8-K
ARTIVION, INC. (AORT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________________________________
FORM 8-K
___________________________________________
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 6, 2025
___________________________________________
ARTIVION, INC.
(Exact name of registrant as specified in its charter)
___________________________________________
| Delaware | 1-13165 | 59-2417093 | |||
|---|---|---|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br><br>Identification No.) | 1655 Roberts Boulevard, N.W., Kennesaw, Georgia | 30144 | |
| --- | --- | ||||
| (Address of principal executive office) | (Zip Code) |
Registrant’s telephone number, including area code: (770) 419-3355
___________________________________________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange <br>on which registered |
|---|---|---|
| Common Stock, $0.01 par value | AORT | NYSE |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On November 6, 2025, Artivion, Inc. (“Artivion”) issued a press release announcing its financial results for the third quarter ended September 30, 2025. Artivion hereby incorporates by reference herein the information set forth in its press release dated November 6, 2025, a copy of which is attached hereto as Exhibit 99.1. Except as otherwise provided in the press release, the press release speaks only as of the date of such press release and it shall not create any implication that the affairs of Artivion have continued unchanged since such date.
The information provided pursuant to this Item 2.02 is to be considered “furnished” pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed incorporated by reference into any of Artivion’s reports or filings with the Securities and Exchange Commission, whether made before or after the date hereof, except as expressly set forth by specific reference in such report or filing.
Except for the historical information contained in this report, the statements made by Artivion are forward-looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Artivion’s future financial performance could differ significantly from the expectations of management and from results expressed or implied in the press release. Please refer to the last paragraph of the text portion of the press release for further discussion about forward-looking statements. For further information on risk factors, please refer to “Risk Factors” contained in Artivion’s most recently filed Form 10-K and its subsequent filings with the Securities and Exchange Commission, as well as in the press release attached as Exhibit 99.1 hereto. Artivion disclaims any obligation or duty to update or modify these forward-looking statements.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release dated November 6, 2025. |
| 104 | Inline XBRL for the cover page of this Current Report on Form 8-K. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Artivion, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 6, 2025
| ARTIVION, INC. | |
|---|---|
| By: | /s/ Lance A. Berry |
| Name: | Lance A. Berry |
| Title: | Executive Vice President, Chief Operating Officer, Chief Financial Officer and Treasurer |
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Document
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contacts:
| Artivion | Gilmartin Group LLC |
|---|---|
| Lance A. Berry | Brian Johnston |
| Executive Vice President, | Laine Morgan |
| Chief Operating Officer & | Phone: 332-895-3222 |
| Chief Financial Officer | investors@artivion.com |
| Phone: 770-419-3355 |
Artivion Reports Third Quarter 2025 Financial Results
Third Quarter Highlights:
•Achieved revenue of $113.4 million in the third quarter of 2025 versus $95.8 million in the third quarter of 2024, an increase of 18% on a GAAP basis and 16% on a non-GAAP constant currency basis
•Net income was $6.5 million, or $0.13 per fully diluted share, and non-GAAP net income was $7.9 million, or $0.16 per fully diluted share in the third quarter of 2025
•Adjusted EBITDA increased 39% to $24.6 million in the third quarter of 2025 compared to $17.7 million in the third quarter of 2024
•Enrolled first patient in ARTIZEN U.S. Investigational Device Exemption trial for Arcevo
ATLANTA, GA – (November 6, 2025) – Artivion, Inc. (NYSE: AORT), a leading cardiac and vascular surgery company focused on aortic disease, today announced financial results for the third quarter ended September 30, 2025.
“Our third quarter performance was exceptionally strong as we made progress across each of our strategic initiatives while delivering 16% constant currency revenue growth. Revenue growth was driven by year-over-year growth in stent grafts of 38%, On-X of 25%, preservation services of 5%, BioGlue of 2%, all compared to the third quarter of 2024. On a constant currency basis, year-over-year stent grafts, On-X, preservation services, and BioGlue grew 31%, 23%, 5%, and 1%, respectively.” said Pat Mackin, Chairman, President, and Chief Executive Officer.
