-- Q4 reported revenue of $157.9 million increased 2.8% and organic* revenue
increased 10.0%
-- Fourth quarter GAAP earnings of $0.21 per diluted share compared to $0.00
in the prior-year period
-- Non-GAAP earnings* of $0.24 per diluted share
-- Fourth quarter cash from operations of $38.0 million increased 97%
-- 2026 financial guidance reflects continued above-market revenue growth,
higher earnings and robust cash generation
DURHAM, N.C., March 05, 2026 (GLOBE NEWSWIRE) -- Bioventus Inc. (Nasdaq: BVS) ("Bioventus" or the "Company"), a global leader in innovations for active healing, today announced fourth quarter and full-year financial results for the year ended December 31, 2025, and provided its financial guidance for full-year 2026.
"Our team delivered strong fourth quarter performance, concluding an important year in which we strengthened our portfolio, drove above-market growth, improved margins, and strengthened our balance sheet," said Rob Claypoole, Bioventus President and Chief Executive Officer. "These results reflect continued demand for our market-leading therapies, and disciplined execution across our commercial and operational initiatives. We are entering 2026 from a position of strength and plan to invest to further accelerate our growth while expanding profitability and generating meaningful cash flow. We believe this is a powerful combination that positions Bioventus to deliver increased shareholder value."
Fourth Quarter 2025 Financial Results
For the fourth quarter, worldwide revenue totaled $157.9 million, advancing 10.0% on an organic* basis driven by double-digit organic* growth across Pain Treatments and Surgical Solutions. Reported revenue increased 2.8% from $153.6 million in the prior-year period due to the impact of the prior-year divestiture of the Advanced Rehabilitation Business.
Net income attributable to Bioventus Inc. was $14.8 million, compared to net loss attributable to Bioventus Inc. of $0.4 million in the prior-year period.
Adjusted EBITDA* of $36.7 million advanced 30% from $28.3 million in the prior-year period as a result of higher organic* revenue growth, increased gross margin and disciplined spending.
GAAP earnings of $0.21 per diluted share of Class A common stock improved from no income per share in the prior-year period. Adjusted Earnings Per Share (Adjusted EPS)* of Class A common stock of $0.24 per diluted share compares to $0.26** per diluted share in the prior-year period as improved operating profit and lower interest expense were more than offset by unfavorable tax expense.
Full-Year 2025 Financial Results
Bioventus' full-year 2025 worldwide revenue totaled $568.1 million, a decrease of 0.9% compared to the prior-year period due to the divestiture of the Advanced Rehabilitation Business. On an organic* basis, revenue increased 7.5%, driven by above-market growth across all three businesses in the Company's portfolio.
Full-year 2025 net income attributable to Bioventus was $22.7 million, compared to net loss attributable to Bioventus Inc. of $36.1 million in the prior-year period. Adjusted EBITDA* of $116.3 million increased 6.8% from $108.9 million last year due to strong organic* revenue growth and gross margin expansion.
GAAP earnings of $0.33 per diluted share of Class A common stock improved from a loss of $0.56 per diluted share last year. Adjusted earnings per diluted share* was $0.68, reflecting a 21.4% increase compared to $0.56** per diluted share in the prior-year period.
Revenue By Business
The following tables represent net sales by business
and geographic region for the three months ended December
31, 2025 and December 31, 2024:
---------------------------------------------------------------------------------------------------
Constant
Currency*
Three Months Ended Change as Reported Change
(in thousands,
except for
percentage) December 31, 2025 December 31, 2024 $ % %
-------------------- -------------------- -------------- ---------
Pain Treatments $ 79,658 $ 69,213 $ 10,445 15.1% 14.8%
Surgical
Solutions 55,534 53,724 1,810 3.4% 3.1%
Restorative
Therapies(a) 22,708 30,705 (7,997) (26.0%) (26.6%)
Total net sales $ 157,900 $ 153,642 $ 4,258 2.8% 2.4%
(a) Global revenue from the Advanced Rehabilitation Business
totaled $147 and $10,250 for the three months ended
December 31, 2025 and December 31, 2024, respectively.
Pain Treatments: Global revenue of $79.7 million accelerated 15.1% primarily due to strong demand for the Company's differentiated portfolio of hyaluronic acid therapies for knee osteoarthritis.
Surgical Solutions: Global revenue of $55.5 million advanced 3.4% driven by higher U.S. demand for Bone Graft Substitutes.
Restorative Therapies: Global revenue of $22.7 million reflects the divestiture of the Advanced Rehabilitation Business at the end of 2024. On an organic* basis, revenue grew 10.3%, driven by improvement in commercial effectiveness and sales force execution with the EXOGEN Bone Stimulation System.
Constant
Currency*
Three Months Ended Change as Reported Change
-----------
December 31, 2025 December 31, 2024 $ % %
--------------------- --------------------- --------------- --------- -----------
U.S.
Pain Treatments $ 71,137 $ 62,799 $ 8,338 13.3% 13.3%
Surgical
Solutions 48,870 46,431 2,439 5.3% 5.3%
Restorative
Therapies(a) 19,481 25,980 (6,499) (25.0%) (25.0%)
------------------ -------------------- -------------------- ------------- ----- ------
Total U.S. net
sales 139,488 135,210 4,278 3.2% 3.2%
------------------ -------------------- -------------------- ------------- ----- ------
International
Pain Treatments 8,521 6,414 2,107 32.9% 29.8%
Surgical
Solutions 6,664 7,293 (629) (8.6%) (10.3%)
Restorative
Therapies(a) 3,227 4,725 (1,498) (31.7%) (34.6%)
------------------ -------------------- -------------------- ------------- ----- ------
Total
International
net sales 18,412 18,432 (20) (0.1%) (2.7%)
------------------ -------------------- -------------------- ------------- ----- ------
Total net sales $ 157,900 $ 153,642 $ 4,258 2.8% 2.4%
================== ==================== ==================== ============= ===== ======
(a) U.S. revenue from the Advanced Rehabilitation Business
totaled $147 and $8,630 for three months ended December
31, 2025 and December 31, 2024, respectively. International
revenue from the Advanced Rehabilitation Business
totaled $1,620 for the three months ended December
31, 2024.
