Original text
Rate this translation
Your feedback will be used to help improve Google Translate
Home
Icu Medical Inc
ICU Medical Announces Fourth Quarter 2025 Results and Provides Fiscal Year 2026 Guidance
Business
Feb 19 2026
28 min read

ICU Medical Announces Fourth Quarter 2025 Results and Provides Fiscal Year 2026 Guidance

news images

SAN CLEMENTE, Calif., Feb. 19, 2026 (GLOBE NEWSWIRE) -- ICU Medical, Inc. (Nasdaq:ICUI), a leader in the development, manufacture and sale of innovative medical products, today announced financial results for the quarterly period ended December 31, 2025.

Fourth Quarter 2025 Results

Fourth quarter 2025 revenue was $540.7 million, as compared to $629.8 million in the same period in the prior year. GAAP gross profit for the fourth quarter of 2025 was $203.0 million, as compared to $227.3 million in the same period in the prior year. GAAP gross margin for the fourth quarter of 2025 was 38%, as compared to 36% in the same period in the prior year. GAAP net loss for the fourth quarter of 2025 was $(15.7) million, or $(0.64) per diluted share, as compared to GAAP net loss of $(23.8) million, or $(0.97) per diluted share, for the fourth quarter of 2024. Adjusted diluted earnings per share for the fourth quarter of 2025 was $1.91 as compared to $2.11 for the fourth quarter of 2024. Adjusted EBITDA was $98.2 million for the fourth quarter of 2025 as compared to $105.5 million for the fourth quarter of 2024.

Adjusted EBITDA and adjusted diluted earnings per share are measures calculated and presented on the basis of methodologies other than in accordance with GAAP. Please refer to the Use of Non-GAAP Financial Information following the financial statements herein for further discussion and reconciliations of these measures to GAAP measures.

Vivek Jain, ICU Medical’s Chief Executive Officer, said, “Fourth quarter results were generally in line with our expectations."

Revenues by product line for the three and twelve months ended December 31, 2025 and 2024 were as follows (in millions):

 

 

Three months ended
December 31,

 

 

 

Twelve months ended
December 31,

 

 

Product Line

 

 

2025

 

 

2024

 

$ Change

 

 

2025

 

 

2024

 

$ Change

Consumables

 

$

284.7

 

$

268.1

 

$

16.6

 

 

$

1,109.2

 

$

1,038.9

 

$

70.3

 

Infusion Systems

 

 

176.3

 

 

171.7

 

 

4.6

 

 

 

684.2

 

 

652.4

 

 

31.8

 

Vital Care*

 

 

79.7

 

 

190.0

 

 

(110.3

)

 

 

437.9

 

 

690.7

 

 

(252.8

)

Total**

 

$

540.7

 

$

629.8

 

$

(89.1

)

 

$

2,231.3

 

$

2,382.0

 

$

(150.7

)

*On May 1, 2025, we disposed of our IV Solutions business which was included within our Vital Care product line. Vital Care includes contract manufacturing revenue of $4.8 million and $19.0 million for the three and twelve months ended December 31, 2025, respectively, as compared to $8.2 million and $46.8 million for the three and twelve months ended December 31, 2024, respectively.
** Totals may differ from the income statement due to the rounding of product lines.

Fiscal Year 2026 Guidance

For fiscal year 2026 the Company estimates GAAP net income to be in the range of $26 million to $44 million and GAAP net earnings per share estimated to be in the range of $1.03 to $1.74.

For the fiscal year 2026, the Company expects adjusted EBITDA to be in the range of $400 million to $430 million, and adjusted EPS to be in the range of $7.75 to $8.45.

Conference Call

The Company will host a conference call to discuss its fourth quarter and full year 2025 financial results, today at 4:30 p.m. ET (1:30 p.m. PT). The call can be accessed at (800) 274-8461, conference ID "ICUMED". The conference call will be simultaneously available by webcast, which can be accessed by going to the Company's website at www.icumed.com, clicking on the Investors tab, clicking on Event Calendar and clicking on the Webcast icon and following the prompts. The webcast will also be available by replay.

About ICU Medical

ICU Medical (Nasdaq: ICUI) is a global leader in infusion systems, infusion consumables and high-value critical care products used in hospital, alternate site and home care settings. Our team is focused on providing quality, innovation and value to our clinical customers worldwide. ICU Medical is headquartered in San Clemente, California. More information about ICU Medical can be found at www.icumed.com.

