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):  February 17, 2022
_______________________________

INTEGER HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)
_______________________________

Delaware	1-16137	16-1531026	
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)	
5830 Granite Parkway, Suite 1150
Plano, Texas 75024
(Address of Principal Executive Offices) (Zip Code)
(214) 618-5243
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
_______________________________
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:

☐	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 on which registered	
Common Stock, $0.001 par value per share	ITGR	New York Stock Exchange	
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 February 17, 2022, Integer Holdings Corporation (the “Company”) issued a press release announcing its results for the fourth quarter and year ended December 31, 2021. A copy of the release is furnished with this report as Exhibit 99.1 and is incorporated by reference into this Item 2.02.
The information contained in this report under Item 2.02 and Item 7.01 is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information contained in this report under Item 2.02 shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 7.01. Regulation FD Disclosure.
The Company has updated its Earnings Conference Call slide presentation for the fourth quarter and year ended December 31, 2021, and will make it available on the Company's website at www.integer.net, under “Investor Relations - News & Events”. The slide presentation will be referenced during the Company’s earnings conference call. The information found on, or otherwise accessible through, the Company's website is not incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits

Exhibit Number	 	Description of Exhibit	
 	 	 	
99.1	 	Press Release dated February 17, 2022	
104	 	Cover Page Interactive Data File (embedded within the Inline XBRL document)	

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 	INTEGER HOLDINGS CORPORATION	

Date: February 17, 2022	By: 	/s/ Jason K. Garland        	
 	 	Jason K. Garland	
 	 	Executive Vice President and Chief Financial Officer	

EXHIBIT 99.1
Integer Holdings Corporation Reports Results for Fourth Quarter and Full Year 2021

~ Strong 4Q and Full Year sales and profit increase versus last year ~
~ Completed acquisition of Oscor Inc. ~
~ Generated $157 million cash flow from operations in the full year ~
PLANO, Texas, Feb. 17, 2022 (GLOBE NEWSWIRE) -- Integer Holdings Corporation (NYSE:ITGR), a leading medical device outsource manufacturer, today announced results for the three and twelve months ended December 31, 2021. Unless otherwise stated, all results and comparisons are from continuing operations and include the results of operations from Oscor for the period December 1, 2021 through December 31, 2021.
Fourth Quarter 2021 Financial Results (compared to fourth quarter 2020, except as noted)
·	Sales increased 16% to $313 million.
·	GAAP income from continuing operations increased $5 million to $20 million, an increase of 30%. Adjusted net income increased $10 million to $33 million, an increase of 41%.
·	GAAP operating income increased $1 million to $29 million, an increase of 4%. Adjusted operating income increased $6 million to $44 million, an increase of 16%.
·	GAAP diluted EPS from continuing operations increased $0.13 per share to $0.60 per share, an increase of 28%. Adjusted EPS increased $0.28 per share to $0.99 per share, an increase of 39%.
·	Adjusted EBITDA increased $9 million to $58 million, an increase of 19%.
·	In December, completed acquisition of Oscor, a private medical device company headquartered in Florida with significant manufacturing operations in the Dominican Republic.
·	From the end of the third quarter 2021, total debt increased $197 million to $828 million and net total debt increased $206 million to $818 million due to the Oscor acquisition.
Full Year 2021 Financial Results (compared to full year 2020)
·	Sales increased 14% to $1.221 billion.
·	GAAP income from continuing operations increased $16 million to $93 million, an increase of 20%. Adjusted net income increased $44 million to $136 million, an increase of 48%.
·	GAAP operating income increased $15 million to $136 million, an increase of 13%. Adjusted operating income increased $43 million to $187 million, an increase of 30%.
·	GAAP diluted EPS from continuing operations increased $0.47 per share to $2.80 per share, an increase of 20%. Adjusted EPS increased $1.31 per share to $4.08 per share, an increase of 47%.
·	Adjusted EBITDA increased $53 million to $243 million, an increase of 28%.
·	Generated $157 million of cash flow from operating activities.
“Integer delivered strong year-over-year financial results in the fourth quarter and full year 2021 despite a challenging labor and supply chain environment. Looking forward to 2022, we expect our year-over-year sales and profit growth to increase throughout the year. The growth will come from the execution of our strategy as well as the integration of Oscor, which is well underway,” said Joseph Dziedzic, Integer’s president and CEO.
Mr. Dziedzic continued, “During 2021 we protected our associates, delivered for our customers and patients, strengthened our culture, and remained focused on executing our strategy. Integer’s unique position is enabling us to serve our customers through all phases of their products’ lifecycles. Our customers are rewarding us with more development programs in high-growth markets, in support of their product roadmaps. We are confident that our structured and disciplined product line strategy process combined with our targeted investments in high-growth markets will drive sustained above-market growth.”
Discussion of Product Line Fourth Quarter and Full Year Sales
·	Cardio & Vascular sales increased 19% in the fourth quarter 2021 compared to fourth quarter 2020 and full year sales increased 10% year-over-year. Strong double-digit year-over-year sales increases in the fourth quarter across all C&V markets, with particular strength in the neurovascular market, despite end market demand fluctuations and supply chain constraints. Full year sales exceeded 2019 pre-pandemic level, with neurovascular and structural heart both growing double-digits compared to 2019.
·	Cardiac & Neuromodulation sales increased 19% in the fourth quarter 2021 compared to fourth quarter 2020 and full year sales increased 29% year-over-year. Strong year-over-year fourth quarter sales increases across all markets, despite end market demand fluctuations and supply chain constraints, with both Cardiac Rhythm Management and Neuromodulation increasing double-digits. Neuromodulation full year sales exceeded pre-pandemic levels and grew high single-digits compared to 2019 when normalized to exclude $17 million of 2019 sales to Nuvectra. Nuvectra filed for bankruptcy in the fourth quarter of 2019.
·	Advanced Surgical, Orthopedics & Portable Medical includes sales under supply agreement to the acquirer of our divested AS&O product line. Fourth quarter 2021 sales declined 10% compared to fourth quarter 2020 and full year sales decreased 10% year-over-year. Sales decline in the fourth quarter driven by reductions in demand for COVID-related ventilator and patient monitoring components. Full year sales reflect double-digit decline in Advanced Surgical and Orthopedics, the divested product line currently under supply agreement, and low single-digit decline in Portable Medical driven by lower demand for COVID-related ventilators and patient monitoring components.
·	Electrochem sales increased 34% in the fourth quarter 2021 compared to fourth quarter 2020 and full year sales increased 8% year-over-year. Strong fourth quarter growth reflects continued energy market recovery. Full year sales growth reflects moving from a period of energy market contraction to recovery beginning in the second quarter of 2021.
2022 Outlook(a)
·	Sales growth projected to be 10% to 12%, organic growth of 5% - 7%.
·	Expect 1Q22 sales to be similar to 4Q21, constrained by COVID surge impact on labor and supply chain
·	Expect 2Q22 sales to be better than 1Q22 from reduced impact of January’s COVID surge and supply chain volatility
·	Anticipate strong second-half sales growth from improved labor, supply chain, and new product introductions
·	Operating income guidance assumes supply chain and labor constraints improve in the second half.
·	Expect free cash flow to be in the range of $90 to $105 million.
(dollars in millions, except per share amounts)