U.S.: Revenue of $139.5 million increased 3.2% and advanced 10.1% on an organic* basis, driven by strong demand across the Company's broad portfolio.
International: Revenue of $18.4 million decreased 0.1%, but increased 9.5% on an organic* basis as a result of significant growth in Pain Treatments. Surgical Solutions revenue was impacted due to the timing of distributor orders.
The following tables represent net sales by business and geographic region for the years ended December 31, 2025 and December 31, 2024:
Constant
Currency*
Year Ended Change as Reported Change
----------------------------------------- ------------------------ -----------
(in thousands,
except for
percentage) December 31, 2025 December 31, 2024 $ % %
--------------- -------------------- ------------------- ------------- --------- -----------
Pain Treatments $ 279,060 $ 261,289 $ 17,771 6.8% 6.7%
Surgical
Solutions 203,653 189,255 14,398 7.6% 7.5%
Restorative
Therapies(a) 85,374 122,736 (37,362) (30.4%) (30.7%)
------------------- ------------------ ----------- ----- ------
Total net sales $ 568,087 $ 573,280 $ (5,193) (0.9%) (1.1%)
=================== ================== =========== ===== ======
(a) Global revenue from the Advanced Rehabilitation Business
totaled $897 and $45,435 for the years ended December
31, 2025 and December 31, 2024, respectively.
Pain Treatments: Global revenue of $279.1 million accelerated 6.8% primarily due to strong global demand for the Company's differentiated hyaluronic acid therapies for knee osteoarthritis.
Surgical Solutions: Global revenue of $203.7 million advanced 7.6% as higher U.S. demand for both Bone Graft Substitutes and Ultrasonics, due to their strong clinical and health economic value propositions.
Restorative Therapies: Global revenue of $85.4 million reflects the divestiture of the Advanced Rehabilitation Business at the end of 2024. On an organic* basis, revenue grew 9.3% driven by improvement in commercial effectiveness and sales force execution with the EXOGEN Bone Stimulation System.
Constant
Currency*
Year Ended Change as Reported Change
-----------
December 31, 2025 December 31, 2024 $ % %
-------------------- -------------------- -------------- --------- -----------
U.S.
Pain Treatments $ 248,237 $ 234,936 $ 13,301 5.7% 5.7%
Surgical
Solutions 180,442 167,706 12,736 7.6% 7.6%
Restorative
Therapies(a) 73,418 104,167 (30,749) (29.5%) (29.5%)
------------------ ------------------- ------------------- ------------ ----- ------
Total U.S. net
sales 502,097 506,809 (4,712) (0.9%) (0.9%)
------------------ ------------------- ------------------- ------------ ----- ------
International
Pain Treatments 30,823 26,353 4,470 17.0% 16.0%
Surgical
Solutions 23,211 21,549 1,662 7.7% 6.7%
Restorative
Therapies(a) 11,956 18,569 (6,613) (35.6%) (37.1%)
------------------ ------------------- ------------------- ------------ ----- ------
Total
International
net sales 65,990 66,471 (481) (0.7%) (2.0%)
------------------ ------------------- ------------------- ------------ ----- ------
Total net sales $ 568,087 $ 573,280 $ (5,193) (0.9%) (1.1%)
================== =================== =================== ============ ===== ======
(a) U.S. revenue from the Advanced Rehabilitation Business
totaled $897 and $38,165 for the years ended December
31, 2025 and 2024, respectively. International revenue
from the Advanced Rehabilitation Business totaled
$7,270 for the year ended December 31, 2024.
U.S.: Revenue of $502.1 million decreased 0.9% and advanced 6.9% on an organic* basis driven by solid demand across the Company's diversified portfolio.
International: Revenue of $66.0 million decreased 0.7%, but increased 11.5% on an organic* basis as a result of growth in Pain Treatments and Surgical Solutions.
Recent Business Highlights
Bioventus continues to advance its strategic priorities
with key achievements, including the following:
-- Generated $38 million of cash flow from operations in
the fourth quarter and for the full year achieved a
92% increase in cash from operations.
-- Strengthened its balance sheet, improved liquidity
and increased capital allocation optionality by
reducing debt outstanding by $29 million in the
fourth quarter.
-- Initiated the full commercial launch of the Company's
peripheral nerve stimulation (PNS) products,
StimTrial and TalisMann, for patients suffering from
debilitating chronic pain. These differentiated
therapies use Bioventus' unique electric field
conduction $(EFC)$ technology to deliver electrical
pulses to specific peripheral nerves and are designed
to provide non-opioid relief from chronic pain.
-- Strengthened Bioventus' executive leadership team
with the addition of Megan Rosengarten, Senior
Vice-President and General Manager of Peripheral
Nerve Stimulation.
------------------------------------------------------------
2026 Financial Guidance
------------------------------------------------------------
Bioventus introduced its financial guidance for full-year
2026. The Company expects:
-- Net sales of $600 million to $610 million. This
reflects growth of approximately 6% to 7%.
-- Adjusted EPS* of $0.73 to $0.77. This reflects an
increase of approximately 7% to 13%.
-- Cash from Operations of $82 million to $87 million.