Forward-Looking Statements

This press release contains 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. Such statements contain words such as “aim,” “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” or the negative thereof or comparable terminology and may include (without limitation) information regarding the Company's expectations, goals and intentions regarding the future and financial outlook for 2026. These forward-looking statements are based on management's current expectations, estimates, forecasts and projections about the Company and assumptions management believes are reasonable, all of which are subject to risks and uncertainties that could cause actual results and events to differ materially from those stated in the forward-looking statements. These risks and uncertainties include, but are not limited to: risks from doing business in foreign countries, including related to tariffs and other barriers to trade; the Company’s ability to compete successfully, including with larger international companies and established local companies; decreased demand for the Company's products; costs related to product development; cost volatility or potential loss of supply of raw materials due to our dependence on single and limited source third-party suppliers; ability to achieve operating efficiencies; risks related to significant sales through our distributors; inflation and foreign currency exchange rates; impacts from global macroeconomic and geopolitical conditions; healthcare costs and reimbursement levels; disruptions at the FDA and other governmental agencies; damage at the Company’s manufacturing or supply facilities; risks associated with the IV Solutions joint venture and the Smiths Medical integration; risks associated with the timing and resolution of the 2025 warning letter; risks related to protection of our information technology systems and compliance with privacy laws and regulations; risks related to our intellectual property; and the other important factors described under “Risk Factors” in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025, as such factors may be updated from time to time in the Company’s reports filed with the SEC, including without limitation its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. Forward-looking statements contained in this press release are made only as of the date hereof, and the Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise unless required by law.

ICU MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(In thousands)

 

December 31,
2025

 

December 31,
2024

 

 

 

 

ASSETS

 

 

 

CURRENT ASSETS:

 

 

 

Cash and cash equivalents

$

307,963

 

 

$

308,566

 

Accounts receivable, net of allowance for doubtful accounts

 

180,515

 

 

 

182,828

 

Inventories

 

615,859

 

 

 

584,676

 

Prepaid expenses and other current assets

 

86,217

 

 

 

81,531

 

Assets held for sale

 

 

 

 

284,382

 

TOTAL CURRENT ASSETS

 

1,190,554

 

 

 

1,441,983

 

 

 

 

 

PROPERTY, PLANT AND EQUIPMENT, net

 

451,817

 

 

 

442,746

 

OPERATING LEASE RIGHT-OF-USE ASSETS

 

54,470

 

 

 

53,295

 

GOODWILL

 

1,499,754

 

 

 

1,432,772

 

INTANGIBLE ASSETS, net

 

633,559

 

 

 

740,789

 

DEFERRED INCOME TAXES

 

25,891

 

 

 

24,211

 

OTHER ASSETS

 

62,877

 

 

 

65,097

 

INVESTMENTS IN UNCONSOLIDATED AFFILIATES

 

131,586

 

 

 

3,038

 

TOTAL ASSETS

$

4,050,508

 

 

$

4,203,931

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

CURRENT LIABILITIES:

 

 

 

Accounts payable

$

154,374

 

 

$

148,020

 

Accrued liabilities

 

315,337

 

 

 

306,923

 

Current portion of long-term debt

 

18,750

 

 

 

51,000

 

Income tax payable

 

10,400

 

 

 

17,328

 

Liabilities held for sale

 

 

 

 

32,911

 

TOTAL CURRENT LIABILITIES

 

498,861

 

 

 

556,182

 

 

 

 

 

LONG-TERM DEBT

 

1,265,917

 

 

 

1,531,858

 

OTHER LONG-TERM LIABILITIES

 

89,536

 

 

 

66,745

 

DEFERRED INCOME TAXES

 

37,756

 

 

 

48,814

 

INCOME TAX LIABILITY

 

34,613

 

 

 

35,097

 

COMMITMENTS AND CONTINGENCIES

 

 

 

STOCKHOLDERS’ EQUITY:

 

 

 

Convertible preferred stock, $1.00 par value; Authorized — 500 shares; Issued and outstanding — none

 

 

 

 

 

Common stock, $0.10 par value; Authorized — 80,000 shares; Issued —24,688 and 24,518 shares at December 31, 2025 and December 31, 2024, respectively, and outstanding — 24,688 and 24,517 shares at December 31, 2025 and December 31, 2024, respectively

 

2,469

 

 

 

2,452

 

Additional paid-in capital

 

1,465,118

 

 

 

1,412,118

 

Treasury stock, at cost

 

(22

)

 

 

(92

)

Retained earnings

 

690,890

 

 

 

690,158

 

Accumulated other comprehensive loss

 

(34,630

)

 

 

(139,401

)

TOTAL STOCKHOLDERS' EQUITY

 

2,123,825

 

 

 

1,965,235

 

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

$

4,050,508

 

 

$

4,203,931

 


ICU MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)

 

Three months ended
December 31,

 

Twelve months ended
December 31,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

TOTAL REVENUES

$

540,704

 

 

$

629,805

 

 

$

2,231,262

 

 

$

2,382,046

 

COST OF GOODS SOLD

 

337,719

 

 

 

402,547

 

 

 

1,409,223

 

 

 

1,557,264

 

GROSS PROFIT

 

202,985

 

 

 

227,258

 

 

 

822,039

 

 

 

824,782

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

Selling, general and administrative

 

155,812

 

 

 

158,849

 

 

 

625,210

 

 

 

638,762

 

Research and development

 