Mr. Mackin continued, “In addition to our strong commercial results, we saw continued progress with our market expanding clinical programs. We enrolled the first patient in our ARTIZEN trial for Arcevo, marking an important milestone. In addition, new favorable clinical data from our AMDS PERSEVERE and PROTECT trials were presented in two late-breaking science sessions at the European Association for Cardio-Thoracic Surgery, which further validated the positive clinical benefits of our AMDS technology.”
Mr. Mackin added, “We also took strategic steps to strengthen our balance sheet by refinancing our existing credit agreement to extend the maturity date to 2031, secure a more favorable interest rate, and gain access to a new $150 million delayed draw term loan facility.”
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Mr. Mackin concluded, “Given our strong third quarter performance and continued business momentum, we are raising the midpoints of our full year 2025 constant currency revenue and EBITDA guidance and remain confident in our ability to grow adjusted EBITDA at twice the rate of constant currency revenue growth.”
Third Quarter 2025 Financial Results
Total revenues for the third quarter of 2025 were $113.4 million, an increase of 18% on a GAAP basis and 16% on a non-GAAP constant currency basis, both compared to the third quarter of 2024.
Net income for the third quarter of 2025 was $6.5 million, or $0.13 per fully diluted common share, compared to net loss of $(2.3) million, or $(0.05) per fully diluted common share for the third quarter of 2024. Non-GAAP net income for the third quarter of 2025 was $7.9 million, or $0.16 per fully diluted common share, compared to non-GAAP net income of $5.0 million, or $0.12 per fully diluted common share for the third quarter of 2024. Non-GAAP net income for the third quarter of 2025 includes pretax losses related to foreign currency revaluation of $0.1 million.
2025 Financial Outlook
Artivion is raising the midpoint of its full year 2025 revenue guidance and now expects constant currency growth of 13% to 14%, compared to the previous range of 12% to 14%. The Company expects reported revenues to be in the range of $439 to $445 million compared to the previous range of $435 to $443 million. This guidance contemplates a slightly positive currency impact for full year 2025 compared to 2024.
Additionally, Artivion is raising the midpoint of its adjusted EBITDA guidance and now expects growth of between 24% and 28% for the full year 2025 compared to 21% to 28% previously provided. Growth rates are compared to 2024. The Company expects adjusted EBITDA to be in the range of $88 to $91 million, compared to the previously articulated range of $86 to $91 million.
The Company's financial performance for 2025 and future periods is subject to the risks identified below.
Non-GAAP Financial Measures
This press release contains non-GAAP financial measures, including non-GAAP revenue, non-GAAP net income, EBITDA, adjusted EBITDA, non-GAAP general, administrative, and marketing expenses, and free cash flows. Investors should consider this non-GAAP information in addition to, and not as a substitute for, financial measures prepared in accordance with US GAAP. In addition, this non-GAAP financial information may not be the same as similar measures presented by other companies. The Company’s non-GAAP revenues are adjusted for the impact of changes in currency exchange. The Company’s non-GAAP net income, EBITDA, adjusted EBITDA, general, administrative, and marketing, and free cash flows results primarily exclude (as applicable) depreciation and amortization expense, interest income and expense, non-cash compensation expense, loss or gain on foreign currency revaluation, income tax expense or benefit, business development, integration, and severance income or expense, losses on inducement/extinguishment of debt, non-cash interest expense, capital expenditures, and other non-recurring items.