The Company does not provide U.S. GAAP financial measures,
other than net sales and cash from operations, on
a forward-looking basis, because the Company is unable
to predict with reasonable certainty the impact and
timing of acquisition and divestiture related expenses,
accounting fair-value adjustments, and certain other
reconciling items without unreasonable efforts. These
items are uncertain, depend on various factors, and
could be material to the Company's results computed
in accordance with U.S. GAAP.
About Bioventus
Bioventus delivers clinically proven, cost-effective products that help people heal quickly and safely. Its mission is to make a difference by helping patients resume and enjoy active lives. The Innovations for Active Healing from Bioventus include offerings for Pain Treatments, Surgical Solutions and Restorative Therapies. Built on a commitment to high quality standards, evidence-based medicine and strong ethical behavior, Bioventus is a trusted partner for physicians worldwide. For more information, visit www.bioventus.com and follow the Company on LinkedIn and X. Bioventus and the Bioventus logo are registered trademarks of Bioventus LLC.
Fourth Quarter 2025 Earnings Conference Call: Management will host a conference call to discuss the Company's financial results and provide a business update, with a question and answer session, at 8:30 a.m. Eastern Time on March 5, 2026. Those who would like to participate may dial 1-833-636-0497 (domestic and international) and refer to Bioventus Inc. A live webcast of the call and any accompanying materials will also be provided on the investor relations section of the Company's website at https://ir.bioventus.com/. The webcast will be archived on the Company's website at https://ir.bioventus.com/ and available for replay until March 4, 2027. ------------------------------------------------------------------ Legal Notice Regarding Forward-Looking Statements This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements concerning our future financial results and liquidity; our business strategy, position and operations; and expected sales trends, opportunities, market position and growth. In some cases, you can identify forward-looking statements by terminology such as "aim," "anticipate," "assume," "believe," "contemplate," "continue," "could," "due," "estimate," "expect," "goal," "intend," "may," "objective," "plan," "predict," "potential," "positioned," "seek," "should," "target," "will," "would" and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Important factors that may cause actual results to differ materially from current expectations include, among other things: the risks related to unexpected increases in the volume of rebate claims; the risks related to tariffs and unexpected changes in tariffs, trade barriers and regulatory requirements, export licensing requirements or other restrictive actions by the United States or retaliatory tariffs and other actions taken by foreign governments; the FDA regulatory process is expensive, time-consuming and uncertain, and the failure to obtain and maintain required regulatory clearances and approvals could prevent us from commercializing our products; we may be unable to successfully commercialize newly developed or acquired products or therapies within expected timeframes; if clinical studies of our future product candidates do not produce results necessary to support regulatory clearance or approval in the United States or elsewhere, we will be unable to expand the indications for or commercialize these products; if we fail to properly manage growth or scale our business processes, systems, or data management, our business could suffer; our ability to maintain our competitive position depends on our ability to attract, retain and motivate our senior management team and highly qualified personnel necessary to execute our strategic plans; demand for our products may decrease as a result of healthcare cost-containment and drug pricing initiatives by the federal government, which could negatively impact the commercial success of affected products; we may face issues with respect to the supply of our products
or their components due to product quality and regulatory compliance issues, including increased costs, disruptions of supply, shortages, contamination or mislabeling; we might not meet certain of our debt covenants under our 2025 Credit Agreement and might be required to repay our indebtedness on an accelerated basis; there are restrictions on operations and other costs associated with our indebtedness; we might require additional capital to fund our current financial obligations and support business growth; failure to establish and maintain effective financial controls could adversely affect our business and stock price; we might not be able to complete acquisitions or successfully integrate new businesses, products or technologies in a cost-effective and non-disruptive manner; our cash is maintained at financial institutions, often in balance that exceed federally insured limits; we are subject to securities class action litigation and may be subject to similar or other litigation, in the future, which will require significant management time and attention, result in significant legal expenses or costs not covered by our insurers, and may result in unfavorable outcomes; we are highly dependent on a limited number of products; our long-term growth depends on our ability to develop, acquire and commercialize new products, line extensions or expanded indications; demand for our existing portfolio of products and any new products, line extensions or expanded indications depends on the continued and future acceptance of our products by physicians, patients, third-party payers and others in the medical community; the proposed down classification of non-invasive bone growth stimulators, including our EXOGEN system, by the FDA could increase future competition for bone growth stimulators and otherwise adversely affect the Company's sales of EXOGEN; failure to achieve and maintain adequate levels of coverage and/or reimbursement for our products or future products, the procedures using our products, such as our hyaluronic acid viscosupplements, or future products we may seek to commercialize; pricing and other competitive factors; governments outside the United States might not provide coverage or reimbursement of our products; we compete and may compete in the future against other companies, some of which have longer operating histories, more established products or greater resources than we do; if our