21,086

 

 

 

22,355

 

 

 

87,495

 

 

 

88,615

 

Restructuring, strategic transaction and integration

 

20,452

 

 

 

9,771

 

 

 

66,505

 

 

 

59,840

 

Change in fair value of contingent earn-out

 

 

 

 

(1,408

)

 

 

 

 

 

(5,399

)

TOTAL OPERATING EXPENSES

 

197,350

 

 

 

189,567

 

 

 

779,210

 

 

 

781,818

 

INCOME FROM OPERATIONS

 

5,635

 

 

 

37,691

 

 

 

42,829

 

 

 

42,964

 

INTEREST EXPENSE, net

 

(20,643

)

 

 

(23,457

)

 

 

(83,031

)

 

 

(95,753

)

OTHER EXPENSE, net

 

(894

)

 

 

(6,017

)

 

 

(232

)

 

 

(13,223

)

GAIN ON SALE OF BUSINESS

 

 

 

 

 

 

 

44,792

 

 

 

 

(LOSS) INCOME BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF UNCONSOLIDATED AFFILIATES

 

(15,902

)

 

 

8,217

 

 

 

4,358

 

 

 

(66,012

)

BENEFIT (PROVISION) FOR INCOME TAXES

 

2,653

 

 

 

(32,045

)

 

 

(2,437

)

 

 

(51,676

)

NET (LOSS) INCOME FROM CONSOLIDATED COMPANIES

 

(13,249

)

 

 

(23,828

)

 

 

1,921

 

 

 

(117,688

)

EQUITY IN LOSSES OF UNCONSOLIDATED AFFILIATES

 

(2,485

)

 

 

 

 

 

(1,189

)

 

 

 

NET (LOSS) INCOME

$

(15,734

)

 

$

(23,828

)

 

$

732

 

 

$

(117,688

)

NET (LOSS) INCOME PER SHARE

 

 

 

 

 

 

 

Basic

$

(0.64

)

 

$

(0.97

)

 

$

0.03

 

 

$

(4.83

)

Diluted

$

(0.64

)

 

$

(0.97

)

 

$

0.03

 

 

$

(4.83

)

WEIGHTED AVERAGE NUMBER OF SHARES

 

 

 

 

 

 

 

Basic

 

24,687

 

 

 

24,492

 

 

 

24,640

 

 

 

24,388

 

Diluted

 

24,687

 

 

 

24,492

 

 

 

24,904

 

 

 

24,388

 


ICU MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(In thousands)

 

Twelve months ended
December 31,

 

 

2025

 

 

 

2024

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

Net income (loss)

$

732

 

 

$

(117,688

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

Depreciation and amortization

 

200,741

 

 

 

219,512

 

Noncash lease expense

 

17,251

 

 

 

21,344

 

Stock compensation

 

55,758

 

 

 

46,883

 

Loss on disposal of property, plant and equipment and other assets

 

5,900

 

 

 

2,522

 

Debt issuance costs amortization

 

6,178

 

 

 

6,807

 

Change in fair value of contingent earn-out liability

 

 

 

 

(5,399

)

Undistributed equity in earnings of unconsolidated affiliates

 

1,189

 

 

 

 

Gain on sale of business

 

(44,792

)

 

 

 

Loss on extinguishment of debt

 

2,463

 

 

 

 

Other

 

24,471

 

 

 

32,621

 

Changes in operating assets and liabilities, net of amounts acquired:

 

 

 

Accounts receivable

 

8,876

 

 

 

(46,844

)

Inventories

 

(26,252

)

 

 

16,829

 

Prepaid expenses and other current assets

 

(10,958

)

 

 

(8,829

)

Other assets

 

(6,982

)

 

 

(23,154

)

Accounts payable

 

6,998

 

 

 

12,531

 

Accrued liabilities

 

(36,967

)

 

 

20,668

 

Income taxes, including excess tax benefits and deferred income taxes

 

(24,759

)

 

 

26,230

 

Net cash provided by operating activities

 

179,847

 

 

 

204,033

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

Purchases of property, plant and equipment

 

(88,043

)

 

 

(79,373

)

Proceeds from the sale of business

 

211,185

 

 

 

 

Proceeds from sale of assets

 

8,059

 

 

 

746

 

Intangible asset additions

 

(8,972

)

 

 

(10,833

)

Proceeds from sale and maturities of investment securities

 

 

 

 

500

 

Net cash provided by (used in) investing activities

 

122,229

 

 

 

(88,960

)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

Proceeds from issuance of long-term debt

 

313

 

 

 

 

Payments of lender debt issuance costs

 

(2,825

)

 

 

 

Principal repayments of long-term debt

 

(302,750

)

 

 

(51,000

)

Payment of third-party debt issuance costs

 

(1,555

)

 

 

 

Proceeds from exercise of stock options

 

6,106

 

 

 

10,939

 

Payments on finance leases

 

(2,048

)

 

 

(1,147

)