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The Company generally uses non-GAAP financial measures to facilitate management's review of the operational performance of the Company and as a basis for strategic planning. Company management believes that these non-GAAP presentations provide useful information to investors regarding unusual non-operating transactions, the operating expense structure of the Company's existing and acquired operations, without regard to its on-going efforts to acquire additional complementary products and businesses, and the transaction and integration expenses incurred in connection with recently acquired and divested product lines, and the operating expense structure excluding fluctuations resulting from foreign currency revaluation and non-cash compensation expense. The Company believes it is useful to exclude certain expenses and revenues because such amounts in any specific period may not directly correlate to the underlying performance of its business operations or can vary significantly between periods as a result of factors such as impact of recent acquisitions, non-cash expense related to amortization of previously acquired tangible and intangible assets, and any related adjustments to their carrying values. The Company has adjusted for the impact of changes in currency exchange from certain revenues to evaluate comparable product growth rates on a constant currency basis. The Company does, however, expect to incur similar types of expenses and currency exchange impacts in the future, and this non-GAAP financial information should not be viewed as a statement or indication that these types of expenses will not recur. Company management encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety, including the reconciliation of GAAP to non-GAAP financial measures.
The Company’s adjusted EBITDA expectations for fiscal 2025 exclude potential charges or gains that may be recorded during the fiscal year, relating to, among other things, non-cash compensation; business development, integration, and severance income or expense; losses on inducement/extinguishment of debt; and foreign currency revaluations. The Company does not attempt to provide reconciliations of forward-looking adjusted EBITDA to the comparable GAAP measure because the impact and timing of these potential charges or gains are inherently uncertain and difficult to predict and are unavailable without unreasonable efforts. In addition, the Company believes such reconciliations would imply a degree of precision and certainty that could be confusing to investors. Such items could have a material impact on GAAP measures of the Company’s financial performance.
Webcast and Conference Call Information
The Company will hold a teleconference call and live webcast on November 6, 2025, at 4:30 p.m. ET to discuss the results, followed by a question-and-answer session. To participate in the conference call dial 201-689-8261 a few minutes prior to 4:30 p.m. ET. The teleconference replay will be available approximately one hour following the completion of the event and can be accessed by calling (toll free) 877-660-6853 or 201-612-7415. The conference number for the replay is 13755945.
The live webcast and replay can be accessed by going to the Investors section of the Artivion website at www.Artivion.com and selecting the heading Webcasts & Presentations.
About Artivion, Inc.
Headquartered in suburban Atlanta, Georgia, Artivion, Inc., is a medical device company focused on developing simple, elegant solutions that address cardiac and vascular surgeons’ most difficult challenges in treating patients with aortic diseases. Artivion’s four major groups of products include: aortic stent grafts, surgical sealants, On-X mechanical heart valves, and implantable cardiac and vascular human tissues. Artivion markets and sells products in more than 100 countries worldwide. For additional information about Artivion, visit our website, www.Artivion.com.
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Forward-Looking Statements
Statements made in this press release that look forward in time or that express management's beliefs, expectations, or hopes are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements reflect the views of management at the time such statements are made. These statements include, but are not limited to, our beliefs and expectations about our revenue, year-over-year growth and growth drivers, earnings, currency impacts, and other financial measures and related information; our anticipated capital needs and capital structure; our beliefs about our competitive advantages and market opportunities; the expected impact on our business of the dynamic trade policy and tariff environment; our expected product mix and business strategy; anticipated quarterly fluctuations in our business; the benefits of receiving IDE approval to initiate our Arcevo LSA pivotal trial; the expected clinical benefits of our AMDS technology as a result of data from our AMDS PERSEVERE and PROTECT trials; our ability to scale our business and expand adjusted EBITDA margins; that our revenues for the full year 2025 will be in the range of $439 to $445 million, representing revenue growth of between 13% to 14% compared to 2024 on a constant currency basis; that we expect non-GAAP adjusted EBITDA to increase between 24% and 28% for the full year 2025 compared to 2024, resulting in non-GAAP adjusted EBITDA in the range of $88 to $91 million in 2025; and our belief that we will be able to grow adjusted EBITDA at twice the rate of constant currency revenue growth. These forward-looking statements are subject to a number of risks, uncertainties, estimates and assumptions that may cause actual results to differ materially from current expectations, including, but not limited to, the unpredictability of the timing and outcome of regulatory decisions and other regulatory developments; risks relating to our international operations; the benefits anticipated from our 2024 credit facility and the 2025 amendments thereof, the Ascyrus Medical LLC transaction and Endospan agreements, and our operational improvements in our tissue and stent graft business may not be achieved at all or at the levels we anticipate or had originally anticipated; the benefits anticipated from our clinical trials and regulatory approvals may not be achieved or achieved on our anticipated timelines; the uncertainty regarding potential unknown or future impacts of the November 2024 cybersecurity incident, including the extent to which we are able to recover against our insurance policies; and the benefits anticipated from our expansion into APAC and LATAM may not be achieved or achieved on our anticipated timelines. These risks and uncertainties include the risk factors detailed in our Securities and Exchange Commission filings, including our Form 10-K for the year ended December 31, 2025, and our Form 10-Q for the quarter ended September 30, 2025. Artivion does not undertake to update its forward-looking statements, whether as a result of new information, future events, or otherwise.
