Envista Holdings Corp 10-Q for FY2022 Q3

Envista Holdings Corp (NVST)

10-Q 2022-11-03 For: 2022-09-30

Added on April 08, 2026

About this 10-Q

Envista Holdings Corp filed this 10-Q on November 3, 2022, covering the quarter ended September 30, 2022 (FY2022 Q3).

Headline figures

Quarter ended September 30, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $631.1M; up 3.9% from $607.3M a year earlier
Net income: $47.6M; down 48.8% from net income of $92.9M a year earlier
Diluted EPS: $0.27; down 48.1% from $0.52 a year earlier

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Delaware		83-2206728
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

200 S. Kraemer Blvd., Building E		92821-6208
Brea,	California
(Address of Principal Executive Offices)		(Zip Code)


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value	NVST	New York Stock Exchange


PART I. FINANCIAL INFORMATION
		PAGE
Item 1.	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statements of Income	2
	Condensed Consolidated Statements of Comprehensive Income (Loss)	3
	Condensed Consolidated Statements of Changes in Stockholders' Equity	4
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42
Item 4.	Controls and Procedures	42

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 3.	Defaults Upon Senior Securities	43
Item 4.	Mine Safety Disclosures	44
Item 5.	Other Information	44
Item 6.	Exhibits	44


	As of
	September 30, 2022		December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	568.5	$	1,073.6
Trade accounts receivable, less allowance for credit losses of $16.8 and $20.7, respectively	392.2		331.9
Inventories, net	291.3		263.8
Prepaid expenses and other current assets	114.0		154.3
Assets held for sale	—		12.2
Total current assets	1,366.0		1,835.8
Property, plant and equipment, net	277.2		264.1
Operating lease right-of-use assets	132.1		128.1
Other long-term assets	173.2		167.8
Goodwill	3,399.6		3,132.0
Other intangible assets, net	1,063.8		1,046.4

Total assets	$	6,411.9	$	6,574.2
LIABILITIES AND EQUITY
Current liabilities:
Short-term debt	$	579.3	$	432.4
Trade accounts payable	190.0		185.8
Accrued expenses and other liabilities	462.5		562.3
Operating lease liabilities	26.5		23.7
Liabilities held for sale	—		4.0
Total current liabilities	1,258.3		1,208.2
Operating lease liabilities	123.4		120.4
Other long-term liabilities	220.7		304.2
Long-term debt	851.6		883.4

Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.01 par value, 15.0 million shares authorized; no shares issued or outstanding at September 30, 2022 and December 31, 2021	—		—
Common stock - $0.01 par value, 500.0 million shares authorized; 163.6 million shares issued and 163.0 million shares outstanding at September 30, 2022; 162.0 million shares issued and 161.6 million outstanding at December 31, 2021	1.6		1.6
Additional paid-in capital	3,689.6		3,732.6
Retained earnings	657.9		466.9
Accumulated other comprehensive loss	(391.2)		(143.5)
Total Envista stockholders’ equity	3,957.9		4,057.6
Noncontrolling interests	—		0.4
Total stockholders’ equity	3,957.9		4,058.0
Total liabilities and stockholders’ equity	$	6,411.9	$	6,574.2


	Three Months Ended				Nine Months Ended
	September 30, 2022		October 1, 2021		September 30, 2022		October 1, 2021
Sales	$	631.1	$	607.3	$	1,908.3	$	1,857.1
Cost of sales	266.4		251.0		799.7		773.8
Gross profit	364.7		356.3		1,108.6		1,083.3
Operating expenses:
Selling, general and administrative	264.2		250.6		801.9		747.5
Research and development	26.0		24.0		75.5		75.7
Operating profit	74.5		81.7		231.2		260.1
Nonoperating income (expense):
Other income	0.3		0.2		0.9		0.8
Interest expense, net	(11.6)		(12.0)		(23.9)		(43.6)
Income before income taxes	63.2		69.9		208.2		217.3
Income tax expense (benefit)	13.6		(10.3)		43.7		(3.7)
Income from continuing operations, net of tax	49.6		80.2		164.5		221.0
(Loss) income from discontinued operations, net of tax (Note 3)	(2.0)		12.7		5.1		33.7
Net income	$	47.6	$	92.9	$	169.6	$	254.7
Earnings per share:
Earnings from continuing operations - basic	$	0.30	$	0.50	$	1.01	$	1.37
Earnings from continuing operations - diluted	$	0.28	$	0.45	$	0.92	$	1.25