Payments of contingent earn-out liability

 

 

 

 

(2,600

)

Tax withholding payments related to net share settlement of equity awards

 

(8,766

)

 

 

(11,992

)

Net cash used in financing activities

 

(311,525

)

 

 

(55,800

)

Effect of exchange rate changes on cash

 

8,846

 

 

 

(4,929

)

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS

 

(603

)

 

 

54,344

 

CASH AND CASH EQUIVALENTS, beginning of period

 

308,566

 

 

 

254,222

 

CASH AND CASH EQUIVALENTS, end of period

$

307,963

 

 

$

308,566

 


Use of Non-GAAP Financial Information

This press release contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles ("GAAP"). The non-GAAP financial measures should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. There are material limitations in using these non-GAAP financial measures because they are not prepared in accordance with GAAP and may not be comparable to similarly titled non-GAAP financial measures used by other companies, including peer companies. Our management believes that the non-GAAP data provides useful supplemental information to management and investors regarding our performance and facilitates a more meaningful comparison of results of operations between current and prior periods. We use non-GAAP financial measures in addition to and in conjunction with GAAP financial measures to analyze and assess the overall performance of our business, in making financial, operating and planning decisions, and in determining executive incentive compensation.

The non-GAAP financial measures as shown in the tables below, exclude special items because they are highly variable or unusual and impact year-over-year comparisons.

For the three months ended December 31, 2025 and 2024, special items include the following:

Contract manufacturing: We manufacture certain products or product components in accordance with manufacturing services agreements. We do not include the contract revenue in our adjusted revenue, or any gross profit impact in our adjusted gross profit as the commercial relationship under these types of agreements are originally negotiated contemporaneously with a business combination or other transactions and are not indicative of normal market transactions.

Stock compensation expense: Stock-based compensation is generally fixed at the time the stock-based instrument is granted and amortized over a period of several years. The value of stock options is determined using a complex formula that incorporates factors, such as market volatility, that are beyond our control. The value of our restricted stock awards is determined using the grant date stock price, which may not be indicative of our operational performance over the expense period. Additionally, in order to establish the fair value of performance-based stock awards, which are currently an element of our ongoing stock-based compensation, we are required to apply judgment to estimate the probability of the extent to which performance objectives will be achieved. Based on the above factors, we believe it is useful to exclude stock-based compensation in order to better understand our operating performance.

Intangible asset amortization expense: We do not acquire businesses or capitalize certain patent costs on a predictable cycle. The amount of purchase price allocated to intangible assets and the term of amortization can vary significantly and are unique to each acquisition. Capitalized patent costs can vary significantly based on our current level of development activities. We believe that excluding amortization of intangible assets provides the users of our financial statements with a consistent basis for comparison across accounting periods.

Restructuring, strategic transaction and integration: We incur restructuring and strategic transaction charges that result from events, which arise from unforeseen circumstances and/or often occur outside of the ordinary course of our ongoing business. Although these events are reflected in our GAAP financial statements, these unique transactions may limit the comparability of our ongoing operations with prior and future periods.

Settlements: Occasionally, we are involved in contract renegotiations or other events that may result in one-time settlements. We exclude these settlements as they have no direct correlation to the operation of our ongoing business.

Change in fair value of contingent earn-out: We exclude the impact of certain amounts recorded in connection with business combinations. We exclude items that are either non-cash or not normal, recurring operating expenses due to their nature, variability of amounts, and lack of predictability as to occurrence and/or timing.

Quality system and product-related remediation: We exclude certain quality system and product-related remediation charges in determining our non-GAAP financial measures as they may limit the comparability of our ongoing operations with prior and future periods and distort the evaluation of our normal operating performance.

Asset write-offs and similar charges: Occasionally, we may write-off certain assets or we may sell certain assets. We exclude the non-cash gain/loss on the write-off/sale of these assets in determining our non-GAAP financial measures as they may limit the comparability of our ongoing operations with prior and future periods and distort the evaluation of our normal operating performance.

Noncash release of loss on contract provision: We provide certain services under fixed priced arrangements in accordance with a transition services arrangement. We do not include the loss on contract provision or subsequent release net of the related interest accretion as a result of providing those services in our non-GAAP financial measures as the agreement was negotiated contemporaneously with a disposition and is not indicative of a normal market transaction. The loss provision and subsequent release is a non-recurring noncash adjustment that if included may limit the comparability of our ongoing operations with prior and future periods.

Loss on extinguishment of debt (included in interest, net): We exclude any non-cash loss on extinguishment of debt in determining our non-GAAP financial measures as the inclusion may limit the comparability of our ongoing operations with prior and future periods and distort the evaluation of our normal operating performance.

Debt refinancing-related charges (included in interest, net): We exclude infrequent, event-driven debt refinancing-related charges in determining our non-GAAP financial measures as the inclusion may limit the comparability of our ongoing operations with prior and future periods and distort the evaluation of our normal operating performance.

