Cryoport, Inc.: Form 10-Q for the period ended Mar 31, 2026
Filed with the SEC on May 5, 2026 and accepted by EDGAR at May 5, 2026, 14:36 ET.
Management's discussion and analysis
As filed, 31,109 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
In this Quarterly Report on Form 10-Q (this “Quarterly Report”), the terms “Cryoport,” “Company” and similar terms refer to Cryoport, Inc. and its consolidated subsidiaries, unless the context suggests otherwise.
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS:
This Quarterly Report contains forward-looking statements that have been made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995 and concern matters that involve risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements. In some cases, you can identify these statements by terminology such as “believes,” “may,” “will,” “expects,” “intends,” “estimates,” “anticipates,” “plans,” “seeks,” “continues,” “predicts,” “potential,” “likely,” or “opportunity”, or similar words which are intended to identify forward-looking statements, although not all forward-looking statements contain these words. Reference is made in particular to forward-looking statements regarding our expectations about future business plans, new products or services, regulatory approvals, strategies, development timelines, prospective financial performance and opportunities, including potential acquisitions; expectations about future benefits of our acquisitions and our ability to successfully integrate those businesses and our plans related thereto; expectations about future benefits relating to the CRYOPDP divestiture and strategic partnership with DHL (as defined in this Quarterly Report); liquidity and capital resources; assumptions relating to the impairment of assets; plans relating to any repurchase of our common stock and/or convertible notes; projected trends in the markets in which we operate, including the anticipated expansion of the cell and gene therapy market; expectations relating to current supply chain impacts, tariffs, and other trade restrictions; inflationary pressures and the effect of foreign currency fluctuations; anticipated regulatory filings or approvals with respect to the products of our clients; expectations about securing and managing strategic relationships with global couriers or large clinical research organizations; plans and expectations regarding the potential or benefits of our existing and future products and technologies; our future capital needs and ability to raise capital on favorable terms or at all; results of our research and development efforts; and approval of our patent applications.
Although we believe that our opinions and expectations reflected in the forward-looking statements are reasonable as of the date of this Quarterly Report, we cannot guarantee future results, levels of activity, performance or achievements, and our actual results may differ substantially from the views and expectations set forth in this Quarterly Report. You should be aware that these statements are projections or estimates as to future events and are subject to a number of factors that may tend to influence the accuracy of the statements, including, but not limited to, risks and uncertainties associated with the effects of changing economic and geopolitical conditions, such as those resulting from the war with Iran, supply chain constraints, inflationary pressures, the effects of foreign currency fluctuations, trends in the products markets, variations in the Company’s cash flow, market acceptance risks, the effects of tariffs and other trade restrictions, and technical development risks. Additional risks and uncertainties relating to the CRYOPDP divestiture include, but are not limited to, the risk that any disruption resulting from the CRYOPDP divestiture may adversely affect our businesses and business relationships, including with employees and suppliers. Other important factors that could cause our actual results to differ materially from those in our forward-looking statements include those we describe in the reports we file from time to time with the Securities and Exchange Commission (“SEC”), including those contained in this Quarterly Report, in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on March 5, 2026 (the “2025 Annual Report”), and those reports filed after the date of this Quarterly Report.
Forward-looking statements should not be regarded as a representation by the Company or any other person that the events or plans of the Company will be achieved. You should not unduly rely on these forward-looking statements, which speak only as of the date of this Quarterly Report. We undertake no obligation to publicly revise any forward-looking statement to reflect circumstances or events after the date of this Quarterly Report or to reflect the occurrence of unanticipated events.
The following management’s discussion and analysis of the Company’s financial condition and results of operations (“MD&A”) should be read in conjunction with the condensed consolidated balance sheet as of March 31, 2026 (unaudited) and the consolidated balance sheet as of December 31, 2025 (audited) and the related unaudited condensed consolidated statements of operations, comprehensive loss, and stockholders’ equity for the three months ended March 31, 2026 and 2025, and cash flows for the three months ended March 31, 2026 and 2025 and the related notes thereto (see Part I, Item 1. Financial Statements), as well as the audited consolidated financial statements of the Company for the years ended December 31, 2025, 2024 and 2023, included in the Company’s 2025 Annual Report.