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Artivion, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Income
In Thousands, Except Per Share Data
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||
| Revenues: | ||||||||
| Products | $ | 87,665 | $ | 71,244 | $ | 253,907 | $ | 215,568 |
| Preservation services | 25,723 | 24,535 | 71,431 | 75,661 | ||||
| Total revenues | 113,388 | 95,779 | 325,338 | 291,229 | ||||
| Cost of products and preservation services: | ||||||||
| Products | 27,811 | 24,412 | 81,389 | 72,707 | ||||
| Preservation services | 11,182 | 10,358 | 32,865 | 31,243 | ||||
| Total cost of products and preservation services | 38,993 | 34,770 | 114,254 | 103,950 | ||||
| Gross margin | 74,395 | 61,009 | 211,084 | 187,279 | ||||
| Operating expenses: | ||||||||
| General, administrative, and marketing | 57,281 | 50,017 | 169,650 | 130,026 | ||||
| Research and development | 8,078 | 6,605 | 21,869 | 21,048 | ||||
| Total operating expenses | 65,359 | 56,622 | 191,519 | 151,074 | ||||
| Gain from sale of non-financial assets | (3,500) | — | (3,500) | — | ||||
| Operating income | 12,536 | 4,387 | 23,065 | 36,205 | ||||
| Interest expense | 6,119 | 8,405 | 21,052 | 24,535 | ||||
| Interest income | (240) | (366) | (452) | (1,093) | ||||
| Losses on inducement/extinguishment of debt | — | — | 2,664 | 3,669 | ||||
| Other (income) expense, net | (399) | (2,386) | (8,442) | 6 | ||||
| Income (loss) before income taxes | 7,056 | (1,266) | 8,243 | 9,088 | ||||
| Income tax expense | 554 | 1,022 | 901 | 5,964 | ||||
| Net income (loss) | $ | 6,502 | $ | (2,288) | $ | 7,342 | $ | 3,124 |
| Income (loss) per share: | ||||||||
| Basic | $ | 0.14 | $ | (0.05) | $ | 0.16 | $ | 0.07 |
| Diluted | $ | 0.13 | $ | (0.05) | $ | 0.16 | $ | 0.07 |
| Weighted-average common shares outstanding: | ||||||||
| Basic | 47,233 | 41,844 | 44,605 | 41,607 | ||||
| Diluted | 48,775 | 41,844 | 45,993 | 42,621 | ||||
| Net income (loss) | $ | 6,502 | $ | (2,288) | $ | 7,342 | $ | 3,124 |
| Other comprehensive income: | ||||||||
| Foreign currency translation adjustments, net of tax | 541 | 6,333 | 22,640 | 2,482 | ||||
| Comprehensive income | $ | 7,043 | $ | 4,045 | $ | 29,982 | $ | 5,606 |
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Artivion, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
In Thousands
| September 30,<br>2025 | December 31,<br>2024 | |||
|---|---|---|---|---|
| (Unaudited) | ||||
| ASSETS | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 73,426 | $ | 53,463 |
| Trade receivables, net | 88,112 | 79,462 | ||
| Other receivables | 9,257 | 6,431 | ||
| Inventories | 90,547 | 79,766 | ||
| Deferred preservation costs | 53,711 | 51,701 | ||
| Prepaid expenses and other | 22,445 | 19,257 | ||
| Total current assets | 337,498 | 290,080 | ||
| Goodwill | 254,004 | 240,958 | ||
| Acquired technology, net | 126,491 | 128,051 | ||
| Operating lease right-of-use assets, net | 38,883 | 39,726 | ||
| Property and equipment, net | 40,711 | 36,403 | ||
| Other intangibles, net | 30,342 | 28,332 | ||
| Deferred tax assets, net | 601 | 1,068 | ||
| Other long-term assets | 29,132 | 24,483 | ||