 	 	GAAP	 	Non-GAAP(b)	
 	 	As Reported	 	Change	 	Adjusted	 	Change	
Sales	 	$1,340 to $1,365	 	10% to 12%	 	$1,340 to $1,365	 	10% to 12%	
Operating income	 	$132 to $144	 	(3)% to 6%	 	$201 to $213	 	7% to 14%	
EBITDA	 	N/A	 	N/A	 	$270 to $282	 	11% to 16%	
Net income	 	$91 to $101	 	(2)% to 9%	 	$146 to $156	 	7% to 15%	
Earnings per Diluted Share	 	$2.72 to $3.02	 	(3)% to 8%	 	$4.35 to $4.65	 	7% to 14%	
(a) Except as described below, further reconciliations by line item to the closest corresponding GAAP financial measure for Adjusted operating income, Adjusted EBITDA, Adjusted net income, organic sales growth and Adjusted Earnings per Share (“EPS”), all from continuing operations, and free cash flow, included in our “2022 Outlook” above, and Adjusted interest expense and Adjusted effective tax rate below, are not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and visibility of the charges excluded from these non-GAAP financial measures.
(b) Adjusted operating income for 2022 is expected to consist of GAAP operating income, excluding items such as intangible amortization, certain legal expenses, reorganization and realignment costs, asset dispositions and severance, totaling approximately $69 million, pre-tax. Adjusted net income and Adjusted EPS for 2022 are expected to consist of GAAP net income and diluted EPS, excluding items such as intangible amortization, certain legal expenses, reorganization and realignment costs, asset dispositions, severance, gains and losses on equity investments and loss on extinguishment of debt totaling approximately $70 million, pre-tax. The after-tax impact of these items is estimated to be approximately $55 million, or approximately $1.63 per diluted share.
Adjusted EBITDA is expected to consist of Adjusted net income, excluding items such as depreciation, interest, stock-based compensation and taxes totaling approximately $124 to $126 million.
Supplemental Financial Information
(dollars in millions)

 	2022
Outlook	 	2021
Actual	 	
Capital expenditures, net	$65 - $75	 	$53	 	
Depreciation and amortization	$90 - $100	 	$81	 	
Stock-based compensation	$18 - $21	 	$16	 	
Other operating expense	$10 - $15	 	$8	 	
Adjusted interest expense(a)	$24 - $28	 	$28	 	
Adjusted effective tax rate(b)	16.0% - 17.5%	 	15%	 	
Cash tax payments	$15 - $20	 	$20	 	
(a) Adjusted interest expense refers to our expected full-year GAAP interest expense, expected to range from $25 million to $29 million for 2022, adjusted to remove the full-year impact of charges associated with the write-off of deferred issuance costs and unamortized discounts (loss on extinguishment of debt) included in GAAP interest expense.
(b) Adjusted effective tax rate refers to our full-year GAAP effective tax rate, expected to range from 14.0% to 15.5% for 2022, adjusted to reflect the full-year impact of the items that are excluded in providing adjusted net income and certain other identified items.