(Loss) earnings from discontinued operations - basic	$	(0.01)	$	0.08	$	0.03	$	0.21
(Loss) earnings from discontinued operations - diluted	$	(0.01)	$	0.07	$	0.03	$	0.19

Earnings - basic	$	0.29	$	0.58	$	1.04	$	1.58
Earnings - diluted	$	0.27	$	0.52	$	0.95	$	1.43	*
Average common stock and common equivalent shares outstanding:
Basic	163.1		161.5		162.7		161.1
Diluted	176.9		178.1		178.4		177.5
* Earnings per share is computed independently for earnings per share from continuing operations and earnings per share from discontinued operations. The sum of earnings per share from continuing operations and earnings per share from discontinued operations does not equal earnings per share due to rounding.


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

			For the transition period from to


	Nine Months Ended September 30, 2022
	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Envista Equity		Noncontrolling Interests













Balance, December 31, 2021	$	1.6	$	3,732.6	$	466.9	$	(143.5)	$	4,057.6	$	0.4
Cumulative effect of adjustment related to change in accounting principle. (Note 13)	—		(77.8)		21.4		—		(56.4)		—
Balance, January 1, 2022	1.6		3,654.8		488.3		(143.5)		4,001.2		0.4
Change in noncontrolling interest	—		—		—		—		—		(0.4)
Common stock-based award activity	—		13.1		—		—		13.1		—
Net income	—		—		74.9		—		74.9		—
Other comprehensive loss	—		—		—		(58.3)		(58.3)		—
Balance, April 1, 2022	1.6		3,667.9		563.2		(201.8)		4,030.9		—
Common stock-based award activity	—		10.5		—		—		10.5		—
Net income	—		—		47.1		—		47.1		—
Other comprehensive loss	—		—		—		(72.5)		(72.5)		—
Balance, July 1, 2022	1.6		3,678.4		610.3		(274.3)		4,016.0		—
Common stock-based award activity	—		11.2		—		—		11.2		—
Net income	—		—		47.6		—		47.6		—
Other comprehensive loss	—		—		—		(116.9)		(116.9)		—
Balance, September 30, 2022	$	1.6	$	3,689.6	$	657.9	$	(391.2)	$	3,957.9	$	—


	Nine Months Ended October 1, 2021
	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Envista Equity		Noncontrolling Interests
Balance, December 31, 2020	$	1.6	$	3,684.4	$	126.4	$	(91.8)	$	3,720.6	$	0.4
Common stock-based award activity	—		6.7		—		—		6.7		—
Net income	—		—		71.7		—		71.7		—
Other comprehensive loss	—		—		—		(52.1)		(52.1)		—
Balance, April 2, 2021	1.6		3,691.1		198.1		(143.9)		3,746.9		0.4
Common stock-based award activity	—		16.5		—		—		16.5		—
Net income	—		—		90.1		—		90.1		—
Other comprehensive income	—		—		—		15.0		15.0		—
Balance, July 2, 2021	1.6		3,707.6		288.2		(128.9)		3,868.5		0.4
Common stock-based award activity	—		9.0		—		—		9.0		—
Net income	—		—		92.9		—		92.9		—
Other comprehensive loss	—		—		—		(23.7)		(23.7)		—
Balance, October 1, 2021	$	1.6	$	3,716.6	$	381.1	$	(152.6)	$	3,946.7	$	0.4


All other financing activities	—		0.7
Net cash provided by (used in) financing activities	80.8		(467.4)
Effect of exchange rate changes on cash and cash equivalents	(2.1)		17.6
Net change in cash and cash equivalents	(505.1)		(250.1)
Beginning balance of cash and cash equivalents	1,073.6		888.9
Ending balance of cash and cash equivalents	$	568.5	$	638.8

Supplemental data:
Cash paid for interest	$	21.1	$	26.1
Cash paid for taxes	$	80.2	$	65.6
ROU assets obtained in exchange for operating lease obligations	$	29.6	$	24.9