Overview
We are a leading global provider of integrated, temperature-controlled supply chain solutions for the life sciences, with a strong focus on supporting the rapidly growing cell and gene therapy (“CGT”) market. Our solutions are purpose-built to support a broad range of global life sciences markets, including biopharmaceutical and pharmaceutical companies, the animal health markets, reproductive medicine, academic institutions, research, and government agencies. Our solutions help our customers ensure the safe, compliant storage, handling, and delivery of high value, temperature sensitive biological materials, including cell and gene therapies and immunotherapies.
Our corporate headquarters, located in Nashville, Tennessee, is complemented by global sites in the Americas, EMEA (Europe, the Middle East, and Africa), and APAC (Asia-Pacific), including locations in the United States, United Kingdom, France, the Netherlands, Belgium, Germany, Japan, and China.
Our advanced integrated temperature-controlled supply chain solutions platform is designed to support the global distribution of high-value commercial biologic and cell-based products and therapies regulated by the United States Food and Drug Administration (FDA), the European Medicines Association (EMA) and other international regulatory bodies. Our solutions are also relied upon for the support of pre-clinical, clinical trials, Investigational New Drug Applications (IND), Biologics License Applications (BLA), and New Drug Applications (NDA) with the FDA, as well as global clinical trials initiated in other geographies, where strict regulatory compliance and quality assurance is mandated.
Over the past several years, we have established ourselves as a leading provider of temperature-controlled supply chain solutions supporting the clinical development and commercial launch of cell and gene therapies globally. As of March 31, 2026, we supported 766 clinical trials, of which 91 were in Phase 3, and 21 commercial therapies. We believe regenerative medicine advanced therapies that successfully advance through the clinical trial process and obtain regulatory approval represent a significant long-term revenue opportunity for the Company, as the majority of these therapies require comprehensive, temperature-controlled supply chain solutions and related services at commercial scale. We also expect to retain many of these programs as commercial customers, given our involvement during the clinical trial phase and our track record of innovation and responsiveness to customer needs. Revenue generated from our support of commercial therapies (“Commercial Cell and Gene Therapy revenue”) currently consists of BioLogistics Solutions revenue, BioServices revenue, and Life Sciences Products revenue.
In addition, we also support the animal health market and the human reproductive market on a global basis with an advanced temperature-controlled supply chain platform. The animal health market is primarily composed of supporting animal husbandry, and companion and recreation animal health. The human reproductive market is primarily composed of In-Vitro Fertilization (IVF) support for patients and fertility clinics.
On June 11, 2025, the Company completed the previously disclosed divestiture of its specialty courier CRYOPDP business to designated affiliates of DHL Supply Chain International Holding B.V. (“DHL”) for $133.0 million. Pursuant to the terms of the sale and purchase agreement, DHL acquired 100% of the capital stock and voting rights of certain entities conducting business under the trade name “CryoPDP”, including each of PDP Courier Services (USA), Inc., Courier Polar Expres S.L., Advanced Therapy Logistics and Solutions, SAS and Cryo Express GmbH (collectively, the “Transaction”). The Transaction also included the repayment of approximately $77.2 million of outstanding intercompany loans owed by CRYOPDP to the Company. The Company and DHL also entered into certain related transaction agreements at the closing date of the Transaction, including a master partnership agreement, a transition services agreement and other customary agreements. The divestiture and strategic partnership with DHL are expected to enhance the Company’s ability to develop its business, particularly in the EMEA and APAC regions, and to provide differentiated and high-value services aligned with the Company’s long-term growth strategy.
Impact of Inflation
Inflation generally impacts us by increasing our costs of labor, material, transportation and pricing from third party manufacturers. The rates of inflation have not had a material impact on our financial statements in the past. Based on the current economic outlook, inflationary pressures could affect our financial performance in the future if cost increases cannot be offset by net realized annual price increases and productivity gains.
Segment Reporting
Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The CODM is the Company’s Chief Executive Officer.
We have two reportable segments: Life Sciences Services and Life Sciences Products. The Company’s Life Sciences Services reportable segment, which aggregates two operating segments (BioLogistics and BioStorage/BioServices), provides temperature-controlled logistics, biostorage, bioservices and cryopreservation services within the life science industry through direct sales. Revenue from this reportable segment is primarily comprised of Life Sciences Services revenue and includes certain immaterial revenue from the sale of accessories that constitute Life Sciences Products revenue. The Company’s Life Sciences Products reportable segment manufactures and sells cryogenic systems, such as freezers and cryogenic dewars and related ancillary accessories used in the storage and transport of life science commodities through direct sales or a distribution network. Revenue from this reportable segment is exclusively Life Sciences Products revenue. See Note 16 – Segment Reporting in our accompanying consolidated financial statements for additional information about our segments.