Summary Financial Results
(dollars in thousands, except per share data)

 	Three Months Ended December 31,	
 	 	2021	 	 	2020	 	Change	
EBITDA from continuing operations(a)	$	48,529	 	$	47,540	 	2.1	%	
Operating income	$	28,663	 	$	27,593	 	3.9	%	
Income from continuing operations	$	20,001	 	$	15,427	 	29.6	%	
Diluted EPS from continuing operations	$	0.60	 	$	0.47	 	27.7	%	
 	 	 	 	 	 	
Adjusted EBITDA(a)	$	58,469	 	$	49,236	 	18.8	%	
Adjusted operating income(a)	$	44,019	 	$	37,975	 	15.9	%	
Adjusted net income(a)	$	33,057	 	$	23,424	 	41.1	%	
Adjusted EPS(a)	$	0.99	 	$	0.71	 	39.4	%	
 	 	 	 	 	 	
 	Year Ended December 31,	
 	 	2021	 	 	2020	 	Change	
EBITDA from continuing operations(a)	$	214,060	 	$	203,751	 	5.1	%	
Operating income	$	135,711	 	$	120,612	 	12.5	%	
Income from continuing operations	$	93,020	 	$	77,258	 	20.4	%	
Diluted EPS from continuing operations	$	2.80	 	$	2.33	 	20.2	%	
 	 	 	 	 	 	
Adjusted EBITDA(a)	$	242,983	 	$	189,616	 	28.1	%	
Adjusted operating income(a)	$	187,175	 	$	143,782	 	30.2	%	
Adjusted net income(a)	$	135,550	 	$	91,849	 	47.6	%	
Adjusted EPS(a)	$	4.08	 	$	2.77	 	47.3	%	
(a) EBITDA from continuing operations, Adjusted EBITDA, Adjusted operating income, Adjusted net income, and Adjusted EPS are Non-GAAP financial measures. Please see “Notes Regarding Non-GAAP Financial Information” for additional information regarding our use of non-GAAP financial measures. Refer to Tables A, B and C at the end of this release for reconciliations of adjusted amounts to the closest corresponding GAAP financial measures.

Summary Product Line Results
(dollars in thousands)

 	Three Months Ended December 31,	
 	 	2021	 	 	2020	 	Change	 	Organic
Change(a)	
Medical Sales	 	 	 	 	 	 	 	
Cardio & Vascular	$	163,381	 	$	137,063	 	19.2	%	 	17.6	%	
Cardiac & Neuromodulation	 	111,869	 	 	93,838	 	19.2	%	 	17.3	%	
Advanced Surgical, Orthopedics & Portable Medical	 	26,664	 	 	29,747	 	(10.4)	%	 	(10.4)	%	
Total Medical Sales	 	301,914	 	 	260,648	 	15.8	%	 	14.3	%	
Non-Medical Sales	 	11,101	 	 	8,311	 	33.6	%	 	33.6	%	
Total Sales	$	313,015	 	$	268,959	 	16.4	%	 	14.9	%	
 	 	 	 	 	 	 	 	
 	Year Ended December 31,	
 	 	2021	 	 	2020	 	Change	 	Organic
Change(a)	
Medical Sales	 	 	 	 	 	 	 	
Cardio & Vascular	$	626,013	 	$	569,948	 	9.8	%	 	9.0	%	
Cardiac & Neuromodulation	 	446,569	 	 	346,242	 	29.0	%	 	28.5	%	
Advanced Surgical, Orthopedics & Portable Medical	 	110,044	 	 	121,788	 	(9.6)	%	 	(9.6)	%	
Total Medical Sales	 	1,182,626	 	 	1,037,978	 	13.9	%	 	13.3	%	
Non-Medical Sales	 	38,453	 	 	35,464	 	8.4	%	 	8.4	%	
Total Sales	$	1,221,079	 	$	1,073,442	 	13.8	%	 	13.2	%	
(a) Organic sales change is a Non-GAAP financial measure. Please see “Notes Regarding Non-GAAP Financial Information” for additional information regarding our use of non-GAAP financial measures and refer to Table D at the end of this release for a reconciliation of these amounts.