	Osteogenics July 5, 2022		Intraoral Scanner Business April 20, 2022
Assets acquired:
Cash	$	2.1	$	2.7
Accounts receivable	2.5		0.1
Inventories	13.3		6.1
Intangible assets	53.0		129.8
Property, plant and equipment	—		0.3
Prepaids and Other Current Assets	1.3		—
Goodwill	77.5		370.6
Non-current deferred tax asset	—		98.5
Operating lease right-of-use assets	2.6		0.9
Other long-term assets	4.9		0.2
Total assets acquired	157.2		609.2
Liabilities assumed:
Accounts payable	(4.1)		(0.5)
Accrued expenses and other liabilities	(2.6)		(27.9)
Non-current deferred tax liability	(14.4)		—
Other long-term liabilities	(5.8)		—
Operating lease liabilities	(2.1)		(0.5)
Total liabilities assumed	(29.0)		(28.9)
Total net assets acquired	$	128.2	$	580.3


Balance at December 31, 2021	$	20.7
Foreign currency translation	(1.5)
Provision for credit losses	3.8
Write-offs charged against the allowance	(3.3)
Recoveries	(2.9)
Balance at September 30, 2022	$	16.8


	September 30, 2022		December 31, 2021
Finished goods	$	234.9	$	214.3
Work in process	26.7		22.0
Raw materials	87.3		88.3
Reserve for inventory obsolescence	(57.6)		(60.8)
Total	$	291.3	$	263.8


	September 30, 2022		December 31, 2021
Land and improvements	$	10.4	$	10.7
Buildings and improvements	155.2		168.7
Machinery, equipment and other assets	353.2		354.5
Construction in progress	69.3		45.6
Gross property, plant and equipment	588.1		579.5
Less: accumulated depreciation	(310.9)		(315.4)
Property, plant and equipment, net	$	277.2	$	264.1


	Specialty Products & Technologies		Equipment & Consumables		Total
Balance at December 31, 2021	$	2,029.7	$	1,102.3	$	3,132.0
Acquisitions	77.5		370.6		448.1
Foreign currency translation	(126.2)		(54.3)		(180.5)
Balance at September 30, 2022	$	1,981.0	$	1,418.6	$	3,399.6


	September 30, 2022				December 31, 2021
	Current		Noncurrent		Current		Noncurrent
Compensation and benefits	$	145.1	$	16.2	$	188.9	$	17.9
Restructuring-related employee severance, benefits and other	17.6		—		21.9		—
Pension benefits	5.6		37.3		5.6		41.7
Taxes, income and other	30.4		116.6		48.1		201.4
Contract liabilities	71.4		8.9		60.1		5.1
Sales and product allowances	81.9		1.1		75.4		1.2
Loss contingencies	8.0		29.1		8.4		30.3
Derivative financial instruments	—		—		19.6		—
Other	102.5		11.5		134.3		6.6
Total	$	462.5	$	220.7	$	562.3	$	304.2


	Three Months Ended September 30, 2022				Three Months Ended October 1, 2021
	Notional Amount		Gain (Loss) Recognized in OCI		Notional Amount		Gain Recognized in OCI

Foreign currency denominated debt	$	203.9	$	12.8	$	241.2	$	5.6
Interest rate contract	—		(0.3)		250.0		1.5
Foreign currency contracts	—		14.4		650.0		14.1
Total	$	203.9	$	26.9	$	1,141.2	$	21.2


	Nine Months Ended September 30, 2022				Nine Months Ended October 1, 2021
	Notional Amount		Gain Recognized in OCI		Notional Amount		Gain Recognized in OCI

Foreign currency denominated debt	$	203.9	$	32.7	$	241.2	$	19.7
Interest rate contracts	—		2.2		250.0		4.8
Foreign currency contracts	—		68.5		650.0		33.1
Total	$	203.9	$	103.4	$	1,141.2	$	57.6


	Quoted Prices in Active Market (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
September 30, 2022:



Liabilities:


Deferred compensation plans	$	—	$	14.8	$	—	$	14.8
Contingent consideration	$	—	$	—	$	6.0	$	6.0