Results of Operations
Three months ended March 31, 2026 compared to three months ended March 31, 2025:
The following table summarizes certain information derived from our unaudited condensed consolidated statements of operations (in thousands):
| | | Three Months Ended March 31, 2026 | | 2025 | | $ Change | | % Change |
|---|---|---|---|---|---|---|---|---|
| Life Sciences Services revenue | $26,898 | | $22,865 | | $4,033 | 17.6% | ||
| Life Sciences Products revenue | | 20,900 | | 18,175 | | 2,725 | 15.0% | |
| Total revenue | | 47,798 | | 41,040 | | 6,758 | 16.5% | |
| | | | | | | | | |
| Cost of services revenue | | (13,747) | | (11,920) | | (1,827) | | 15.3% |
| Cost of products revenue | | (12,138) | | (10,479) | | (1,659) | | 15.8% |
| Total cost of revenue | | (25,885) | | (22,399) | | (3,486) | | 15.6% |
| | | | | | | | | |
| Gross margin | | 21,913 | | 18,641 | | 3,272 | 17.6% | |
| | | | | | | | | |
| Selling, general and administrative | | (27,620) | | (21,901) | | (5,719) | 26.1% | |
| Engineering and development | | (3,907) | | (3,934) | | 27 | (0.7%) | |
| Investment income | | 3,090 | | 1,573 | | 1,517 | | 96.4% |
| Interest expense, net | | (432) | | (583) | | 151 | (25.9%) | |
| Other expense, net | | (2,368) | | (300) | | (2,068) | 689.3% | |
| Provision for income taxes | | (108) | | (234) | | 126 | (53.8%) | |
| | | | | | | | | |
| Loss from continuing operations | | (9,432) | | (6,738) | | (2,694) | | 40.0% |
| Loss from discontinued operations, net | | (1,112) | | (5,243) | | 4,131 | | (78.8%) |
| Net loss | | $(10,544) | | $(11,981) | | $1,437 | (12.0%) | |
| Paid-in-kind dividend on Series C convertible preferred stock | | (2,000) | | (2,000) | | — | | — |
| Net loss attributable to common stockholders | | $(12,544) | | $(13,981) | | $1,437 | (10.3%) |
Total revenue by type (in thousands):
| | | Three Months Ended March 31, 2026 | | 2025 | | $ Change | | % Change |
|---|---|---|---|---|---|---|---|---|
| BioLogistics Solutions | | $21,668 | | $18,531 | | $3,137 | | 16.9% |
| BioStorage/BioServices | | 5,230 | | 4,334 | | 896 | | 20.7% |
| Life Sciences Services | | 26,898 | | 22,865 | | 4,033 | | 17.6% |
| Life Sciences Products | | 20,900 | | 18,175 | | 2,725 | | 15.0% |
| Total revenue | | $47,798 | | $41,040 | | $6,758 | | 16.5% |
Revenue. Revenue increased by $6.8 million, or 16.5%, from $41.0 million to $47.8 million for the three months ended March 31, 2026, as compared to the same period in 2025.
Revenue by type
Life Sciences Services revenue increased by $4.0 million, or 17.6%, from $22.9 million to $26.9 million for the three months ended March 31, 2026, as compared to the same period in 2025. This increase was driven by year-over-year growth in BioLogistics Solutions revenue and BioStorage/BioServices revenue of 16.9% and 20.7%, respectively, demonstrating strong demand for our services offerings. Commercial Cell and Gene Therapy revenue included in BioLogistics Solutions revenue was $8.6 million for the three months ended March 31, 2026, representing a 19.8% year-over-year increase from $7.2 million in the prior year period. We also continued to gain clinical trial market share with Cryoport supporting a total of 766 clinical trials globally at March 31, 2026, of which 91 of these clinical trials were in phase 3, representing an overall increase of 55 clinical trials from 711 clinical trials at March 31, 2025. Our company continues to lead the way in providing advanced temperature-controlled supply chain solutions designed to support the development of cell and gene therapies and our future growth.