From time to time in the future, there may be other items that we may exclude if we believe that doing so is consistent with the goal of providing useful information to investors and management.

In addition to the above special items, Adjusted EBITDA additionally excludes the following items from net income:

Depreciation expense: We exclude depreciation expense in deriving adjusted EBITDA because companies utilize productive assets of different ages and the depreciable lives can vary significantly resulting in considerable variability in depreciation expense among companies.

Interest, net: We exclude interest in deriving adjusted EBITDA as interest can vary significantly among companies depending on a company's level of income generating instruments and/or level of debt.

Taxes: We exclude taxes in deriving adjusted EBITDA as taxes are deemed to be non-core to the business and may limit the comparability of our ongoing operations with prior and future periods and distort the evaluation of our normal operating performance.

Adjusted Diluted EPS excludes from diluted EPS, net of tax, the special items listed above. The tax effect on the special items is calculated using the specific tax rate applied to each adjustment based on the nature of the item/or the tax jurisdiction in which the item has been recorded. Additionally, adjusted diluted EPS may exclude the income tax impact of certain non-recurring discrete tax items that are not reflective of income tax expense/benefit incurred as a result of current period earnings/ loss, as well as the impact of certain deferred tax valuation allowances when assessed against non-GAAP profitability.

We also present Free cash flow as a non-GAAP financial measure as management believes that this is an important measure for use in evaluating overall company financial performance as it measures our ability to generate additional cash flow from business operations. Free cash flow should be considered in addition to, rather than as a substitute for, net income as a measure of our performance or net cash provided by operating activities as a measure of our liquidity. Additionally, our definition of free cash flow is limited and does not represent residual cash flows available for discretionary expenditures due to the fact that the measure does not deduct the payments required for debt service and other obligations or payments made for business acquisitions. Therefore, we believe it is important to view free cash flow as supplemental to our entire statement of cash flows.

We also present organic revenue growth as a non-GAAP financial measure as management believes that this measure provides a more representative view of the Company's underlying growth trajectory by excluding the impact of revenue from non-arm's length transactions, the impact of foreign currency and the revenue associated with acquisitions and divestitures. We calculate constant currency revenue by translating current period foreign currency revenue at prior period comparable exchange rates and we calculate the constant currency growth percentages by dividing the current period constant currency revenue by the prior year comparable period revenue.

The following tables reconcile our non-GAAP financial measures for the periods presented:


ICU MEDICAL, INC. AND SUBSIDIARIES

Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited)
(In thousands)

 

Adjusted EBITDA

 

Three months ended
December 31,

 

 

2025

 

 

 

2024

 

GAAP net loss

$

(15,734

)

 

$

(23,828

)

 

 

 

 

Non-GAAP adjustments:

 

 

 

Interest, net (1)

 

20,643

 

 

 

23,457

 

Stock compensation expense

 

13,879

 

 

 

12,517

 

Depreciation and amortization expense

 

50,830

 

 

 

52,993

 

Restructuring, strategic transaction and integration

 

20,452

 

 

 

9,771

 

Settlements

 

125

 

 

 

 

Change in fair value of contingent earn-out

 

 

 

 

(1,408

)

Quality system and product-related charges

 

10,976

 

 

 

(32

)

Asset write-offs and similar charges

 

887

 

 

 

 

Noncash release of loss on contract provision

 

(1,076

)

 

 

 

Gross profit on contract manufacturing

 

(139

)

 

 

 

Provision for income taxes

 

(2,653

)

 

 

32,045

 

Total non-GAAP adjustments

 

113,924

 

 

 

129,343

 

 

 

 

 

Adjusted EBITDA

$

98,190

 

 

$

105,515

 

_________________

(1) Includes $2.5 million related to a loss on extinguishment of debt and $0.3 million of other debt refinancing-related charges.


ICU MEDICAL, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited)
(In thousands, except percentages and per share data)

The Company’s U.S. GAAP results for the three months ended December 31, 2025 included special items which impacted the U.S. GAAP measures as follows:

 

Total revenues

Gross profit

Selling, general and administrative

Research and development

Restructuring, strategic transaction and integration

Income (loss) from operations

Interest expense, net

Other expense, net

(Loss)
income
before
income
taxes and equity in earnings of unconsolidated affiliates

Benefit (Provision) for income taxes

Net
income
from consolidated companies

Equity in
(loss)
earnings of unconsolidated affiliated

Net
(loss) income

Diluted earnings (loss) income per share

Reported (GAAP)

$

540,704

 

$

202,985

 

$

155,812

 

$

21,086

 

$

20,452

 

$

5,635

 

$

(20,643

)

$

(894

)

$

(15,902

)

$

2,653

 

$

(13,249

)

$

(2,485

)

$

(15,734

)

$

(0.64

)

Reported percent of total revenues or (percent of income (loss) before income taxes and equity in earnings of unconsolidated affiliates)

 

 

38

%

 