December 31, 2021:
Liabilities:
Interest rate swap derivative contracts	$	—	$	2.2	$	—	$	2.2
Cross-currency swap derivative contracts	$	—	$	17.4	$	—	$	17.4
Deferred compensation plans	$	—	$	16.5	$	—	$	16.5


	September 30, 2022		December 31, 2021




Derivative liabilities:
Accrued expenses and other liabilities	$	—	$	19.6

Nonderivative hedging instruments:

Long-term debt	$	203.9	$	236.5


	September 30, 2022				December 31, 2021
	Carrying Amount		Fair Value		Carrying Amount		Fair Value



Liabilities:
Contingent consideration	$	6.0	$	6.0	$	—	$	—
Interest rate swap derivative contracts	$	—	$	—	$	2.2	$	2.2
Cross-currency swap derivative contracts	$	—	$	—	$	17.4	$	17.4
Convertible senior notes due 2025	$	509.3	$	854.5	$	432.1	$	1,162.5
Long-term debt	$	851.6	$	851.6	$	883.4	$	883.4



Balance at December 31, 2021	$	9.4
Accruals for warranties issued during the year	11.0
Settlements made	(11.3)
Effect of foreign currency translation	(0.8)
Balance at September 30, 2022	$	8.3


	September 30, 2022		December 31, 2021
Senior term loan facility due 2024 ($650.0 aggregate principal amount) (the “Term Loan Facility”), net of deferred debt issuance costs of $1.9 and $2.7, respectively	$	648.1	$	647.3
Senior euro term loan facility due 2024 (€208.0 aggregate principal amount) (the “Euro Term Loan Facility”), net of deferred debt issuance costs of $0.3 and $0.5, respectively	203.5		236.1
Convertible senior notes due 2025 ($517.5 aggregate principal amount), net of deferred debt issuance costs of $8.2 and $8.9, respectively, and unamortized discount of $0.0 and $76.5, respectively	509.3		432.1
Revolving credit facility due 2024 ($750.0 aggregate borrowing capacity) (the Revolving Credit Facility)	70.0		—
Other	—		0.3
Total debt	1,430.9		1,315.8
Less: current portion	(579.3)		(432.4)
Long-term debt	$	851.6	$	883.4


	Foreign Currency Translation Adjustments		Unrealized Loss on Cash Flow Hedges		Unrealized Pension Costs		Total Accumulated Other Comprehensive Loss
Three Months Ended September 30, 2022
Balance, July 1, 2022	$	(272.1)	$	0.2	$	(2.4)	$	(274.3)
Other comprehensive loss before reclassifications:
(Decrease) increase	(109.9)		(0.3)		—		(110.2)
Income tax impact	(6.7)		0.1		—		(6.6)
Other comprehensive loss before reclassifications, net of income taxes	(116.6)		(0.2)		—		(116.8)
Amounts reclassified from accumulated other comprehensive loss:
Increase	—		—		(0.1)		(0.1)
Income tax impact	—		—		—		—
Amounts reclassified from accumulated other comprehensive loss, net of income taxes	—		—		(0.1)		(0.1)
Net current period other comprehensive loss, net of income taxes	(116.6)		(0.2)		(0.1)		(116.9)
Balance, September 30, 2022	$	(388.7)	$	—	$	(2.5)	$	(391.2)


	Three Months Ended September 30, 2022						Three Months Ended October 1, 2021
	Specialty Products & Technologies		Equipment & Consumables		Total		Specialty Products & Technologies		Equipment & Consumables		Total
Geographical region:
North America	$	176.5	$	163.5	$	340.0	$	165.4	$	164.0	$	329.4
Western Europe	77.7		23.6		101.3		76.7		27.0		103.7
Other developed markets	21.7		8.6		30.3		23.4		9.3		32.7
Emerging markets	119.5		40.0		159.5		97.9		43.6		141.5
Total	$	395.4	$	235.7	$	631.1	$	363.4	$	243.9	$	607.3


	Three Months Ended				Nine Months Ended
($ in millions)	September 30, 2022		October 1, 2021		September 30, 2022		October 1, 2021
Consumables	$	531.0	$	493.7	$	1,605.7	$	1,541.6
Equipment	100.1		113.6		302.6		315.5