Life Sciences Products revenue increased by $2.7 million, or 15.0%, from $18.2 million to $20.9 million for the three months ended March 31, 2026, as compared to the same period in 2025. Life Sciences Products revenue was primarily driven by demand from customers in the EMEA and APAC regions and strong demand from animal health customers in the Americas. Commercial Cell and Gene Therapy revenue included in Life Sciences Products revenue was $0.4 million and $0 for the three months ended March 31, 2026 and 2025, respectively.
Gross margin and cost of revenue. Gross margin for the three months ended March 31, 2026 was 45.8% of total revenue, as compared to 45.4% of total revenue for the three months ended March 31, 2025. Cost of total revenue increased $3.5 million to $25.9 million for the three months ended March 31, 2026, as compared to $22.4 million in the same period in 2025.
Gross margin for our Life Sciences Services revenue was 48.9%, as compared to 47.9% for the three months ended March 31, 2025. Our cost of revenue is primarily comprised of freight charges, payroll and associated expenses related to our global logistics and supply chain centers, depreciation expenses of our Cryoport Express® Shippers and supplies and consumables used for our solutions.
Gross margin for our Life Sciences Products revenue was 41.9%, as compared to 42.3% for the three months ended March 31, 2025. Life Sciences Products revenue, related cost of revenue and resulting gross margins were primarily driven by our MVE Biological Solutions (“MVE”) business. Our cost of products revenue was primarily comprised of materials, direct and indirect labor, inbound freight charges, purchasing and receiving, inspection, and distribution and warehousing of inventory. In addition, shop supplies, facility maintenance costs and depreciation expense for assets used in the manufacturing process were included in cost of products revenue.
Selling, general and administrative expenses. Selling, general and administrative (“SG&A”) expenses include the costs associated with selling our services and products, costs required to support our marketing efforts including legal, accounting, patent, and shareholder services, amortization of intangible assets and other administrative functions.
SG&A expenses increased by $5.7 million, or 26.1% as compared to the same period in 2025. This increase was primarily driven by the release of contingent consideration of $5.2 million in the first quarter of 2025, that did not recur in 2026, and an increase of $1.1 million in wages and associated employee costs. These increases were offset by a decrease of $0.6 million in stock compensation.
Engineering and development expenses. Engineering and development expenses remained flat for the three months ended March 31, 2026, as compared to the same period in 2025. We continue to invest in enhancing and expanding the capabilities of our Cryoport Express®, Cryoport ELITE™ Solutions, and broader portfolio of temperature-controlled services, as well as in advancing our digital and information strategy, including the deployment of generative artificial intelligence (AI). These initiatives are focused on enabling the safe, reliable, and efficient transport and storage of life sciences commodities through innovative, technology-driven solutions.
In parallel, our engineering and development efforts support the ongoing advancement of MVE’s portfolio of cryogenic equipment, including stainless-steel freezers, aluminum dewars, and related ancillary products used in the storage and transport of life sciences materials. Recent developments include the Fusion® 800 Series, built on MVE’s patented Fusion technology, a self-sustaining cryogenic freezer that eliminates the need for a continuous liquid nitrogen (LN₂) supply and is designed for space-constrained environments, as well as the MVE CryoVerse™ Connect controller platform.
We supplement our internal engineering and development capabilities with subject matter experts and external consultants to enhance technical expertise and accelerate development timelines.
Investment Income. Investment income increased by $1.5 million for the three months ended March 31, 2026, as compared to the prior year.
Interest expense. Interest expense decreased by $0.2 million for the three months ended March 31, 2026, as compared to the prior year.
Other expense, net. Other expense, net increased by $2.1 million for the three months ended March 31, 2026, as compared to the prior year. This was primarily due to an increase of $1.9 million in short-term investment net unrealized losses and an increase of $0.2 million in foreign currency loss.
Provision for income taxes. The provision for income taxes decreased by $0.1 million for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, resulting in effective tax rates of negative 1.2% and negative 3.6%, respectively. The decrease in tax expense and increase in the effective tax rate for the three months ended March 31, 2026, as compared to the prior year is due to lower taxable foreign earnings. The negative effective tax rate of 1.2% for the three months ended March 31, 2026, differed from the U.S. federal statutory rate of 21% primarily due to changes in the valuation allowance that we maintain against our deferred tax assets, income earned by certain foreign subsidiaries being taxed at different rates than the U.S. federal statuary rate, and excess tax benefits associated with share-based compensation.