Conference Call Information
The Company will host a conference call on Thursday, February 17, 2022, at 8 a.m. CT / 9 a.m. ET to discuss these results. The scheduled conference call will be webcast live and is accessible through our website at investor.integer.net or by dialing (888) 330-3567 (U.S.) or (646) 960-0842 (outside U.S.) and the conference ID is 9252310. The call will be archived on the Company’s website. An earnings call slide presentation containing supplemental information about the Company’s results will be posted to our website at investor.integer.net prior to the conference call and will be referenced during the conference call.
From time to time, the Company posts information that may be of interest to investors on its website at investor.integer.net. To automatically receive Integer financial news by email, please visit investor.integer.net and subscribe to email alerts.
About Integer®
Integer Holdings Corporation (NYSE: ITGR) is one of the largest medical device outsource (MDO) manufacturers in the world serving the cardiac, neuromodulation, vascular, portable medical and orthopedics markets. The Company provides innovative, high-quality medical technologies that enhance the lives of patients worldwide. In addition, the Company develops batteries for high-end niche applications in energy, military, and environmental markets. The Company's brands include Greatbatch Medical®, Lake Region Medical® and Electrochem®. Additional information is available at www.integer.net.
Contact Information
Tony Borowicz
SVP, Investor Relations
716.759.5809
tony.borowicz@integer.net
Notes Regarding Non-GAAP Financial Information
In addition to our results reported in accordance with generally accepted accounting principles in the United States of America (“GAAP”), we provide adjusted net income, adjusted EPS, earnings before interest, taxes, depreciation and amortization (“EBITDA”), adjusted EBITDA, adjusted operating income, and organic sales change rates, all from continuing operations. Adjusted net income and adjusted EPS consist of GAAP amounts from continuing operations adjusted for the following to the extent occurring during the period: (i) acquisition and integration related expenses, including fair value adjustments to contingent consideration resulting from acquisitions, (ii) amortization of intangible assets, (iii) facility consolidation, optimization, manufacturing transfer and system integration charges, (iv) asset write-down and disposition charges, (v) charges in connection with corporate realignments or a reduction in force, (vi) certain legal expenses, charges and gains, (vii) unusual or infrequently occurring items, (viii) (gain) loss on equity investments, (ix) extinguishment of debt charges, (x) the income tax provision (benefit) related to these adjustments and (xi) certain tax items that are outside the normal tax provision for the period. Adjusted EPS is calculated by dividing adjusted net income by diluted weighted average shares outstanding. EBITDA is calculated by adding back interest expense, provision (benefit) for income taxes from continuing operations, depreciation and amortization expense, to income from continuing operations, which is the most directly comparable GAAP financial measure. Adjusted EBITDA consists of EBITDA plus adding back stock-based compensation and the same adjustments as listed above except for items (ii), (ix), (x) and (xi). Adjusted operating income consists of operating income from continuing operations adjusted for the same items listed above except for items (viii), (ix), (x) and (xi).
Organic sales change is reported sales growth adjusted for the impact of foreign currency and the contribution of acquisitions. To calculate the impact of foreign currency on sales growth rates, we convert any sale made in a foreign currency by converting current period sales into prior period sales using the exchange rate in effect at that time and then compare the two, negating any effect foreign currency had on our transactional revenue, and exclude the amount of sales acquired or divested during the period from the current/previous period amounts, respectively.
We believe that the presentation of adjusted net income, adjusted EPS, EBITDA, adjusted EBITDA, adjusted operating income, and organic sales change rates, provides important supplemental information to management and investors seeking to understand the financial and business trends relating to our financial condition and results of operations. In addition to the performance measures identified above, we believe that net total debt, free cash flow and leverage ratio provide meaningful measures of liquidity and a useful basis for assessing our ability to fund our activities, including the financing of acquisitions and debt repayments. Net total debt is calculated as total principal amount of debt outstanding less cash and cash equivalents. We calculate leverage ratio as net total debt divided by adjusted EBITDA for the trailing 4 quarters. Free cash flow is defined as Net cash provided by operating activities (as stated in our Condensed Consolidated Statements of Cash Flows) reduced by capital expenditures (acquisition of property, plant, and equipment (PP&E), net of proceeds from the sale of PP&E).
Forward-Looking Statements
Some of the statements contained in this press release are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements relating to recovery from the COVID-19 global pandemic; future sales, expenses, and profitability; future development and expected growth of our business and industry; our ability to execute our business model and our business strategy, including completion and integration of current or future acquisition targets; projected capital spending; and other events, conditions or developments that will or may occur in the future. You can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “projects,” or “continue” or variations or the negative of these terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially from those stated or implied by these forward-looking statements. In evaluating these statements and our prospects, you should carefully consider the factors set forth below.
Although it is not possible to create a comprehensive list of all factors that may cause actual results to differ from the results expressed or implied by our forward-looking statements or that may affect our future results, some of these factors and other risks and uncertainties that arise from time to time are described in Item 1A “Risk Factors” of our Annual Report on Form 10-K and in our other periodic filings with the SEC and include the following:
·	operational risks, such as the duration, scope and impact of the COVID-19 pandemic, including the evolving health, economic, social and governmental environments and the effect of the pandemic on our associates, suppliers and customers as well as the global economy; our dependence upon a limited number of customers; pricing pressures that we face from customers; our reliance on third party suppliers for raw materials, key products and subcomponents; the potential for harm to our reputation caused by quality problems related to our products; the dependence of our energy market-related revenues on the conditions in the oil and natural gas industry; interruptions in our manufacturing operations; our dependence upon our information technology systems and our ability to prevent cyber-attacks and other failures; our dependence upon our senior management team and technical personnel; and global climate change and the emphasis on ESG matters by various stakeholders;
·	strategic risks, such as the intense competition we face and our ability to successfully market our products; our ability to respond to changes in technology; our ability to develop new products and expand into new geographic and product markets; and our ability to successfully identify, make and integrate acquisitions to expand and develop our business in accordance with expectations;
·	financial risks, such as our significant amount of outstanding indebtedness and our ability to remain in compliance with financial and other covenants under our senior secured credit facilities; economic and credit market uncertainties that could interrupt our access to capital markets, borrowings or financial transactions; financial and market risks related to our international operations and sales; our complex international tax profile; and our ability to realize the full value of our intangible assets; and
·	legal and compliance risks, such as regulatory issues resulting from product complaints, recalls or regulatory audits; the potential of becoming subject to product liability or intellectual property claims; our ability to protect our intellectual property and proprietary rights; our ability and the cost to comply with environmental regulations; our ability to comply with customer-driven policies and third party standards or certification requirements; our ability to obtain necessary licenses for new technologies; legal and regulatory risks from our international operations; and the fact that the healthcare industry is highly regulated and subject to various regulatory changes;
Except as may be required by law, we assume no obligation to update forward-looking statements in this press release whether to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results, financial conditions or prospects, or otherwise.