Total	$	631.1	$	607.3	$	1,908.3	$	1,857.1


	Employee Severance and Related		Facility Exit and Related		Total









Balance, December 31, 2021	$	21.4	$	0.5	$	21.9
Costs incurred	12.7		4.1		16.8
Paid/settled	(17.2)		(3.9)		(21.1)
Balance, September 30, 2022	$	16.9	$	0.7	$	17.6


	% Change Three Month Period Ended September 30, 2022 vs. Comparable 2021 Period		% Change Nine Month Period Ended September 30, 2022 vs. Comparable 2021 Period
Total sales growth (GAAP)	3.9	%	2.8	%
Plus the impact of:
Acquisition	(3.1)	%	(1.3)	%

Currency exchange rates	4.1	%	3.2	%
Core sales growth (non-GAAP)	4.9	%	4.7	%


Exhibit Number			Description
3.1			Second Amended and Restated Certificate of Incorporation of Envista Holdings Corporation (incorporated by reference to Exhibit 3.1 to Registrant’s Quarterly Report on Form 10-Q for the quarter ended July 2, 2021, Commission File No. 001-39054)
3.2			Second Amended and Restated Bylaws of Envista Holdings Corporation effective as of August 23, 2021 (incorporated by reference to Exhibit 3.2 to Registrant’s Current Report on Form 8-K filed on August 27, 2021, Commission File No. 001-39054)
10.3			Third Amendment Agreement to the Master Sale and Purchase Agreement, dated as of July 28, 2022, by and among Envista Holdings Corporation, planmeca Verwaltungs GmbH, Germany, and Planmeca Oy.
10.4			Fourth Amendment Agreement to the Master Sale and Purchase Agreement, dated as of September 30, 2022, by and among Envista Holdings Corporation, planmeca Verwaltungs GmbH, Germany, and Planmeca Oy.
31.1			Certification of Chief Executive Officer pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2			Certification of Chief Financial Officer pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1			Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS			XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH			XBRL Taxonomy Extension Schema Document
101.CAL			XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF			XBRL Taxonomy Extension Definition Linkbase Document
101.LAB			XBRL Taxonomy Extension Label Linkbase Document
101.PRE			XBRL Taxonomy Extension Presentation Linkbase Document
104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


	ENVISTA HOLDINGS CORPORATION
Date: November 3, 2022	By:	/s/ Howard H. Yu
		Howard H. Yu
		Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)


THIRD AMENDMENT AGREEMENT
to the Master Sale and Purchase Agreement relating to
the assets and companies comprising the
KaVo Dental Business


Envista Holdings Corporation, represented by
Signature:			/s/ Dr. Tamara Zehentbauer
Name:			Dr. Tamara Zehentbauer
Position:			Acting by virtue of power of attorney from Envista Holdings Corporation dated 28 July 2021
planmeca Verwaltungs GmbH, represented by
Signature:			/s/ Markus Maier
Name:			Mr. Markus Maier
Position:			Acting by virtue of power of attorney from planmeca Verwaltungs GmbH dated 21 December 2021
Planmeca Oy, represented by
Signature:			/s/ Markus Maier
Name:			Mr. Markus Maier
Position:			Acting by virtue of power of attorney from Planmeca Oy dated 21 December 2021


FOURTH AMENDMENT AGREEMENT
to the Master Sale and Purchase Agreement relating to
the assets and companies comprising the
KaVo Dental Business


Envista Holdings Corporation, represented by
Signature:			/s/ Dr. Sebastian Hafele
Name:			Dr. Sebastian Häfele
Position:			Acting by virtue of power of attorney from Envista Holdings Corporation dated 28 July 2021
planmeca Verwaltungs GmbH, represented by
Signature:			/s/ Markus Maier
Name:			Mr. Markus Maier
Position:			Acting by virtue of power of attorney from planmeca Verwaltungs GmbH dated 21 December 2021
Planmeca Oy, represented by
Signature:			/s/ Markus Maier
Name:			Mr. Markus Maier
Position:			Acting by virtue of power of attorney from Planmeca Oy dated 21 December 2021


1.	I have reviewed this Quarterly Report on Form 10-Q of Envista Holdings Corporation;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 3, 2022
		/s/ Amir Aghdaei
		Amir Aghdaei
		President and Chief Executive Officer