29

%

 

4

%

 

4

%

 

1

%

 

(4

)%

 

%

 

(3

)%

 

16.7

%

 

(2

)%

 

 

 

Contract manufacturing

 

(4,764

)

 

(139

)

 

 

 

 

 

 

 

(139

)

 

 

 

 

 

(139

)

 

34

 

 

(105

)

 

 

 

(105

)

 

 

Stock compensation expense

 

 

 

1,723

 

 

(11,584

)

 

(572

)

 

 

 

13,879

 

 

 

 

 

 

13,879

 

 

(3,380

)

 

10,499

 

 

 

 

10,499

 

 

0.42

 

Amortization expense

 

 

 

1,276

 

 

(31,758

)

 

 

 

 

 

33,034

 

 

 

 

 

 

33,034

 

 

(8,144

)

 

24,890

 

 

 

 

24,890

 

 

0.99

 

Restructuring, strategic transaction and integration

 

 

 

 

 

 

 

 

 

(20,452

)

 

20,452

 

 

 

 

 

 

20,452

 

 

(5,055

)

 

15,397

 

 

 

 

15,397

 

 

0.61

 

Settlements

 

 

 

 

 

(125

)

 

 

 

 

 

125

 

 

 

 

 

 

125

 

 

(31

)

 

94

 

 

 

 

94

 

 

 

Quality system and product-related remediation

 

 

 

10,976

 

 

 

 

 

 

 

 

10,976

 

 

 

 

 

 

10,976

 

 

(2,613

)

 

8,363

 

 

 

 

8,363

 

 

0.33

 

Asset write-offs and similar charges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

887

 

 

887

 

 

(217

)

 

670

 

 

 

 

670

 

 

0.03

 

Noncash release of loss on contract provision

 

 

 

 

 

1,076

 

 

 

 

 

 

(1,076

)

 

346

 

 

 

 

(730

)

 

179

 

 

(551

)

 

 

 

(551

)

 

(0.02

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

 

 

2,463

 

 

 

 

2,463

 

 

(603

)

 

1,860

 

 

 

 

1,860

 

 

0.07

 

Debt refinancing-related charges

 

 

 

 

 

 

 

 

 

 

 

 

 

260

 

 

 

 

260

 

 

(64

)

 

196

 

 

 

 

196

 

 

0.01

 

Tax expense from valuation allowance*

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,539

 

 

2,539

 

 

 

 

2,539

 

 

0.10

 

Tax expense from equity in earnings of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(609

)

 

(609

)

 

609

 

 

 

 

 

Earnings per share impact on net loss due to basic versus diluted weighted average shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.02

 

Adjusted (Non-GAAP)**

$

535,940

 

$

216,821

 

$

113,421

 

$

20,514

 

$

 

$

82,886

 

$

(17,574

)

$

(7

)

$

65,305

 

$

(15,311

)

$

49,994

 

$

(1,876

)

$

48,118

 

$

1.91

 

Adjusted percent of total revenues or (percent of income (loss) before income taxes and equity in earnings of unconsolidated affiliates)

 

 

40

%

 

21

%

 

4

%

 

%

 

15

%

 

(3

)%

 

%

 

12

%

 

23.4

%

 

9

%

 

 

 

______________________

* The Company’s non-GAAP annual effective tax rate is calculated without the tax expense related to the valuation allowance against certain U.S. Federal and State deferred tax assets. The valuation allowance was recorded based on an assessment of available positive and negative evidence, including, predominantly, an estimate that we will be in a three-year cumulative U.S. loss position on a GAAP basis as of December 31, 2025. However, based on the same assessment, including, predominantly, our being, in a three-year cumulative U.S. income position on a non-GAAP basis, which excludes the impact of our non-GAAP adjustments, we concluded that recording a valuation allowance would not have been appropriate for non-GAAP reporting. As a result, the tax expense for the valuation allowance was added back to our calculation of non-GAAP annual effective tax rate.
** Amounts may not foot due to rounding.

ICU MEDICAL, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited)(continued)
(In thousands, except percentages and per share data)

The Company’s U.S. GAAP results for the three months ended December 31, 2024 included special items which impacted the U.S. GAAP measures as follows:

 

Total revenues

Gross profit

Selling,
general
and administrative

Research
and
development

Restructuring, strategic transaction
and
integration

Change in
fair value of contingent earn-out

(Loss) income
from
operations

(Loss) income
before
income
taxes

Provision
for
income
taxes

Net
(loss)
income

Diluted (loss) earnings
per
share

Reported (GAAP)

$

629,805

 

$

227,258

 

$

158,849

 

$

22,355

 

$

9,771

 

$

(1,408

)

$

37,691

 

$

8,217

 

$

(32,045

)

$

(23,828

)

$

(0.97

)

Reported percent of total revenues (or percent of (loss) income before income taxes for benefit (provision) for income taxes)

 

 

36

%

 

25

%

 

4

%

 