Condensed Consolidated Balance Sheets - Unaudited	
(in thousands)	
 	 	
 	December 31,
2021	 	December 31,
2020	
ASSETS	 	 	 	
Current assets:	 	 	 	
Cash and cash equivalents	$	17,885	 	$	49,206	
Accounts receivable, net	 	182,310	 	 	156,207	
Inventories	 	155,699	 	 	149,323	
Refundable income taxes	 	4,735	 	 	2,087	
Contract assets	 	64,743	 	 	40,218	
Prepaid expenses and other current assets	 	27,610	 	 	15,896	
Total current assets	 	452,982	 	 	412,937	
Property, plant and equipment, net	 	277,099	 	 	253,964	
Goodwill	 	924,704	 	 	859,442	
Other intangible assets, net	 	807,810	 	 	757,224	
Deferred income taxes	 	5,711	 	 	4,398	
Operating lease assets	 	70,053	 	 	45,153	
Other long-term assets	 	43,856	 	 	38,739	
Total assets	$	2,582,215	 	$	2,371,857	
LIABILITIES AND STOCKHOLDERS’ EQUITY	 	 	 	
Current liabilities:	 	 	 	
Current portion of long-term debt	$	15,250	 	$	37,500	
Accounts payable	 	76,859	 	 	51,570	
Income taxes payable	 	725	 	 	1,847	
Operating lease liabilities	 	9,862	 	 	8,431	
Accrued expenses and other current liabilities	 	56,933	 	 	56,843	
Total current liabilities	 	159,629	 	 	156,191	
Long-term debt	 	812,876	 	 	693,758	
Deferred income taxes	 	171,505	 	 	182,304	
Operating lease liabilities	 	59,767	 	 	37,861	
Other long-term liabilities	 	23,741	 	 	30,688	
Total liabilities	 	1,227,518	 	 	1,100,802	
Stockholders’ equity:	 	 	 	
Common stock	 	33	 	 	33	
Additional paid-in capital	 	713,150	 	 	700,814	
Retained earnings	 	614,324	 	 	517,516	
Accumulated other comprehensive income	 	27,190	 	 	52,692	
Total stockholders’ equity	 	1,354,697	 	 	1,271,055	
Total liabilities and stockholders’ equity	$	2,582,215	 	$	2,371,857	

 	 	 	 	 	
Condensed Consolidated Statements of Operations - Unaudited	 	 	 	 	
(in thousands except per share data)	 	 	 	 	 	 	 	
 	 	 	 	
 	Three Months Ended
December 31,	 	Year Ended
December 31,	
 	 	2021	 	 	 	2020	 	 	 	2021	 	 	 	2020	 	
Sales	$	313,015	 	 	$	268,959	 	 	$	1,221,079	 	 	$	1,073,442	 	
Cost of sales	 	231,149	 	 	 	195,750	 	 	 	884,109	 	 	 	787,735	 	
Gross profit	 	81,866	 	 	 	73,209	 	 	 	336,970	 	 	 	285,707	 	
Operating expenses:	 	 	 	 	 	 	 	
Selling, general and administrative (SG&A)	 	36,268	 	 	 	35,037	 	 	 	141,418	 	 	 	109,006	 	
Research, development and engineering	 	12,736	 	 	 	10,589	 	 	 	51,985	 	 	 	48,468	 	
Other operating expenses (OOE)	 	4,199	 	 	 	(10	)	 	 	7,856	 	 	 	7,621	 	
Total operating expenses	 	53,203	 	 	 	45,616	 	 	 	201,259	 	 	 	165,095	 	
Operating income	 	28,663	 	 	 	27,593	 	 	 	135,711	 	 	 	120,612	 	
Interest expense	 	5,511	 	 	 	9,218	 	 	 	31,628	 	 	 	38,220	 	
(Gain) loss on equity investments, net	 	1,276	 	 	 	(1,383	)	 	 	3,143	 	 	 	(5,337	)	
Other (income) loss, net	 	(252	)	 	 	1,755	 	 	 	(123	)	 	 	1,522	 	
Income from continuing operations before income taxes	 	22,128	 	 	 	18,003	 	 	 	101,063	 	 	 	86,207	 	
Provision for income taxes	 	2,127	 	 	 	2,576	 	 	 	8,043	 	 	 	8,949	 	
Income from continuing operations	$	20,001	 	 	$	15,427	 	 	$	93,020	 	 	$	77,258	 	
 	 	 	 	 	 	 	 	
Discontinued operations:	 	 	 	 	 	 	 	
Income from discontinued operations before taxes	 	4,931	 	 	 	—	 	 	 	4,931	 	 	 	—	 	
Provision for income taxes	 	1,143	 	 	 	—	 	 	 	1,143	 	 	 	—	 	
Income from discontinued operations	$	3,788	 	 	$	—	 	 	$	3,788	 	 	$	—	 	
 	 	 	 	 	 	 	 	
Net income	$	23,789	 	 	$	15,427	 	 	$	96,808	 	 	$	77,258	 	
 	 	 	 	 	 	 	 	
Basic earnings per share:	 	 	 	 	 	 	 	
Income from continuing operations	$	0.61	 	 	$	0.47	 	 	$	2.82	 	 	$	2.35	 	
Income from discontinued operations	$	0.11	 	 	$	—	 	 	$	0.11	 	 	$	—	 	
Basic earnings per share	$	0.72	 	 	$	0.47	 	 	$	2.93	 	 	$	2.35	 	
 	 	 	 	 	 	 	 	
Diluted earnings per share:	 	 	 	 	 	 	 	
Income from continuing operations	$	0.60	 	 	$	0.47	 	 	$	2.80	 	 	$	2.33	 	
Income from discontinued operations	$	0.11	 	 	$	—	 	 	$	0.11	 	 	$	—	 	
Diluted earnings per share	$	0.71	 	 	$	0.47	 	 	$	2.91	 	 	$	2.33	 	
 	 	 	 	 	 	 	 	