HA products are reclassified from medical devices to drugs in the United States by the FDA, it could negatively impact our ability to market these products and may require that we conduct costly additional clinical studies to support current or future indications for use of those products; our failure to properly manage our anticipated growth and strengthen our brands; risks related to product liability claims; fluctuations in demand for our products; issues relating to the supply of our products or their components due to product quality and regulatory compliance issues, including increased costs, disruptions of supply, shortages, contamination or mislabeling; our reliance on a limited number of third-party manufacturers to manufacture certain of our products; if our facilities are damaged or become inoperable, we will be unable to continue to research, develop and manufacture certain of our products; economic, political, regulatory and other risks related to international sales, manufacturing and operations; failure to maintain contractual relationships; security breaches, unauthorized access to or disclosure of information, cyberattacks, or other incidents, or the perception that confidential information in our or our vendors' or service providers' possession or control is not secure; failure of key information technology and communications systems, process or sites; risks related to our future capital needs; failure to comply with extensive governmental regulation relevant to us and our products; we may be subject to enforcement action if we engage in improper claims submission practices and resulting audits or denials of our claims by government agencies could reduce our net sales or profits; unstable political or economic conditions, including due to government shutdowns; legislative or regulatory reforms; our business might experience adverse impacts due to public health outbreaks; risks related to intellectual property matters; the dilution of our Class A common stockholders upon an exchange of the outstanding common membership interests in Bioventus LLC could adversely affect the market price of our Class A common stock and the resale of such shares could cause the market price of our Class A common stock to fall; and other the other risks identified in our Annual Report on Form 10-K for the year ended December 31, 2025 as such factors may be updated from time to time in Bioventus' other filings with the SEC which are accessible on the SEC's website at www.sec.gov and the Investor Relations page of Bioventus' website at https://ir.bioventus.com. Except to the extent required by law, the Company undertakes no obligation to update or review any estimate, projection, or forward-looking statement. Actual results may differ materially from those set forth in the forward-looking statements. BIOVENTUS INC. Consolidated balance sheets As of December 31, 2025 and December 31, 2024 (Amounts in thousands, except share amounts) (unaudited) December 31, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 51,238 $ 41,582 Accounts receivable, net 128,303 127,393 Inventory 82,236 92,475 Prepaid and other current assets 11,065 14,160 Total current assets 272,842 275,610 Property and equipment, net 21,899 27,012 Goodwill 7,462 7,462 Intangible assets, net 368,419 404,729 Operating lease assets 5,122 6,506 Deferred tax assets 5,522 4,745 Investment and other assets 2,293 1,892 Total assets $ 683,559 $ 727,956 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 10,928 $ 23,690 Accrued liabilities 130,242 135,879 Current portion of long-term debt 15,000 27,339 Current portion of contingent consideration -- 19,573 Other current liabilities 4,210 3,917 Total current liabilities 160,380 210,398 Long-term debt, less current portion 278,951 308,288 Deferred income taxes 433 564 Other long-term liabilities 15,348 23,102 Total liabilities 455,112 542,352 Stockholders' Equity: Preferred stock, $0.001 par value, 10,000,000 shares authorized, 0 shares issued Class A common stock, $0.001 par value, 250,000,000 shares authorized as of December 31, 2025 and December 31, 2024, 67,097,716 and 65,758,341 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively 67 66 Class B common stock, $0.001 par value, 50,000,000 shares authorized, 15,786,737 shares issued and outstanding as of December 31, 2025 and December 31, 2024 16 16 Additional paid-in capital 520,851 508,092 Accumulated deficit (334,929) (357,661) Accumulated other comprehensive loss (1,900) (2,573) Total stockholders' equity attributable to Bioventus Inc. 184,105 147,940 Noncontrolling interest 44,342 37,664 Total stockholders' equity 228,447 185,604 Total liabilities and stockholders' equity $ 683,559 $ 727,956 BIOVENTUS INC. Consolidated statements of operations (Amounts in thousands, except share and per share data) (unaudited) Three Months Ended(1) Year Ended December 31, December 31, December 31, December 31, 2025 2024 2025 2024 -------------------------- ---------------------------- Net sales $ 157,900 $ 153,642 $ 568,087 $ 573,280 Cost of sales (including depreciation and amortization of $10,388 and $10,630, $41,251, $41,882
respectively) 49,118 50,986 179,930 185,054
Gross profit 108,782 102,656 388,157 388,226
Selling, general and
administrative expense 82,757 86,873 314,026 343,798
Research and development
expense 3,007 3,271 12,113 13,951
Restructuring costs 2,235 (52) 2,235 (52)
Change in fair value of
contingent consideration -- 345 -- 1,423
Depreciation and amortization 1,297 1,768 5,727 7,652
Impairment of assets -- 2,456 -- 36,357
Loss on disposals -- 292 81 292
Operating income (loss) 19,486 7,703 53,975 (15,195)
Interest expense, net 5,306 8,997 26,486 38,792
Loss on extinguishment -- -- 326 --
Other expense (income) 37 (1,241) 1,454 (1,645)
Other expense 5,343 7,756 28,266 37,147
Income (loss) before income
taxes 14,143 (53) 25,709 (52,342)
Income tax (benefit) expense,
net (3,175) 550 (1,565) (5,293)
Net income (loss) 17,318 (603) 27,274 (47,049)
(Income) loss attributable to
noncontrolling interest (2,563) 215 (4,542) 10,924
Net income (loss) attributable
to Bioventus Inc. $ 14,755 $ (388) $ 22,732 $ (36,125)
Income (loss) per share of
Class A common stock from:
Basic $ 0.22 $ -- $ 0.34 $ (0.56)
Diluted $ 0.21 $ -- $ 0.33 $ (0.56)
Weighted-average shares of
Class A common stock
outstanding:
Basic 67,019,060 65,451,881 66,622,631 64,547,474
Diluted 69,261,177 65,451,881 68,914,895 64,547,474
(1) The three months ended December 31, 2025 and December 31, 2024 covered the periods beginning September 28, 2025 and September 29, 2024, respectively.
BIOVENTUS INC.