| Total assets | $ | 857,662 | $ | 789,101 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 16,496 | $ | 17,971 |
| Accrued compensation | 17,609 | 18,342 | ||
| Accrued expenses | 12,202 | 11,834 | ||
| Accrued interest | 5,590 | 8,170 | ||
| Taxes payable | 2,068 | 2,934 | ||
| Accrued procurement fees | 3,009 | 1,704 | ||
| Current portion of contingent consideration | 18,730 | — | ||
| Current maturities of operating leases | 5,082 | 4,489 | ||
| Current portion of finance lease obligations | 716 | 601 | ||
| Current portion of long-term debt | — | 195 | ||
| Other current liabilities | 4,334 | 583 | ||
| Total current liabilities | 85,836 | 66,823 | ||
| Long-term debt, net | 214,869 | 314,152 | ||
| Non-current contingent consideration | 36,540 | 52,880 | ||
| Non-current maturities of operating leases | 38,442 | 39,988 | ||
| Deferred tax liabilities, net | 21,932 | 20,183 | ||
| Deferred compensation liability | 9,191 | 7,977 | ||
| Non-current finance lease obligations | 2,880 | 2,833 | ||
| Other long-term liabilities | 9,278 | 8,065 | ||
| Total liabilities | $ | 418,968 | $ | 512,901 |
| Commitments and contingencies | ||||
| Stockholders’ equity: | ||||
| Preferred stock $0.01 par value per share, 5,000 shares authorized, no shares issued | — | — | ||
| Common stock $0.01 par value per share, 75,000 shares authorized, 48,862 and 43,432 shares issued as of September 30, 2025 and December 31, 2024, respectively | 488 | 434 | ||
| Additional paid-in capital | 509,065 | 376,607 | ||
| Retained deficit | (53,924) | (61,266) | ||
| Accumulated other comprehensive loss | (2,287) | (24,927) | ||
| Treasury stock, at cost, 1,487 shares as of September 30, 2025 and December 31, 2024 | (14,648) | (14,648) | ||
| Total stockholders’ equity | 438,694 | 276,200 | ||
| Total liabilities and stockholders’ equity | $ | 857,662 | $ | 789,101 |
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Artivion, Inc. and Subsidiaries
Condensed Consolidated Statement of Cash Flows
In Thousands
(Unaudited)
| Nine Months Ended<br>September 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Net cash flows from operating activities: | ||||
| Net income | $ | 7,342 | $ | 3,124 |
| Adjustments to reconcile net income to net cash from operating activities: | ||||
| Depreciation and amortization | 16,701 | 17,910 | ||
| Non-cash compensation | 20,302 | 11,499 | ||
| Non-cash lease expense | 3,824 | 5,860 | ||
| Write-down of inventories and deferred preservation costs | 3,779 | 2,911 | ||
| Deferred income taxes | (1,484) | (4,187) | ||
| Change in fair value of contingent consideration | 2,390 | (12,170) | ||
| Losses on inducement/extinguishment of debt | 2,664 | 3,669 | ||
| Gain from sale of non-financial assets | (3,500) | — | ||
| Other | (7,315) | 1,623 | ||
| Changes in operating assets and liabilities: | ||||
| Receivables | (924) | (3,356) | ||
| Inventories and deferred preservation costs | (11,563) | (4,791) | ||
| Prepaid expenses and other assets | (4,703) | (4,758) | ||
| Accounts payable, accrued expenses, and other liabilities | (7,193) | (5,237) | ||
| Net cash flows provided by operating activities | 20,320 | 12,097 | ||
| Net cash flows from investing activities: | ||||