Weighted average shares outstanding:	 	 	 	 	 	 	 	
Basic	 	33,023	 	 	 	32,880	 	 	 	32,993	 	 	 	32,845	 	
Diluted	 	33,280	 	 	 	33,129	 	 	 	33,258	 	 	 	33,113	 	

 	
Condensed Consolidated Statements of Cash Flows(a) - Unaudited	
(in thousands)	
 	Year Ended December 31,	
 	 	2021	 	 	 	2020	 	
Cash flows from operating activities:	 	 	 	
Net income	$	96,808	 	 	$	77,258	 	
Adjustments to reconcile net income to net cash provided by operating activities:	 	 	 	
Depreciation and amortization	 	81,369	 	 	 	79,324	 	
Debt related charges included in interest expense	 	6,954	 	 	 	4,774	 	
Stock-based compensation	 	16,185	 	 	 	9,163	 	
Non-cash (gains) charges related to customer bankruptcy	 	(348	)	 	 	554	 	
Non-cash lease expense	 	8,235	 	 	 	7,810	 	
Non-cash (gain) loss on equity investments	 	3,143	 	 	 	(5,337	)	
Contingent consideration fair value adjustment	 	133	 	 	 	(2,000	)	
Other non-cash losses	 	2,202	 	 	 	600	 	
Deferred income taxes	 	(10,270	)	 	 	(6,966	)	
Changes in operating assets and liabilities, net of acquisitions:	 	 	 	
Accounts receivable	 	(17,539	)	 	 	38,153	 	
Inventories	 	4,700	 	 	 	18,441	 	
Prepaid expenses and other assets	 	(2,409	)	 	 	(864	)	
Contract assets	 	(24,923	)	 	 	(15,451	)	
Accounts payable	 	19,525	 	 	 	(9,055	)	
Accrued expenses and other liabilities	 	(22,984	)	 	 	(10,721	)	
Income taxes payable	 	(4,115	)	 	 	(4,342	)	
     Net cash provided by operating activities	 	156,666	 	 	 	181,341	 	
Cash flows from investing activities:	 	 	 	
Acquisition of property, plant and equipment	 	(53,463	)	 	 	(46,832	)	
Purchase of intangible asset	 	—	 	 	 	(4,607	)	
Proceeds from sale of property, plant and equipment	 	443	 	 	 	82	 	
Acquisitions, net	 	(217,978	)	 	 	(5,219	)	
     Net cash used in investing activities	 	(270,998	)	 	 	(56,576	)	
Cash flows from financing activities:	 	 	 	
Principal payments of term loans	 	(741,786	)	 	 	(87,500	)	
Proceeds from issuance of term loans	 	818,250	 	 	 	—	 	
Proceeds from revolving credit facility	 	82,300	 	 	 	185,000	 	
Payments of revolving credit facility	 	(63,000	)	 	 	(185,000	)	
Proceeds from the exercise of stock options	 	743	 	 	 	3,263	 	
Payment of debt issuance costs	 	(8,139	)	 	 	(515	)	
Tax withholdings related to net share settlements of restricted stock unit awards	 	(4,592	)	 	 	(3,820	)	
Contingent consideration payments	 	(1,621	)	 	 	—	 	
Principal payments on finance leases	 	(169	)	 	 	(6	)	
     Net cash provided by (used in) financing activities	 	81,986	 	 	 	(88,578	)	
Effect of foreign currency exchange rates on cash and cash equivalents	 	1,025	 	 	 	(516	)	
Net increase (decrease) in cash and cash equivalents	 	(31,321	)	 	 	35,671	 	
Cash and cash equivalents, beginning of year	 	49,206	 	 	 	13,535	 	
Cash and cash equivalents, end of year	$	17,885	 	 	$	49,206	 	
(a) The Condensed Consolidated Statements of Cash Flows - Unaudited includes cash flows related to discontinued operations.

Reconciliations of Non-GAAP Financial Measures from Continuing Operations
Table A: Income from Continuing Operations and Diluted EPS Reconciliations
(dollars in thousands, except per share data)

 	Three Months Ended December 31,	
 	 	2021	 	 	 	2020	 	
 	Pre-Tax	 	Net of
Tax	 	Per
Diluted
Share	 	Pre-Tax	 	Net of
Tax	 	Per
Diluted
Share	
Income from continuing operations (GAAP)	$	22,128	 	 	$	20,001	 	 	$	0.60	 	 	$	18,003	 	 	$	15,427	 	 	$	0.47	 	
Adjustments(a):	 	 	 	 	 	 	 	 	 	 	 	
Amortization of intangibles	 	10,524	 	 	 	8,323	 	 	 	0.25	 	 	 	10,237	 	 	 	8,095	 	 	 	0.24	 	
Certain legal expenses (SG&A)(b)	 	175	 	 	 	139	 	 	 	—	 	 	 	139	 	 	 	111	 	 	 	—	 	
Other operating expenses (OOE)(c)	 	4,199	 	 	 	3,332	 	 	 	0.10	 	 	 	(10	)	 	 	235	 	 	 	0.01	 	
(Gain) loss on equity investments	 	1,276	 	 	 	1,008	 	 	 	0.03	 	 	 	(1,383	)	 	 	(1,093	)	 	 	(0.03	)	
Loss on extinguishment of debt	 	—	 	 	 	—	 	 	 	—	 	 	 	550	 	 	 	435	 	 	 	0.01	 	
Medical device regulations (COS)(d)	 	270	 	 	 	214	 	 	 	0.01	 	 	 	—	 	 	 	—	 	 	 	—	 	
Customer bankruptcy(e)	 	(113	)	 	 	(89	)	 	 	—	 	 	 	16	 	 	 	13	 	 	 	—	 	
Inventory step-up amortization (COS)	 	301	 	 	 	266	 	 	 	0.01	 	 	 	—	 	 	 	—	 	 	 	—	 	
Tax adjustments(f)	 	—	 	 	 	(137	)	 	 	—	 	 	 	—	 	 	 	201	 	 	 	0.01	 	
Adjusted net income (Non-GAAP)	$	38,760	 	 	$	33,057	 	 	$	0.99	 	 	$	27,552	 	 	$	23,424	 	 	$	0.71	 	
 	 	 	 	 	 	 	 	 	 	 	 	