2

%

 

%

 

6

%

 

1

%

 

390.0

%

 

(4

)%

 

Contract manufacturing

 

(8,181

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock compensation expense

 

 

 

1,721

 

 

(10,090

)

 

(706

)

 

 

 

 

 

12,517

 

 

12,517

 

 

(3,004

)

 

9,513

 

 

0.39

 

Amortization expense

 

 

 

1,038

 

 

(32,794

)

 

 

 

 

 

 

 

33,832

 

 

33,832

 

 

(8,220

)

 

25,612

 

 

1.04

 

Depreciation expense reduction - assets held for sale classification

 

 

 

(2,149

)

 

 

 

 

 

 

 

 

 

(2,149

)

 

(2,149

)

 

516

 

 

(1,633

)

 

(0.07

)

Restructuring, strategic transaction and integration

 

 

 

 

 

 

 

 

 

(9,771

)

 

 

 

9,771

 

 

9,771

 

 

(4,745

)

 

5,026

 

 

0.20

 

Change in fair value of contingent earn-out

 

 

 

 

 

 

 

 

 

 

 

1,408

 

 

(1,408

)

 

(1,408

)

 

 

 

(1,408

)

 

(0.06

)

Quality system and product-related remediation

 

 

 

(32

)

 

 

 

 

 

 

 

 

 

(32

)

 

(32

)

 

36

 

 

4

 

 

 

Tax expense from valuation allowance*

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

38,789

 

 

38,789

 

 

1.57

 

Adjusted (Non-GAAP)**

$

621,624

 

$

227,836

 

$

115,965

 

$

21,649

 

$

 

$

 

$

90,222

 

$

60,748

 

$

(8,673

)

$

52,075

 

$

2.11

 

Adjusted percent of total revenues (or percent of (loss) income before income taxes for benefit (provision) for income taxes)

 

 

37

%

 

19

%

 

3

%

 

%

 

%

 

15

%

 

10

%

 

14.3

%

 

8

%

 

_____________
* The Company’s non-GAAP annual effective tax rate is calculated without the tax expense related to the valuation allowance against certain U.S. Federal and State deferred tax assets. The valuation allowance was recorded based on an assessment of available positive and negative evidence, including, predominantly, an estimate that we will be in a three-year cumulative U.S. loss position on a GAAP basis as of December 31, 2024. However, based on the same assessment, including, predominantly, our being, in a three-year cumulative U.S. income position on a non-GAAP basis, which excludes the impact of our non-GAAP adjustments, we concluded that recording a valuation allowance would not have been appropriate for non-GAAP reporting. As a result, the tax expense for the valuation allowance was added back to our calculation of non-GAAP annual effective tax rate.
** Amounts may not foot due to rounding


ICU MEDICAL, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited)(continued)
(In thousands, except percentages)

Reconciliation of GAAP revenue growth to Non-GAAP organic revenue growth:

 

 

 

 

 

 

 

 

 

Three months ended
December 31,

 

Twelve months ended
December 31,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Consumables GAAP revenue

$

284,682

 

 

$

268,139

 

 

$

1,109,130

 

 

$

1,038,869

 

Consumables GAAP revenue growth

 

6

%

 

 

6

%

 

 

7

%

 

 

7

%

Foreign currency impact (3)

 

(4,152

)

 

 

 

 

(6,519

)

 

 

Non-GAAP organic revenue

$

280,530

 

 

$

268,139

 

 

$

1,102,611

 

 

$

1,038,869

 

Non-GAAP organic revenue growth

 

5

%

 

 

6

%

 

 

6

%

 

 

7

%

 

 

 

 

 

 

 

 

Infusion Systems GAAP revenue

$

176,303

 

 

$

171,665

 

 

$

684,208

 

 

$

652,410

 

Infusion Systems GAAP revenue growth

 

3

%

 

 

4

%

 

 

5

%

 

 

4

%

Foreign currency impact (3)

 

(2,516

)

 

 

 

 

(1,319

)

 

 

Non-GAAP organic revenue

$

173,787

 

 

$

171,665

 

 

$

682,889

 

 

$

652,410

 

Non-GAAP organic revenue growth

 

1

%

 

 

7

%

 

 

5

%

 

 

7

%

 

 

 

 

 

 

 

 

Vital Care GAAP revenue

$

79,719

 

 

$

190,001

 

 

$

437,924

 

 

$

690,767

 

Vital Care GAAP revenue growth

 

(58

)%

 

 

13

%

 

 

(37

)%

 

 

5

%

MSA Revenue (1)

 

(4,764

)

 

 

(8,181

)

 

 

(18,963

)

 

 

(46,790

)

Non-GAAP adjusted revenue

 

74,955

 

 

 

181,820

 

 

 

418,961

 

 

 

643,977

 

Non-GAAP adjusted revenue growth

 

(59

)%

 

 

16

%

 

 

(35

)%

 

 

5

%

Less: Revenue from divested business (2)