| Capital expenditures | (11,534) | (9,763) | ||
| Payments for Endospan agreements | — | (7,000) | ||
| Net cash flows used in investing activities | (11,534) | (16,763) | ||
| Net cash flows from financing activities: | ||||
| Proceeds from issuance of long-term debt | — | 190,000 | ||
| Proceeds from revolving credit facility | — | 30,000 | ||
| Repayment of debt | (207) | (211,765) | ||
| Proceeds from exercise of stock options and issuance of common stock | 9,613 | 5,285 | ||
| Payment of debt issuance costs | (1,750) | (10,044) | ||
| Proceeds from financing insurance premiums | 3,117 | — | ||
| Principal payments on short-term notes payable | (1,395) | (1,027) | ||
| Other | (526) | (420) | ||
| Net cash flows provided by financing activities | 8,852 | 2,029 | ||
| Effect of exchange rate changes on cash and cash equivalents | 2,325 | (130) | ||
| Increase (decrease) in cash and cash equivalents | 19,963 | (2,767) | ||
| Cash and cash equivalents beginning of period | 53,463 | 58,940 | ||
| Cash and cash equivalents end of period | $ | 73,426 | $ | 56,173 |
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Artivion, Inc. and Subsidiaries
Financial Highlights
In Thousands
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||
| Products: | ||||||||
| Aortic stent grafts | $ | 39,585 | $ | 28,643 | $ | 116,028 | $ | 92,936 |
| On-X | 26,797 | 21,478 | 73,943 | 61,804 | ||||
| Surgical sealants | 18,893 | 18,437 | 56,287 | 53,963 | ||||
| Other | 2,390 | 2,686 | 7,649 | 6,865 | ||||
| Total products | 87,665 | 71,244 | 253,907 | 215,568 | ||||
| Preservation services | 25,723 | 24,535 | 71,431 | 75,661 | ||||
| Total revenues | $ | 113,388 | $ | 95,779 | $ | 325,338 | $ | 291,229 |
| North America | 58,315 | 49,089 | 163,677 | 148,679 | ||||
| Europe, the Middle East, and Africa | 36,224 | 30,423 | 111,982 | 98,156 | ||||
| Asia Pacific | 12,237 | 10,366 | 31,582 | 27,628 | ||||
| Latin America | 6,612 | 5,901 | 18,097 | 16,766 | ||||
| Total revenues | $ | 113,388 | $ | 95,779 | $ | 325,338 | $ | 291,229 |
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Artivion, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP
Revenues
$ In Thousands
(Unaudited)
| Revenues for the<br>Three Months Ended<br>September 30, | Percent<br>Change<br>From Prior<br>Year | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | ||||||||
| US GAAP | US GAAP | Exchange Rate Effect | Constant Currency | Constant Currency | |||||
| Products: | |||||||||
| Aortic stent grafts | $ | 39,585 | $ | 28,643 | $ | 1,583 | $ | 30,226 | 31% |
| On-X | 26,797 | 21,478 | 263 | 21,741 | 23% | ||||
| Surgical sealants | 18,893 | 18,437 | 319 | 18,756 | 1% | ||||
| Other | 2,390 | 2,686 | 7 | 2,693 | -11% | ||||
| Total products | 87,665 | 71,244 | 2,172 | 73,416 | 19% | ||||
| Preservation services | 25,723 | 24,535 | (2) | 24,533 | 5% | ||||
| Total | $ | 113,388 | $ | 95,779 | $ | 2,170 | $ | 97,949 | 16% |
| North America | 58,315 | 49,089 | — | 49,089 | 19% | ||||
| Europe, the Middle East, and Africa | 36,224 | 30,423 | 2,050 | 32,473 | 12% | ||||
| Asia Pacific | 12,237 | 10,366 | — | 10,366 | 18% | ||||
| Latin America | 6,612 | 5,901 | 120 | 6,021 | 10% | ||||