Diluted weighted average shares for adjusted EPS	 	 	 	33,280	 	 	 	 	 	 	 	33,129	 	 	 	
 	 	 	 	 	 	 	 	 	 	 	 	
 	Year Ended December 31,	
 	 	2021	 	 	 	2020	 	
 	Pre-Tax	 	Net of
Tax	 	Per
Diluted
Share	 	Pre-Tax	 	Net of
Tax	 	Per
Diluted
Share	
Income from continuing operations (GAAP)	$	101,063	 	 	$	93,020	 	 	$	2.80	 	 	$	86,207	 	 	$	77,258	 	 	$	2.33	 	
Adjustments(a):	 	 	 	 	 	 	 	 	 	 	 	
Amortization of intangibles	 	41,597	 	 	 	32,898	 	 	 	0.99	 	 	 	41,131	 	 	 	32,520	 	 	 	0.98	 	
Certain legal expenses (gains) (SG&A)(b)	 	1,454	 	 	 	1,149	 	 	 	0.03	 	 	 	(26,811	)	 	 	(21,180	)	 	 	(0.64	)	
Other operating expenses (OOE)(c)	 	7,856	 	 	 	6,178	 	 	 	0.19	 	 	 	7,621	 	 	 	6,177	 	 	 	0.19	 	
(Gain) loss on equity investments	 	3,143	 	 	 	2,483	 	 	 	0.07	 	 	 	(5,337	)	 	 	(4,216	)	 	 	(0.13	)	
Loss on extinguishment of debt	 	3,774	 	 	 	2,981	 	 	 	0.09	 	 	 	550	 	 	 	435	 	 	 	0.01	 	
Medical device regulations (COS)(d)	 	744	 	 	 	588	 	 	 	0.02	 	 	 	—	 	 	 	—	 	 	 	—	 	
Customer bankruptcy(e)	 	(488	)	 	 	(385	)	 	 	(0.01	)	 	 	1,229	 	 	 	971	 	 	 	0.03	 	
Inventory step-up amortization (COS)	 	301	 	 	 	266	 	 	 	0.01	 	 	 	—	 	 	 	—	 	 	 	—	 	
Tax adjustments(f)	 	—	 	 	 	(3,628	)	 	 	(0.11	)	 	 	—	 	 	 	(116	)	 	 	—	 	
Adjusted net income (Non-GAAP)	$	159,444	 	 	$	135,550	 	 	$	4.08	 	 	$	104,590	 	 	$	91,849	 	 	$	2.77	 	
 	 	 	 	 	 	 	 	 	 	 	 	
Diluted weighted average shares for adjusted EPS	 	 	 	33,258	 	 	 	 	 	 	 	33,113	 	 	 	
(a) The difference between pre-tax and net of tax amounts is the estimated tax impact related to the respective adjustment. Net of tax amounts are computed using a 21% U.S. tax rate, and the statutory tax rates applicable in foreign tax jurisdictions, as adjusted for the existence of net operating losses (“NOLs”). Expenses that are not deductible for tax purposes (i.e. permanent tax differences) are added back at 100%.
(b) Expenses associated with non-ordinary course legal matters. The full year 2020 also include a net gain of $28.2 million recorded during the third quarter of 2020 in connection with the resolution of the AVX Corporation patent litigation matter.
(c) OOE includes acquisition and integration related expenses, facility consolidation, optimization, manufacturing transfer and system integration charges, asset write-down and disposition charges, charges in connection with corporate realignments or a reduction in force, unusual or infrequently occurring items. OOE for the fourth quarter and full year 2021 includes $2.0 million of acquisition costs related to the acquisition of Oscor. OOE for the fourth quarter and full year 2020 includes a $1.5 million adjustment to reduce the fair value of acquisition-related contingent consideration liabilities.
(d) The charges represent incremental costs of complying with the new European Union medical device regulations for previously registered products and primarily include charges for contractors supporting the project and other direct third-party expenses.
(e) In November 2019, one of our customers, Nuvectra Corporation, filed a voluntary Chapter 11 bankruptcy petition (the “Customer Bankruptcy”). The 2021 amounts are predominantly due to favorable settlements on supplier purchase order termination clauses and benefits recognized from the utilization of previously reserved inventory and the 2020 amounts primarily consist of charges related to inventory recorded in cost of sales in our consolidated statements of operations.
(f) Discrete tax benefits predominately related to the reversal of previously unrecognized tax benefits resulting from the effective settlement of tax audits and the utilization of acquired foreign tax credits during the periods presented.
Please see “Notes Regarding Non-GAAP Financial Information” for additional information regarding our use of non-GAAP financial measures.

