0.40 to $0.45.
Integra LifeSciences reported fourth-quarter 2024 revenue of $442.6 million, up 11.5% on a reported basis but up 3.5% on an organic basis, and adjusted earnings of $0.97 per diluted share versus $0.89. For full-year 2024 it posted a GAAP net loss of $6.9 million, or $(0.09) per diluted share, and adjusted earnings per share fell to $2.56 from $3.10, with 2025 adjusted EPS guided to $2.41 to $2.51.
Q4 2024 revenue $442.6 million, up 11.5% reported and 3.5% organic; GAAP EPS $0.25 in both Q4 2024 and Q4 2023
Full-year 2024 GAAP net loss $6.9 million, or $(0.09) per diluted share, versus GAAP net income of $67.7 million, or $0.84, in 2023
Full-year 2024 adjusted EBITDA $322.2 million, down $47.4 million; 2025 revenue guidance $1,650 million to $1,715 million
Q1 2025 adjusted EPS guidance $0.40 to $0.45; full-year 2025 adjusted EPS guidance $2.41 to $2.51
Integra LifeSciences adopted a change in control severance program on December 12, 2024, covering four executive officers and CFO Lea Knight. The program takes effect January 1, 2025, and pays severance only after a qualifying termination within two years of a change in control that occurs by December 31, 2025.
Program effective January 1, 2025, renewing a program that was scheduled to expire December 31, 2024
Lump sum severance of 1.5 times salary and target bonus, or 2 times for CFO Lea Knight
Includes COBRA premium support for up to 18 months and outplacement services for up to 12 months
Payments are conditioned on a general release of claims and may be reduced under a best pay cap for excise tax purposes
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Integra Lifesciences filing is on SEC EDGAR ↗. 8-K briefs of other companies →