Consolidated condensed statements of cash flows
(Amounts in thousands) (unaudited)
Three Months Ended(1) Year Ended
December 31, December 31, December 31, December 31,
2025 2024 2025 2024
-------------------------- ----------------------------
Operating
activities:
Net income (loss) $ 17,318 $ (603) $ 27,274 $ (47,049)
Adjustments to
reconcile net
income (loss) to
net cash from
operating
activities:
Depreciation
and
amortization 11,694 12,405 47,011 49,555
Equity-based
compensation 3,440 2,016 12,673 13,274
Change in fair
value of
contingent
consideration -- 345 -- 1,423
Impairments of
assets -- 2,456 -- 36,357
Loss on
disposals -- 292 81 292
Loss on
extinguishment -- -- 326 --
Deferred income
taxes (1,131) 3,215 (909) (5,394)
Unrealized gain
on foreign
currency
fluctuations (27) (126) (360) (259)
Other, net 467 1,430 2,417 2,376
Changes in
working
capital 6,207 (2,108) (13,840) (11,780)
Net cash from
operating
activities 37,968 19,322 74,673 38,795
Investing
activities:
Proceeds
(settlement)
from the sale of
a business -- 24,678 (686) 24,678
Purchase of
property and
equipment (580) (574) (2,562) (1,006)
Investments and
acquisition of
distribution
rights -- -- -- (709)
Net cash from
investing
activities (580) 24,104 (3,248) 22,963
Financing
activities:
Proceeds from
issuance of
Class A and B
common stock 511 1,103 2,074 2,442
Tax withholdings
on equity-based
compensation -- -- (9) --
Receipt of
deferred
consideration -- 4,500 -- 4,500
Payment of
contingent
consideration -- -- (19,771) --
Borrowing on
revolver -- -- 45,000 --
Payment on
revolver (25,000) (15,000) (45,000) (15,000)
Proceeds from the
issuance of
long-term debt,
net of discount -- -- 31,907 --
Payments on the
extinguishment
of long-term
debt -- -- (65,765) --
Debt financing
costs -- -- (697) (1,180)
Payments on
long-term debt (3,750) (33,264) (9,052) (44,584)
Other, net (208) (194) (827) (758)
Net cash from
financing
activities (28,447) (42,855) (62,140) (54,580)
Effect of exchange
rate changes on
cash 133 (2,063) 371 (2,560)
Net change in cash
and cash
equivalents 9,074 (1,492) 9,656 4,618
Cash and cash
equivalents at the
beginning of the
period 42,164 43,074 41,582 36,964
Cash and cash
equivalents at end
of the period $ 51,238 $ 41,582 $ 51,238 $ 41,582
(1) The three months ended December 31, 2025 and 2024 covered the periods beginning September 28, 2025 and September 29, 2024, respectively.
Use of Non-GAAP Financial Measures --------------------------------------------------------------- Organic Revenue Growth The Company defines the term "organic revenue" as revenue in the stated period excluding the impact from business acquisitions and divestitures. The Company uses the related term "organic revenue growth" or "organic growth" to refer to the financial performance metric of comparing the stated period's organic revenue with the comparable reported revenue of the corresponding period in the prior-year period. The Company believes that these non-GAAP financial measures, when taken together with GAAP financial measures, allow the Company and its investors to better measure the Company's performance and evaluate long-term performance trends. Organic revenue growth also facilitates easier comparisons of the Company's performance with prior and future periods and relative comparisons to its peers. The Company excludes the effect of acquisitions and divestitures because these activities can have a significant impact on the Company's reported results, which the Company believes makes comparisons of long-term performance trends difficult for management and investors. Adjusted EBITDA, Non-GAAP Gross Profit, Non-GAAP Gross Margin, Non-GAAP Operating Income, Non-GAAP Operating Expenses, Non-GAAP R&D, Non-GAAP Operating Margin, Non-GAAP Net Income, and Adjusted Earnings per Share of Class A Common Stock We present Adjusted EBITDA, Non-GAAP Gross Profit, Non-GAAP (or Adjusted) Gross Margin, Non-GAAP Operating Income, Non-GAAP Operating Expenses, Non-GAAP R&D, Non-GAAP Operating Margin, Non-GAAP Net Income, and Adjusted Earnings per Share of Class A common stock, all non-GAAP financial measures, to supplement our GAAP financial reporting because we believe these measures are useful indicators of our operating performance. We define Adjusted EBITDA as net income (loss) before depreciation and amortization, provision of income taxes and interest expense, net, adjusted for the impact of certain cash, non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include acquisition and divestiture related costs, certain shareholder litigation costs, impairment of assets, restructuring costs, equity-based compensation expense, debt refinancing, loss on extinguishment of debt and other items. See the table below for a reconciliation of net income (loss) to Adjusted EBITDA. Our management uses Adjusted EBITDA principally as a measure of our operating performance and believes that Adjusted EBITDA is useful to our investors because it is frequently used by securities analysts, investors and other interested parties in their evaluation of the operating performance of companies in industries similar to ours. Our management also uses Adjusted EBITDA for planning purposes, including the preparation of our annual operating budget and financial projections. Our management uses Non-GAAP Gross Profit, Non-GAAP Gross Margin, Non-GAAP Operating Income, Non-GAAP Operating Expense, Non-GAAP Operating Margin and Non-GAAP Net Income principally as measures of our operating performance and believes that these non-GAAP financial measures are useful to better understand the long term performance of our core business and to facilitate comparison of our results to those of peer companies. Our management also uses these non-GAAP financial measures for planning purposes, including the preparation of our annual operating budget and financial projections. We define Non-GAAP Gross Profit as gross profit, adjusted for the impact of certain cash, non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include depreciation and amortization included in the cost of goods sold and acquisition and divestiture related costs in the cost of goods sold. We define Non-GAAP Gross Margin as Non-GAAP Gross Profit divided by net sales. See the table below for a reconciliation of gross profit and gross margin to Non-GAAP Gross Profit and Non-GAAP Gross Margin. We define Non-GAAP Operating Income as operating income, adjusted for the impact of certain cash, non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include depreciation and amortization, acquisition and divestiture related costs, certain shareholder litigation costs, impairment of assets, restructuring costs, debt refinancing and other items. Non-GAAP Operating Margin is defined as Non-GAAP Operating Income divided by net sales. See