Paid-in-kind dividend on Series C convertible preferred stock. The paid-in-kind dividend relates to the private placement of Series C Preferred Stock with Blackstone.
Discontinued operations. Loss from discontinued operations, net of income tax decreased $4.1 million for the three months ended March 31, 2026, as compared to the same period in 2025. This was due to the CRYOPDP divestiture being completed in the second quarter of 2025.
Non-GAAP Financial Measures
We provide adjusted EBITDA from continuing operations, a non-GAAP financial measure, as a supplemental measure to U.S. GAAP measures regarding our operating performance. Non-GAAP financial measures are not calculated in accordance with U.S. GAAP, are not based on any comprehensive set of accounting rules or principles and may be different from non-GAAP financial measures presented by other companies. Non-GAAP financial measures, including adjusted EBITDA from continuing operations, should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with U.S. GAAP.
Adjusted EBITDA from continuing operations
Adjusted EBITDA from continuing operations is defined as loss from continuing operations adjusted for net interest expense, income taxes, depreciation and amortization expense, stock-based compensation expense, acquisition and integration costs, cost reduction initiatives, investment income, unrealized gain or loss on investments, foreign currency gain or loss, changes in fair value of contingent consideration and charges or gains resulting from non-recurring events, as applicable.
Management believes adjusted EBITDA from continuing operations provides a useful measure of our operating results, a meaningful comparison with historical results and with the results of other companies, and insight into our ongoing operating performance. Further, management and our board of directors utilize adjusted EBITDA from continuing operations to gain a better understanding of our comparative operating performance from period-to-period and as a basis for planning and forecasting future periods. Adjusted EBITDA from continuing operations is also a significant performance measure used by us in connection with our incentive compensation programs. Management believes adjusted EBITDA from continuing operations, when read in conjunction with our U.S. GAAP financials, is useful to investors because it provides a basis for meaningful period-to-period comparisons of our ongoing operating results, including results of operations, against investor and analyst financial models, identifying trends in our underlying business and performing related trend analyses, and it provides a better understanding of how management plans and measures our underlying business.
A reconciliation of adjusted EBITDA from continuing operations to loss from continuing operations, the most directly comparable U.S. GAAP financial measure, is presented below.
Adjusted EBITDA from Continuing Operations Reconciliation
(Unaudited, in thousands)
| | | Three Months Ended March 31, 2026 | | 2025 | |
|---|---|---|---|---|---|
| GAAP loss from continuing operations | | $(9,432) | | $(6,738) | |
| Non-GAAP adjustments to loss: | | | | | |
| Depreciation and amortization expense | | 6,402 | | 6,134 | |
| Acquisition and integration costs | | — | | 1 | |
| Cost reduction initiatives | | — | | 216 | |
| Investment income | | (3,090) | | (1,573) | |
| Unrealized loss on investments | | 2,105 | | 193 | |
| Foreign currency loss | | 454 | | 245 | |
| Interest expense, net | | 432 | | 583 | |
| Stock-based compensation expense | | 2,395 | | 3,064 | |
| Change in fair value of contingent consideration | | 15 | | (5,178) | |
| Income taxes | | 108 | | 234 | |
| Adjusted EBITDA from continuing operations | | $(611) | | $(2,819) | |
Liquidity and Capital Resources
As of March 31, 2026, the Company had cash and cash equivalents of $272.9 million, short-term investments of $130.7 million and working capital of $245.7 million. We expect to continue to incur significant expenses for the foreseeable future and to incur operating losses in the near term while we make investments in new supply chain initiatives, geographic expansion and technology to support our anticipated growth, and repay our 2026 Convertible Senior Notes. Historically, we have financed our operations primarily through sales of equity securities and debt instruments. Following the divestiture of the CRYOPDP business, we also expect to use the net proceeds from the divestiture for general corporate purposes.
The Company’s management recognizes that the Company may need to obtain additional capital to fund its operations and potential acquisitions until sustained profitable operations are achieved. Additional funding plans may include obtaining additional capital through equity and/or debt funding sources. No assurance can be given that additional capital, if needed, will be available when required or upon terms acceptable to the Company. The Company’s management believes that, based on its current plans and assumptions, which include the repayment of the 2026 Convertible Senior Notes at maturity in December 2026, the current cash and cash equivalents on hand, short-term investments, together with projected cash flows, will satisfy our operational and capital requirements for at least the next twelve months.