Table B: Adjusted Operating Income Reconciliations
(in thousands)

 	Three Months Ended
December 31,	 	Year Ended
December 31,	
 	 	2021	 	 	 	2020	 	 	 	2021	 	 	 	2020	 	
Operating income (GAAP)	$	28,663	 	 	$	27,593	 	 	$	135,711	 	 	$	120,612	 	
Adjustments:	 	 	 	 	 	 	 	
Amortization of intangibles	 	10,524	 	 	 	10,237	 	 	 	41,597	 	 	 	41,131	 	
Certain legal expenses (gains)	 	175	 	 	 	139	 	 	 	1,454	 	 	 	(26,811	)	
Other operating expenses	 	4,199	 	 	 	(10	)	 	 	7,856	 	 	 	7,621	 	
Medical device regulations	 	270	 	 	 	—	 	 	 	744	 	 	 	—	 	
Customer bankruptcy	 	(113	)	 	 	16	 	 	 	(488	)	 	 	1,229	 	
Inventory step-up amortization	 	301	 	 	 	—	 	 	 	301	 	 	 	—	 	
Adjusted operating income (Non-GAAP)	$	44,019	 	 	$	37,975	 	 	$	187,175	 	 	$	143,782	 	
 	
Table C: EBITDA Reconciliations
(in thousands)

 	Three Months Ended
December 31,	 	Year Ended
December 31,	
 	 	2021	 	 	 	2020	 	 	 	2021	 	 	 	2020	 	
Income from continuing operations (GAAP)	$	20,001	 	 	$	15,427	 	 	$	93,020	 	 	$	77,258	 	
 	 	 	 	 	 	 	 	
Interest expense	 	5,511	 	 	 	9,218	 	 	 	31,628	 	 	 	38,220	 	
Provision for income taxes	 	2,127	 	 	 	2,576	 	 	 	8,043	 	 	 	8,949	 	
Depreciation	 	10,366	 	 	 	10,082	 	 	 	39,772	 	 	 	38,193	 	
Amortization of intangibles	 	10,524	 	 	 	10,237	 	 	 	41,597	 	 	 	41,131	 	
EBITDA from continuing operations (Non-GAAP)	 	48,529	 	 	 	47,540	 	 	 	214,060	 	 	 	203,751	 	
Certain legal expenses (gains)	 	175	 	 	 	139	 	 	 	1,454	 	 	 	(26,811	)	
Stock-based compensation (excluding OOE)	 	3,832	 	 	 	2,934	 	 	 	15,913	 	 	 	9,163	 	
Other operating expenses (OOE)	 	4,199	 	 	 	(10	)	 	 	7,856	 	 	 	7,621	 	
(Gain) loss on equity investments	 	1,276	 	 	 	(1,383	)	 	 	3,143	 	 	 	(5,337	)	
Medical device regulations	 	270	 	 	 	—	 	 	 	744	 	 	 	—	 	
Customer bankruptcy	 	(113	)	 	 	16	 	 	 	(488	)	 	 	1,229	 	
Inventory step-up amortization	 	301	 	 	 	—	 	 	 	301	 	 	 	—	 	
Adjusted EBITDA (Non-GAAP)	$	58,469	 	 	$	49,236	 	 	$	242,983	 	 	$	189,616	 	
 	
Table D: Organic Sales Change Reconciliation (% Change)

 	GAAP
Reported
Growth	 	Impact of
Acquisitions
and Foreign
Currency(a)	 	Non-GAAP
Organic
Change	
Quarter over Quarter Change (4Q 2021 vs. 4Q 2020)	 	 	 	 	 	
Medical Sales	 	 	 	 	 	
Cardio & Vascular	19.2%	 	(1.6)%	 	17.6%	
Cardiac & Neuromodulation	19.2%	 	(1.9)%	 	17.3%	
Advanced Surgical, Orthopedics & Portable Medical	(10.4)%	 	—	 	(10.4)%	
Total Medical Sales	15.8%	 	(1.5)%	 	14.3%	
Non-Medical Sales	33.6%	 	—	 	33.6%	
Total Sales	16.4%	 	(1.5)%	 	14.9%	
 	 	 	 	 	 	
Year over Year Change (2021 vs. 2020)	 	 	 	 	 	
Medical Sales	 	 	 	 	 	
Cardio & Vascular	9.8%	 	(0.8)%	 	9.0%	
Cardiac & Neuromodulation	29.0%	 	(0.5)%	 	28.5%	
Advanced Surgical, Orthopedics & Portable Medical	(9.6)%	 	—	 	(9.6)%	
Total Medical Sales	13.9%	 	(0.6)%	 	13.3%	
Non-Medical Sales	8.4%	 	—	 	8.4%	
Total Sales	13.8%	 	(0.6)%	 	13.2%	
(a) Fourth quarter and full year 2021 and 2020 sales have been adjusted to exclude the contribution of business acquisitions and foreign currency exchange rate fluctuations.

Table E: Net Total Debt Reconciliation
(in thousands)

 	December 31,
2021	 	October 1,
2021	 	December 31,
2020	
Total debt	 	828,126	 	 	630,655	 	 	731,258	
Add: Unamortized discount and deferred debt issuance costs	 	7,361	 	 	6,645	 	 	6,715	
Total principal amount of debt outstanding	 	835,487	 	 	637,300	 	 	737,973	
LESS: Cash and cash equivalents	 	17,885	 	 	25,472	 	 	49,206	
Net Total Debt (Non-GAAP)	$	817,602	 	$	611,828	 	$	688,767