the table below for a reconciliation of operating income (loss) and operating margin to Non-GAAP Operating Income and Non-GAAP Operating Margin. We define Non-GAAP Operating Expenses as operating expenses, adjusted to exclude certain cash, non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include depreciation and amortization, acquisition and divestiture related costs, certain shareholder litigation costs, impairment of assets, restructuring costs, debt refinancing and other items. See the table below for a reconciliation of operating expenses to Non-GAAP Operating Expenses. We define Non-GAAP R&D as research and development, adjusted to exclude certain cash, non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include depreciation and amortization, acquisition and divestiture related costs, restructuring costs, and other items. See the table below for a reconciliation of operating expenses to Non-GAAP R&D. We define Non-GAAP Net Income as Net Income, adjusted for the impact of certain cash, non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include depreciation and amortization, acquisition and divestiture related costs, certain shareholder litigation costs, restructuring costs, impairment of assets, debt refinancing, loss on extinguishment of debt, other items, the tax effect of adjusting items and discrete tax items. Discrete tax items include the tax impact related to significant transactions that are not part of our ongoing operating performance, and current and deferred income tax expense commensurate with Non-GAAP Net Income. See the table below for a reconciliation of Net Income (Loss) to Non-GAAP Net Income. We define Adjusted Earnings per Class A share as Earnings per Class A share, adjusted for the impact of certain cash, non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include depreciation and amortization, acquisition and divestiture related costs, certain shareholder litigation costs, restructuring costs, impairment of assets, debt refinancing, loss on extinguishment of debt, other items, and the tax effect of adjusting items divided by weighted average number of shares of Class A common stock outstanding during the period. We also modify Adjusted Earnings per Class A share for discrete tax items as discussed above. These discrete tax items are recorded at the Bioventus Inc. parent company level and therefore are not adjusted to remove the impact of noncontrolling interest. See the table below for a reconciliation of loss per Class A share to Non-GAAP Earnings per Class A share. Net Sales, International Net Sales Growth and Constant Currency Basis Net Sales, International Net Sales Growth and Constant Currency Basis are non-GAAP measures, which are calculated by translating current and prior year results at the same foreign currency exchange rate. Constant currency can be presented for numerous GAAP measures, but is most commonly used by management to facilitate the comparison of sales in foreign currencies to prior periods and analyze net sales performance without the impact of changes in foreign currency exchange rates. Prior Period Recast We identified an immaterial error in our equity-based compensation expense, which impacted annual and interim financial statements for fiscal year 2024. Financial information relating to 2024 has been revised to correct this immaterial error. Refer to Note 1. Organization in our Form 10-K for the period ended December 31, 2025, filed on March 5, 2026, for further details regarding the immaterial error in equity-based compensation. In 2025, we began adjusting Non-GAAP Net Income and Adjusted Earnings per Share of Class A common stock for discrete tax items relating to significant transactions that are not part of our ongoing operating performance. We have recast prior periods to include the comparable adjustments. Limitations of the Usefulness of Non-GAAP Measures Non-GAAP financial measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for, or as superior to, the financial information prepared and presented in accordance with GAAP. These measures might exclude certain normal recurring expenses. Therefore, these measures may not provide a complete understanding of the Company's performance and should be reviewed in conjunction with the GAAP financial measures. Additionally, other companies might define their non-GAAP financial measures differently than we do. Investors are encouraged to review the reconciliation of the non-GAAP measures provided in this press release, including in the tables below, to their most directly comparable GAAP measures. Additionally, the Company does not provide U.S. GAAP financial measures on a forward-looking basis because the Company is unable to predict with reasonable certainty
the impact and timing of acquisition and divestiture related expenses, accounting fair-value adjustments and certain other reconciling items without unreasonable efforts. These items are uncertain, depend on various factors, and could be material to the Company's results computed in accordance with U.S. GAAP.
Reconciliation of Net Income (Loss) to Adjusted EBITDA (unaudited)
Three Months Ended Years Ended
---------------------------------------- ------------------------------------------
December 31, December 31, December 31, December 31,
($, thousands) 2025 2024 2025 2024
------------------ ------------------- ------------------- ------------------- ---------------------
Net income (loss) $ 17,318 $ (603) $ 27,274 $ (47,049)
Interest expense,
net 5,306 8,997 26,486 38,792
Income tax
(benefit)
expense, net (3,175) 550 (1,565) (5,293)
Depreciation and
amortization(a) 11,694 12,405 47,011 49,555
Acquisition and
related costs(b) -- 345 -- 1,339
Shareholder
litigation
costs(c) 1 82 51 13,802
Restructuring
costs(d) 2,235 (124) 2,235 (57)
Equity-based
compensation(e) 3,440 2,016 12,673 13,274
Debt
refinancing(f) (1) -- 902 351
Loss on
extinguishment(g) -- -- 326 --
Impairment of
assets(h) -- 2,456 -- 36,357
Loss on disposal
of a business(i) -- 292 81 292
Other items(j) (108) 1,834 803 7,519
----------------- ----------------- ----------------- -----------------
Adjusted EBITDA $ 36,710 $ 28,250 $ 116,277 $ 108,882
================= ================= ================= =================
(a) Includes for the three months ended December 31, 2025
and December 31, 2024 and the years ended December
31, 2025 and December 31, 2024, respectively, depreciation
and amortization of $10.4 million, $10.6 million,
$41.3 million and $41.9 million in cost of sales and
$1.3 million, $1.8 million, $5.7 million and $7.7
million in operating expenses presented in the consolidated
statements of operations.
(b) Includes acquisition and integration costs related
to completed acquisitions and changes in fair value
of contingent consideration.