Cash flows summary
(in thousands)
| | | For the Three Months Ended March 31, 2026 | | 2025 | | $ Change |
|---|---|---|---|---|---|---|
| Operating activities | | $3,735 | | $(4,342) | | $8,077 |
| Investing activities | | 18,718 | | 5,922 | | 12,796 |
| Financing activities | | 85 | | (189) | | 274 |
| Effect of exchange rate changes on cash and cash equivalents | | (120) | | 681 | | (801) |
| Net increase (decrease) in cash and cash equivalents | | $22,418 | | $2,072 | | $20,346 |
Operating activities
For the three months ended March 31, 2026, our cash provided by operating activities of $3.7 million reflects the net loss of $10.5 million offset by non-cash expenses of $12.6 million, primarily comprised of $6.4 million of depreciation and amortization, $2.4 million of stock-based compensation, $1.2 million of non-cash operating lease expense, unrealized loss on investments in equity securities of $1.1 million, and loss on available-for-sale investments of $1.0 million. Also contributing to the cash impact of our net operating loss, excluding non-cash items was an increase in accounts receivable of $5.7 million, a decrease in operating lease liabilities of $1.2 million, and a decrease in accounts payable and other accrued expenses of $0.6 million, which were partially offset by an increase in accrued compensation and related expenses of $4.1 million, a decrease in prepaid expenses and other current assets of $2.2 million, an increase in deferred revenue of $1.4 million, and a decrease in inventories of $1.3 million.
Investing activities
Net cash provided by investing activities of $18.7 million during the three months ended March 31, 2026 was primarily due to the maturity of short-term investments of $29.0 million, which was partially offset by facility expansions (including leasehold improvements, furniture and equipment) and additional purchases of Cryoport Express® Shippers, Smart Pak IITM Condition Monitoring Systems, freezers and computer equipment for $10.0 million.
Financing activities
Net cash provided by financing activities totaled $0.1 million during the three months ended March 31, 2026.
Repurchase Program
In March 2022, the Company’s Board of Directors authorized a repurchase program (the “2022 Repurchase Program”) through December 31, 2025, authorizing the repurchase of common stock and/or Convertible Senior Notes in the amount of up to $100.0 million from time to time, on the open market or otherwise, in such quantities, at such prices, and in such manner as determined by the Company’s management at its discretion. The 2022 Repurchase Program expired on December 31, 2025 pursuant to its terms.
In August 2024, the Company’s Board of Directors authorized a repurchase program through December 31, 2027, authorizing the repurchase of common stock and/or Convertible Senior Notes in the amount of up to $200.0 million from time to time, on the open market or otherwise, in such quantities, at such prices, and in such manner as determined by the Company’s management at its discretion (the “2024 Repurchase Program”). The authorized amount under the 2024 Repurchase Program was in addition to the 2022 Repurchase Program and did not modify the 2022 Repurchase Program. The size and timing of any repurchases under the 2024 Repurchase Program will depend on a number of factors, including the market price of the Company’s common stock, general market and economic conditions, and applicable legal requirements.
There were no shares of common stock or Convertible Senior Notes that were repurchased during the three months ended March 31, 2026 and 2025.
As of March 31, 2026, the Company has approximately $63.9 million of repurchase authorization available under the 2024 Repurchase Program.
Market risk
As filed, 3,405 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
We are exposed to market risk for the effect of interest rate changes, foreign currency fluctuations, and changes in the market values of our investments.
Interest Rate Risk
Our exposure to market risk for changes in interest rates relates primarily to our investment portfolio and our short-term and long-term debt. Our short-term and long-term debt is carried at amortized cost and fluctuations in interest rates do not impact our consolidated financial statements. However, the fair value of our debt, which pays interest at a fixed rate, will generally fluctuate with movements of interest rates, increasing when interest rates are declining and declining when interest rates are increasing. We invest our excess cash in high investment grade money market funds and investment grade short to intermediate-term fixed income securities. Fixed income securities may have their fair market value adversely affected due to a rise in interest rates, and we may suffer losses if forced to sell securities that have declined in market value due to changes in interest rates. As of March 31, 2026, the estimated fair value of the 2026 Convertible Senior Notes was $178.5 million. For additional information about the 2026 Convertible Senior Notes, see Note 11 – Convertible Senior Notes in our accompanying condensed consolidated financial statements.
