Teleflex To Create New Publicly Traded Company; CFO Thomas Powell To Retire

Teleflex

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(RTTNews) - Teleflex (TFX) announced its Board has authorized management to pursue a plan to separate the companys Urology, Acute Care, and OEM businesses into a new, independent, publicly traded company, or NewCo, via a distribution of newly issued shares of NewCo to shareholders. Teleflex RemainCo will consist of Teleflexs Vascular Access, Interventional, and Surgical businesses. Teleflex expects the transaction to be completed mid-2026.

The transaction is expected to be accretive to EPS growth, with RemainCo anticipated to deliver double digit EPS growth in the first full year following the separation. Liam Kelly will continue to lead RemainCo as Chairman, President and CEO. RemainCo will have a simplified operating model with a streamlined manufacturing footprint, transitioning from 19 manufacturing facilities anticipated at Teleflex as of year-end 2025 to 7 facilities at RemainCo post-separation with the remaining 12 expected to transfer to NewCo.

Teleflex announced that Thomas Powell has decided to retire as Executive Vice President and Chief Financial Officer, effective April 1, 2025. John Deren, who currently serves as Corporate Vice President and Chief Accounting Officer, will succeed Powell as Executive Vice President and Chief Financial Officer, effective April 2, 2025. Following retirement, Powell will serve as a consultant to the company through March 31, 2026.

Teleflex also announced it has entered into a definitive agreement to acquire substantially all of the Vascular Intervention business of BIOTRONIK SE & Co. KG for an estimated cash payment on closing of approximately $760 million, less certain adjustments. Excluding non-recurring purchase accounting items and other acquisition and integration related costs, the transaction is expected to be approximately $0.10 accretive to the company's adjusted earnings per share in the first year of ownership from the date of close, and to be increasingly accretive, thereafter.

Separately, Teleflex posted a fourth quarter GAAP loss from continuing operations of $2.95, compared to profit of $0.66, a year ago. Adjusted EPS from continuing operations was $3.89, compared to $3.38. Analysts on average expected the company to report profit per share of $3.88, for the quarter. Analysts' estimates typically exclude special items. Revenues were $795.4 million, up 2.8% compared to the prior year period, up 3.2% on an adjusted constant currency basis.

For 2025, the company expects GAAP EPS from continuing operations in a range of $8.85 to $9.25, adjusted EPS from continuing operations in a range of $13.95 to $14.35, and adjusted constant currency revenue growth in a range of 1.0% to 2.0%. Analysts on average expect the company to report profit per share of $15.23.

The company intends to commence an accelerated share repurchase of $300 million of common stock, effective February 28, 2025. Teleflex also announced that its Board declared a quarterly cash dividend of $0.34 per share of common stock. The dividend is payable March 17, 2025, to shareholders of record at the close of business on March 7, 2025.

Shares of Teleflex are down 11% in pre-market trade on Thursday.

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