| Total | $ | 113,388 | $ | 95,779 | $ | 2,170 | $ | 97,949 | 16% |
| Revenues for the<br>Nine Months Ended<br>September 30, | Percent<br>Change<br>From Prior<br>Year | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | ||||||||
| US GAAP | US GAAP | Exchange Rate Effect | Constant Currency | Constant Currency | |||||
| Products: | |||||||||
| Aortic stent grafts | $ | 116,028 | $ | 92,936 | $ | 859 | $ | 93,795 | 24% |
| On-X | 73,943 | 61,804 | 32 | 61,836 | 20% | ||||
| Surgical sealants | 56,287 | 53,963 | 63 | 54,026 | 4% | ||||
| Other | 7,649 | 6,865 | 7 | 6,872 | 11% | ||||
| Total products | 253,907 | 215,568 | 961 | 216,529 | 17% | ||||
| Preservation services | 71,431 | 75,661 | (86) | 75,575 | -5% | ||||
| Total | $ | 325,338 | $ | 291,229 | $ | 875 | $ | 292,104 | 11% |
| North America | 163,677 | 148,679 | (198) | 148,481 | 10% | ||||
| Europe, the Middle East, and Africa | 111,982 | 98,156 | 1,931 | 100,087 | 12% | ||||
| Asia Pacific | 31,582 | 27,628 | — | 27,628 | 14% | ||||
| Latin America | 18,097 | 16,766 | (858) | 15,908 | 14% | ||||
| Total | $ | 325,338 | $ | 291,229 | $ | 875 | $ | 292,104 | 11% |
Page 9 of 11
Artivion, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP
General, Administrative, and Marketing Expense, EBITDA, Adjusted EBITDA, and Free Cash Flows
In Thousands
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||
| Reconciliation of G&A expenses, GAAP to adjusted G&A, non-GAAP: | ||||||||
| General, administrative, and marketing expense, GAAP | $ | 57,281 | $ | 50,017 | $ | 169,650 | $ | 130,026 |
| Business development, integration, and severance expense (income) | 2,952 | 3,431 | 3,218 | (11,923) | ||||
| Cybersecurity incident | 728 | — | 6,421 | — | ||||
| Adjusted G&A, non-GAAP | $ | 53,601 | $ | 46,586 | $ | 160,011 | $ | 141,949 |
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | 2025 | 2024 | |||||
| Reconciliation of net income (loss), GAAP and EBITDA, non-GAAP to adjusted EBITDA, non-GAAP: | ||||||||
| Net income (loss), GAAP | $ | 6,502 | $ | (2,288) | $ | 7,342 | $ | 3,124 |
| Adjustments: | ||||||||
| Interest expense | 6,119 | 8,405 | 21,052 | 24,535 | ||||
| Interest income | (240) | (366) | (452) | (1,093) | ||||
| Income tax expense | 554 | 1,022 | 901 | 5,964 | ||||
| Depreciation and amortization expense | 5,717 | 6,110 | 16,701 | 17,910 | ||||
| EBITDA, non-GAAP | 18,652 | 12,883 | 45,544 | 50,440 | ||||
| Non-cash compensation | 6,135 | 3,769 | 20,302 | 11,499 | ||||
| Business development, integration, and severance expense (income) | 2,479 | 3,431 | 1,990 | (11,923) | ||||
| Cybersecurity incident | 728 | — | 7,157 | — | ||||
| Losses on inducement/extinguishment of debt | — | — | 2,664 | 3,669 | ||||
| Loss (gain) on foreign currency revaluation | 73 | (2,382) | (7,278) | (29) | ||||
| Gain from sale of non-financial assets | (3,500) | — | (3,500) | — | ||||
| Adjusted EBITDA, non-GAAP | $ | 24,567 | $ | 17,701 | $ | 66,879 | $ | 53,656 |
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | 2025 | 2024 | |||||
| Reconciliation of cash flows from operating activities, GAAP to free cash flows, non-GAAP: | ||||||||