(c) Costs incurred as a result of certain shareholder
litigation unrelated to our ongoing operations.
(d) Restructuring costs in 2025 primarily related to severance
associated with the elimination of several positions
and the consolidation of certain administrative functions
and roles. Costs incurred during 2024 reflect a reversal
of expenses associated with employee transitions resulting
from the sale of the Advanced Rehabilitation Business
and certain contract terminations.
(e) Includes compensation expense resulting from awards
granted under our equity-based compensation plans.
(f) Debt refinancing in 2025 related to certain third-party
fees associated with our 2025 Credit Agreement. Activity
in 2024 is attributable to advisory fees and debt
amendment related costs related to our 2019 Credit
and Guaranty Agreement, as amended.
(g) Losses recognized in connection with the refinancing
of long-term debt.
(h) Includes a non-cash impairment charge of $33.9 million
for intangible assets solely attributable to our Advanced
Rehabilitation Business, driven by the decision to
divest and a $2.5 million non-cash impairment charge
for right-of-use assets associated with exited office
and warehouse spaces.
(i) Represents the loss on the disposal of the Advanced
Rehabilitation Business.
(j) During the year ended December 31, 2025, other items
primarily consisted of $0.5 million of expenses related
to the divestiture of the Advanced Rehabilitation
Business, which was completed on December 31, 2024.
Other items for the three months ended and year ended
December 31, 2024 primarily consisted of: (i) $1.2
million and $4.7 million, respectively, of expenses
related to the divestiture of the Advanced Rehabilitation
Business, including transactional fees and (ii) $0.4
million and $1.7 million, respectively, of transformative
project costs.
Reconciliation of Other Reported GAAP Measures to
Non-GAAP Measures
Three Months
Ended December Operating Operating Diluted
31, 2025 Gross Profit Expenses(a) R&D Income Net Income EPS(m)
Reported GAAP
measure $ 108,782 $ 86,289 $ 3,007 $ 19,486 $ 17,318 $ 0.21
Reported GAAP
margin 68.9% 12.3%
Depreciation and
amortization(b) 10,388 1,297 9 11,694 11,694 0.14
Shareholder
litigation
costs(d) -- 1 -- 1 1 --
Restructuring
costs(e) -- 2,235 -- 2,235 2,235 0.03
Debt
refinancing(f) -- (1) -- (1) (1) --
Other items(j) -- (83) 12 (71) (108) --
Tax effect of
adjusting
items(k) -- -- -- -- (3,470) (0.04)
Discrete tax
items(l) -- -- -- -- (7,084) (0.10)
Non-GAAP measure $ 119,170 $ 82,840 $ 2,986 $ 33,344 $ 20,585 $ 0.24
Non-GAAP margin 75.5% 21.1%
Non-GAAP Non-GAAP Non-GAAP R&D Non-GAAP Non-GAAP Adjusted
Gross Operating Operating Net Income EPS
Margin Expenses Income
Three Months
Ended December Operating Operating Diluted
31, 2024 Gross Profit Expenses(a) R&D Income Net Loss EPS(m)
---------------------- ---------------------- ---------------------- ------------------------ ---------------------- -------------------------
Reported GAAP
measure $ 102,656 $ 91,682 $ 3,271 $ 7,703 $ (603) $ --
Reported GAAP
margin 66.8% 5.0%
Depreciation and
amortization(b) 10,630 1,768 7 12,405 12,405 0.15
Acquisition and
related
costs(c) -- 345 -- 345 345 --
Shareholder
litigation
costs(d) -- 82 -- 82 82 --
Restructuring
costs(e) -- (124) -- (124) (124) --
Impairment of
assets(h) -- 2,456 -- 2,456 2,456 0.03
Loss on disposal
of a
business(i) -- 292 -- 292 292 --
Other items(j) -- 2,646 86 2,732 1,834 0.02
Tax effect of
adjusting
items(k) -- -- -- -- (4,355) (0.05)
Discrete tax
items(l) -- -- -- -- 7,146 0.11
----------------- -------------------- --------------------- ------------------- -------------------- ---------------------
Non-GAAP measure $ 113,286 $ 84,217 $ 3,178 $ 25,891 $ 19,478 $ 0.26
----------------- -------------------- --------------------- ------------------- -------------------- ---------------------
Non-GAAP margin 73.7% 16.9%
================= ===================
Non-GAAP Non-GAAP Non-GAAP Non-GAAP Non-GAAP Adjusted
Gross Operating R&D Operating Net Income EPS
Margin Expenses Income
Year Ended Operating Operating Diluted
December 31, 2025 Gross Profit Expenses(a) R&D Income Net Income EPS(m)
---------------------- --------------------- --------------------- ------------------------ ---------------------- ------------------------
Reported GAAP
measure $ 388,157 $ 322,069 $ 12,113 $ 53,975 $ 27,274 $ 0.33
Reported GAAP
margin 68.3% 9.5%
Depreciation and
amortization(b) 41,251 5,727 33 47,011 47,011 0.55
Shareholder
litigation
costs(d) -- 51 -- 51 51 --
Restructuring
costs(e) -- 2,235 -- 2,235 2,235 0.03
Debt
refinancing(f) -- 902 -- 902 902 0.01
Loss on
extinguishment(g) -- -- -- -- 326 --
Loss on disposal
of a business(i) -- 81 -- 81 81 --
Other items(j) -- 859 216 1,075 803 0.01
Tax effect of
adjusting
items(k) -- -- -- -- (12,904) (0.15)
Discrete tax
items(l) -- -- -- -- (7,084) (0.10)
----------------- -------------------- -------------------- ------------------- -------------------- --------------------
Non-GAAP measure $ 429,408 $ 312,214 $ 11,864 $ 105,330 $ 58,695 $ 0.68
----------------- -------------------- -------------------- ------------------- -------------------- --------------------
Non-GAAP margin 75.6% 18.5%
================= ===================
Non-GAAP Non-GAAP Non-GAAP Non-GAAP Non-GAAP Adjusted EPS
Gross Operating R&D Operating Net Income
Margin Expenses Income
Year Ended