 

 

 

 

(103,290

)

 

 

 

 

 

(232,343

)

Foreign currency impact (3)

 

(985

)

 

 

 

 

(1,812

)

 

 

Non-GAAP organic revenue

$

73,970

 

 

$

78,530

 

 

$

417,149

 

 

$

411,634

 

Non-GAAP organic revenue growth

 

(6

)%

 

 

16

%

 

 

1

%

 

 

5

%

 

 

 

 

 

 

 

 

Total GAAP revenue

$

540,704

 

 

$

629,805

 

 

$

2,231,262

 

 

$

2,382,046

 

Total GAAP revenue growth

 

(14

)%

 

 

7

%

 

 

(6

)%

 

 

5

%

MSA Revenue (1)

 

(4,764

)

 

 

(8,181

)

 

 

(18,963

)

 

 

(46,790

)

Non-GAAP adjusted revenue

 

535,940

 

 

 

621,624

 

 

 

2,212,299

 

 

 

2,335,256

 

Non-GAAP adjusted revenue growth

 

(14

)%

 

 

8

%

 

 

(5

)%

 

 

6

%

Less: Revenue from divested business (2)

 

 

 

 

(103,290

)

 

 

 

 

 

(232,343

)

Foreign currency impact (3)

 

(7,653

)

 

 

 

 

(9,650

)

 

 

Non-GAAP organic revenue

$

528,287

 

 

$

518,334

 

 

$

2,202,649

 

 

$

2,102,913

 

Non-GAAP organic revenue growth

 

2

%

 

 

9

%

 

 

5

%

 

 

7

%

_____________________________________________

(1) We manufacture certain products or product components in accordance with manufacturing services agreements. We do not include the contract revenue in our adjusted revenue as the commercial relationship under these types of agreements are originally negotiated contemporaneously with a business combination or other transactions and are not indicative of normal market transactions.
(2) For businesses divested in the current period, non-GAAP organic revenue growth excludes prior period revenue associated with the divested business for the same length of time they were not owned by the company in the current year. The divested business prior period revenue in this line item does not include MSA revenue, which is excluded on a separate line.
(3) We exclude the impact of foreign exchange rate changes to show a constant currency comparison of our underlying business performance.

ICU MEDICAL, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited)(continued)
(In thousands)

Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow

 

 

 

 

 

 

 

 

 

Three months ended
December 31,

 

Twelve months ended
December 31,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net cash provided by operating activities

$

60,599

 

 

 

40,192

 

 

$

179,847

 

 

$

204,033

 

Purchase of property, plant and equipment

 

(24,646

)

 

 

(24,081

)

 

 

(88,043

)

 

 

(79,373

)

Proceeds from sale of assets

 

8,017

 

 

 

51

 

 

 

8,059

 

 

 

746

 

Free cash flow

$

43,970

 

 

$

16,162

 

 

$

99,863

 

 

$

125,406

 


ICU MEDICAL, INC. AND SUBSIDIARIES
Fiscal Year 2026
Outlook (Unaudited)
(In millions, except per share data)

 

Low End of
Guidance

 

High End of
Guidance

GAAP net income

$

26

 

 

$

44

 

 

 

 

 

Non-GAAP adjustments:

 

 

 

Interest, net

 

70

 

 

 

70

 

Stock compensation expense

 

40

 

 

 

40

 

Depreciation and amortization expense

 

205

 

 

 

205

 

Restructuring, strategic transaction and integration

 

35

 

 

 

35

 

Quality and regulatory initiatives and remediation

 

23

 

 

 

23

 

Noncash release of loss on contract provision

 

(4

)

 

 

(4

)

Gross profit on contract manufacturing

 

(2

)

 

 

(2

)

Benefit for income taxes

 

7

 

 

 

19

 

Total non-GAAP adjustments

$

374

 

 

$

386

 

 

 

 

 

Adjusted EBITDA

$

400

 

 

$

430

 

 

 

 

 

 

 

 

 

GAAP earnings per share

$

1.03

 

 

$

1.74

 

 

 

 

 

Non-GAAP adjustments:

 

 

 

Stock compensation expense

 

1.58

 

 

 

1.58

 

Amortization expense

 

5.26

 

 

 

5.26

 

Restructuring, strategic transaction and integration

 

1.38

 

 

 

1.38

 

Quality and regulatory initiatives and remediation

 

0.91

 

 

 

0.91

 

Noncash release of loss on contract provision

 

(0.12

)

 

 

(0.12

)

Gross profit on contract manufacturing

 

(0.08

)

 

 

(0.08

)

Estimated income tax impact from adjustments

 

(2.21

)

 

 

(2.22

)

Adjusted earnings per share

$

7.75

 

 

$

8.45

 


CONTACT:
ICU Medical, Inc.
Brian Bonnell, Chief Financial Officer
(949) 366-2183
     
ICR, Inc.
John Mills, Partner
(646) 277-1254