| Net cash flows provided by operating activities | $ | 22,262 | $ | 11,455 | $ | 20,320 | $ | 12,097 |
| Capital expenditures | (4,609) | (3,639) | (11,534) | (9,763) | ||||
| Free cash flows, non-GAAP | $ | 17,653 | $ | 7,816 | $ | 8,786 | $ | 2,334 |
Page 10 of 11
Artivion Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP
Net Income and Diluted Income Per Common Share
In Thousands, Except Per Share Data
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||
| GAAP: | ||||||||
| Income (loss) before income taxes | $ | 7,056 | $ | (1,266) | $ | 8,243 | $ | 9,088 |
| Income tax expense | 554 | 1,022 | 901 | 5,964 | ||||
| Net income (loss) | $ | 6,502 | $ | (2,288) | $ | 7,342 | $ | 3,124 |
| Diluted income (loss) per common share | $ | 0.13 | $ | (0.05) | $ | 0.16 | $ | 0.07 |
| Diluted weighted-average common shares outstanding | 48,775 | 41,844 | 45,993 | 42,621 | ||||
| Reconciliation of income (loss) before income taxes, GAAP to adjusted income, non-GAAP: | ||||||||
| Income (loss) before income taxes, GAAP: | $ | 7,056 | $ | (1,266) | $ | 8,243 | $ | 9,088 |
| Adjustments: | ||||||||
| Amortization expense | 3,476 | 3,990 | 10,291 | 11,650 | ||||
| Business development, integration, and severance expense (income) | 2,479 | 3,431 | 1,990 | (11,923) | ||||
| Non-cash interest expense | 351 | 546 | 1,379 | 1,610 | ||||
| Cybersecurity incident | 728 | — | 7,157 | — | ||||
| Losses on inducement/extinguishment of debt | — | — | 2,664 | 3,669 | ||||
| Gain from sale of non-financial assets | (3,500) | — | (3,500) | — | ||||
| Adjusted income before income taxes, non-GAAP | 10,590 | 6,701 | 28,224 | 14,094 | ||||
| Income tax expense calculated at a tax rate of 25% | 2,648 | 1,675 | 7,056 | 3,523 | ||||
| Adjusted net income, non-GAAP | $ | 7,942 | $ | 5,026 | $ | 21,168 | $ | 10,571 |
| Reconciliation of diluted income (loss) per common share, GAAP to adjusted diluted income per common share, non-GAAP: | ||||||||
| Diluted income (loss) per common share, GAAP: | $ | 0.13 | $ | (0.05) | $ | 0.16 | $ | 0.07 |
| Adjustments: | ||||||||
| Amortization expense | 0.07 | 0.09 | 0.22 | 0.27 | ||||
| Business development, integration, and severance expense (income) | 0.05 | 0.08 | 0.04 | (0.28) | ||||
| Non-cash interest expense | 0.01 | 0.02 | 0.03 | 0.04 | ||||
| Cybersecurity incident | 0.02 | — | 0.16 | — | ||||
| Losses on inducement/extinguishment of debt | — | — | 0.06 | 0.09 | ||||
| Gain from sale of non-financial assets | (0.07) | — | (0.07) | — | ||||
| Tax effect of non-GAAP adjustments | (0.02) | (0.05) | (0.11) | (0.03) | ||||
| Effect of 25% tax rate | (0.03) | 0.03 | (0.03) | 0.09 | ||||
| Adjusted diluted income per common share, non-GAAP | $ | 0.16 | $ | 0.12 | $ | 0.46 | $ | 0.25 |
| Reconciliation of diluted weighted-average common shares outstanding GAAP to diluted weighted-average common shares outstanding, non-GAAP: | ||||||||
| Diluted weighted-average common shares outstanding, GAAP: | 48,775 | 41,844 | 45,993 | 42,621 | ||||
| Adjustments: | ||||||||
| Effect of dilutive stock options and awards | — | 1,160 | — | — | ||||
| Diluted weighted-average common shares outstanding, non-GAAP | 48,775 | 43,004 | 45,993 | 42,621 |
Page 11 of 11