December 31, Operating Operating Diluted
2024 Gross Profit Expenses(a) R&D Loss Net Loss EPS(m)
---------------------- ---------------------- ---------------------- ---------------------- --------------------- ------------------------
Reported GAAP
measure $ 388,226 $ 389,470 $ 13,951 $ (15,195) $ (47,049) $ (0.56)
Reported GAAP
margin 67.7% (2.7%)
Depreciation and
amortization(b) 41,882 7,652 21 49,555 49,555 0.62
Acquisition and
related
costs(c) -- 1,339 -- 1,339 1,339 0.02
Shareholder
litigation
costs(d) -- 13,802 -- 13,802 13,802 0.17
Restructuring
costs(e) -- (57) -- (57) (57) --
Debt
refinancing(f) -- 351 -- 351 351 --
Impairment of
assets(h) -- 36,357 -- 36,357 36,357 0.45
Loss on disposal
of a
business(i) -- 292 -- 292 292 --
Other items(j) -- 7,894 514 8,408 7,519 0.09
Tax effect of
adjusting
items(k) -- -- -- -- (27,620) (0.34)
Discrete tax
items(l) -- -- -- -- 7,146 0.11
----------------- -------------------- --------------------- ----------------- ------------------- --------------------
Non-GAAP measure $ 430,108 $ 321,840 $ 13,416 $ 94,852 $ 41,635 $ 0.56
----------------- -------------------- --------------------- ----------------- ------------------- --------------------
Non-GAAP margin 75.0% 16.5%
================= =================
Non-GAAP Non-GAAP Non-GAAP Non-GAAP Non-GAAP Adjusted
Gross Operating R&D Operating Net Income EPS
Margin Expenses Income
(a) The "Reported GAAP Measure" under the "Operating Expenses"
column is a sum of all GAAP operating expense line
items, excluding research and development.
(b) Includes for the three months ended December 31, 2025
and December 31, 2024 and the years ended December
31, 2025 and December 31, 2024, respectively, depreciation
and amortization of $10.4 million, $10.6 million,
$41.3 million and $41.9 million in cost of sales and
$1.3 million, $1.8 million, $5.7 million and $7.7
million in operating expenses presented in the consolidated
statements of operations.
(c) Includes acquisition and integration costs related
to completed acquisitions and changes in fair value
of contingent consideration.
(d) Costs incurred as a result of certain shareholder
litigation unrelated to our ongoing operations.
(e) Restructuring costs in 2025 primarily related to severance
associated with the elimination of several positions
and the consolidation of certain administrative functions
and roles. Costs incurred during 2024 reflect a reversal
of expenses associated with employee transitions resulting
from the sale of the Advanced Rehabilitation Business
and certain contract terminations.
(f) Debt refinancing in 2025 related to certain third-party
fees associated with our 2025 Credit Agreement. Activity
in 2024 is attributable to advisory fees and debt
amendment related costs related to our 2019 Credit
and Guaranty Agreement, as amended.
(g) Losses recognized in connection with the refinancing
of long-term debt.
(h) Includes a non-cash impairment charge of $33.9 million
for intangible assets solely attributable to our Advanced
Rehabilitation Business, driven by the decision to
divest and a $2.5 million non-cash impairment charge
for right-of-use assets associated with exited office
and warehouse spaces.
(i) Represents the loss on the disposal of the Advanced
Rehabilitation Business.
(j) During the year ended December 31, 2025, other items
primarily consisted of $0.5 million of expenses related
to the divestiture of the Advanced Rehabilitation
Business, which was completed on December 31, 2024.
Other items for the three months ended and year ended
December 31, 2024 primarily consisted of: (i) $1.2
million and $4.7 million, respectively, of expenses
related to the divestiture of the Advanced Rehabilitation
Business, including transactional fees and (ii) $0.4
million and $1.7 million, respectively, of transformative
project costs.
(k) An estimated tax impact for the remaining adjustments
to Non-GAAP Net Income was calculated by applying
a rate of 25.1% to those adjustments for the three
months ended and year ended December 31, 2025 and
December 31, 2024. The three months ended and year
ended December 31, 2024 include a tax impact of $0.7
million and $8.7 million, respectively, related to
the impairment of assets.
(l) Discrete tax items include:
(i) For the three months ended and year ended December
31, 2025 and December 31, 2024, the removal of uncertain
tax positions of ($3.7) million and ($2.0) million,
respectively, related to a pre-IPO one-time tax position
that reached its statute of limitations and is not
part of our ongoing operating performance; and
(ii) For the three months ended and year ended December
31, 2025 and December 31, 2024, the removal of ($3.4)
million and $9.1 million, respectively, related to
changes in the valuation allowance that are not commensurate
with Non-GAAP Net Income and Adjusted EPS.
(m) Adjustments are pro-rated to exclude the weighted
average noncontrolling interest ownership of 19.0%
and 19.4%, respectively, for the years ended December
31, 2025 and December 31, 2024.
*See below under "Use of Non-GAAP Financial Measures" for more details.
**The prior-year period has been recast to conform to the current period presentation of Adjusted EPS*. See below under "Prior Period Recast" for further information.
Investor Inquiries and Media:
Dave Crawford
Bioventus
investor.relations@bioventus.com
(END) Dow Jones Newswires
March 05, 2026 07:00 ET (12:00 GMT)