Foreign Exchange Risk
We operate in the United States and other foreign countries, which creates exposure to foreign currency exchange fluctuations. Net sales and related expenses generated from our international business are primarily denominated in the functional currencies of the corresponding subsidiaries and primarily include Euros, British Pounds, Chinese Yuan, and Indian Rupee. The results of operations of, and certain of our intercompany balances associated with, our internationally focused business are exposed to foreign exchange rate fluctuations. Upon consolidation, as foreign exchange rates vary, revenue and other operating results may differ materially from expectations and we may record material gain or losses on the remeasurement of intercompany balances. For example, for the three months ended March 31, 2026, revenue from our international business, which accounted for 21% of our consolidated revenue, increased by $0.8 million in comparison with the same period in the prior year as a result of fluctuations in foreign exchange rates. The impact of fluctuations in foreign exchange rates is derived by applying the average currency rates for the same period of the prior year to the current period revenue.
We have foreign exchange risk related to foreign-denominated cash and cash equivalents. Based on the foreign-denominated cash balance as of March 31, 2026, of $29.0 million, an assumed 5%, 10%, and 20% adverse change to foreign exchange would result in declines of $1.4 million, $2.9 million, and $5.8 million, respectively, recorded to “Accumulated other comprehensive income (loss)”, a separate component of stockholders’ equity.
We have foreign exchange risk related to our long and short-term foreign-denominated intercompany loan balances. Based on the short-term intercompany loan balances as of March 31, 2026, an assumed 5%, 10%, and 20% adverse change to foreign exchange would result in losses of $1.7 million, $3.4 million, and $6.9 million, respectively, reported as “Other income (expense), net”.
Controls and procedures
As filed, 1,930 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
Evaluation of Disclosure Controls and Procedures.
We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2026. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2026.
In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can only provide reasonable assurance of achieving the desired control objectives, and in reaching a reasonable level of assurance, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Changes in internal control over financial reporting.
There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Risk factors
As filed, 538 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
In addition to the other information set forth in this Quarterly Report, you should carefully consider the risk factors described in Part I, Item 1A, Risk Factors, in the 2025 Annual Report, which could materially and adversely affect our business, financial condition and results of operations. These risk factors do not identify all of the risks that we face. Our business, financial condition and results of operations could also be affected by factors that are not presently known to us or that we currently consider to be immaterial.
Figures reported in this filing
Standardized line items from the XBRL in this filing, for the period ended 2026-03-31. Comparative periods it repeats are left out.
| Line item | Period | Value | XBRL concept |
|---|---|---|---|
| Revenue | 3 months2026-01-01 to 2026-03-31 | $47.8m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months2026-01-01 to 2026-03-31 | $25.9m | us-gaap:CostOfRevenue |
| Gross profit | 3 months2026-01-01 to 2026-03-31 | $21.9m | us-gaap:GrossProfit |
| Research and development | 3 months2026-01-01 to 2026-03-31 | $3.9m | us-gaap:ResearchAndDevelopmentExpense |
| Selling, general and administrative | 3 months2026-01-01 to 2026-03-31 | $27.6m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months2026-01-01 to 2026-03-31 | −$9.6m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months2026-01-01 to 2026-03-31 | $432.0k | us-gaap:InterestExpenseNonoperating |
| Income tax | 3 months2026-01-01 to 2026-03-31 | $108.0k | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months2026-01-01 to 2026-03-31 | −$10.5m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months2026-01-01 to 2026-03-31 | −$0.25 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months2026-01-01 to 2026-03-31 | −$0.25 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months2026-01-01 to 2026-03-31 | 49,897,817 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months2026-01-01 to 2026-03-31 | $3.7m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 3 months2026-01-01 to 2026-03-31 | $10.0m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | At period end2026-03-31 | $272.9m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | At period end2026-03-31 | $470.5m | us-gaap:AssetsCurrent |
| Total assets | At period end2026-03-31 | $763.6m | us-gaap:Assets |
| Current liabilities | At period end2026-03-31 | $224.9m | us-gaap:LiabilitiesCurrent |
| Total liabilities | At period end2026-03-31 | $268.6m | us-gaap:Liabilities |
| Shareholders' equity | At period end2026-03-31 | $495.0m | us-gaap:StockholdersEquity |
Source: SEC EDGAR, the filing index for accession 0001104659-26-055513. Last ingested by Listed: Nov 11, 2026, 03:22 ET. Listed shows no prices and gives no investment advice.