LIVN on Nasdaq

LivaNova

Italian-American medical device manufacturer

LivaNova, plc is a medical device manufacturer that is a foreign domiciled company based in the U.K. for tax inversion purposes. With operational headquarters in the United States.3 Its shares trade on Nasdaq under the symbol LIVN.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

2015Founded1

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  • TickerLIVN on Nasdaq1
  • IndustryElectromedical & Electrotherapeutic Apparatus1
  • HeadquartersLondon1
  • Founded inLondon1
  • Websitewww.livanova.com
  • Legal formpublic limited company1
  • Incorporated inUnited Kingdom5
  • Business address5220 Valiant Court, Gloucester Business Park, Gloucester5
  • Filer categoryLarge accelerated filer5
  • LEI2138001K2FX6SHK2B3394
  • StatusActive4
  • LEI statusLapsed (not renewed)4
  • Registered address20 EASTBOURNE TERRACE, W2 6LG London, United Kingdom4
  • Registered withCompanies House, 094513744

LivaNova, plc is a medical device manufacturer that is a foreign domiciled company based in the U.K. for tax inversion purposes. With operational headquarters in the United States.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

67.7%Gross margin7
14.4%Operating margin7
-17.5%Net margin7
10.7%Revenue growth, 20257
-20.2%Return on equity7
0.29×Debt to equity7
$173.3MFree cash flow7

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Cardiopulmonary brought in 57% of the revenue LivaNova broke down this way in fiscal 2025.

  1. Cardiopulmonary$785.4M757%up 15% from 2024
  2. Neuromodulation$592.8M743%up 7% from 2024
Business segments by year
Business segments202320242025
Cardiopulmonary$604.1M$683.5M$785.4M
Neuromodulation$519.7M$554.2M$592.8M

Regions

United States brought in 51% of the revenue LivaNova broke down this way in fiscal 2025.

  1. United States$739.6M751%up 6% from 2024
  2. Locations Excluding The United States And Europe$379.3M726%up 12% from 2024
  3. Europe$269.2M719%up 22% from 2024
  4. United Kingdom$55.9M74%up 14% from 2024
Regions by year
Regions202320242025
United States$635.0M$695.1M$739.6M
Locations Excluding The United States And Europe$303.7M$338.3M$379.3M
Europe$214.8M$220.0M$269.2M
United Kingdom$41.5M$48.9M$55.9M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue32¢$448.2M
  • Research and development13¢$185.8M
  • Selling, general and admin40¢$548.8M
  • Other costs13¢$183.7M
  • Income tax2¢$21.6M

Out of $1.4B in revenue.7 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending32¢$81.0M
  • Kept or used elsewhere68¢$173.3M

Out of $254.3M of cash from operations.7

Financial statements

Revenue8910117$1.4B in 2025+28% since 2019
0$500.0M$1.0B$1.5B2019: $1.1B$1.1B20192020: $934.2M$934.2M2020−14%2021: $1.0B$1.0B2021+11%2022: $1.0B$1.0B2022−1%2023: $1.2B$1.2B2023+13%2024: $1.3B$1.3B2024+9%2025: $1.4B$1.4B2025+11%
Gross profit8910117$939.9M in 2025+30% since 2019
0$250.0M$500.0M$750.0M$1.0B2019: $723.8M$723.8M20192020: $594.8M$594.8M2020−18%2021: $706.0M$706.0M2021+19%2022: $707.2M$707.2M2022+0%2023: $755.8M$755.8M2023+7%2024: $853.5M$853.5M2024+13%2025: $939.9M$939.9M2025+10%
Operating income8910117$199.4M in 2025
-$400.0M-$200.0M0$200.0M2019: -$171.6M-$171.6M20192020: -$273.9M-$273.9M2020+60%2021: -$784.0K-$784.0K2021−100%2022: -$76.8M-$76.8M2022+9690%2023: -$68.5M-$68.5M2023−11%2024: $129.1M$129.1M20242025: $199.4M$199.4M2025+55%
Net income8910117-$242.5M in 2025+54% since 2019
-$400.0M-$200.0M0$200.0M2019: -$157.6M-$157.6M20192020: -$348.8M-$348.8M2020+121%2021: -$135.8M-$135.8M2021−61%2022: -$86.2M-$86.2M2022−36%2023: $17.5M$17.5M20232024: $63.2M$63.2M2024+260%2025: -$242.5M-$242.5M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.7

Period ending2025-12-312024-12-312023-12-31
Net revenue$1.4B$1.3B$1.2B
Cost of sales$448.2M$400.0M$397.7M
Gross profit$939.9M$853.5M$755.8M
Selling, general, and administrative$548.8M$508.9M$502.7M
Research and development$185.8M$182.5M$193.8M
Impairment of long-lived assets$0$0$90.0M
Other operating expense$5.9M$33.0M$37.8M
Operating income (loss)$199.4M$129.1M-$68.5M
SNIA environmental liability expense-$365.6M$0$0
Interest expense-$49.3M-$63.1M-$58.9M
Loss on debt extinguishment-$2.7M-$25.5M$0
Foreign exchange and other income/(expense)-$2.7M$47.8M$46.1M
(Loss) income before income tax-$220.8M$88.3M-$81.2M
Income tax expense (benefit)$21.6M$25.1M-$98.9M
Loss from equity method investments-$51.0K-$18.0K-$104.0K
Net (loss) income-$242.5M$63.2M$17.5M
Basic (loss) income per share (in dollars per share)-$4.45$1.17$0.33
Diluted (loss) income per share (in dollars per share)-$4.45$1.16$0.32
Shares used in computing basic (loss) income per share (in shares)54.5M shares54.2M shares53.9M shares
Shares used in computing diluted (loss) income per share (in shares)54.5M shares54.6M shares54.2M shares

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Corporate structure

LivaNova sits at the top of its group. 35 entities, 28 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of LivaNova

  • LivaNova London, United Kingdom
    • Cyberonics Netherlands CV Subsidiary · Netherlands
    • LivaNova (China) Medical Technology Co. Ltd Subsidiary · China
    • LivaNova (Thailand) Ltd Subsidiary · Thailand
    • LivaNova Australia PTY Limited Subsidiary · Australia
    • LivaNova Austria GmbH Subsidiary · Austria
    • LivaNova Belgium N.V. Subsidiary · Belgium
    • LivaNova Brasil Comércio e Distribuição de Equipamentos Médico-hospitalares Ltda Subsidiary · Brazil
    • LivaNova Canada, Inc. Subsidiary · Canada
    • LivaNova Chile SpA Subsidiary · Chile
    • LivaNova Colombia Sas Subsidiary · Colombia
    • LivaNova Deutschland GmbH Subsidiary · Germany
    • LivaNova Espana, S.L. Subsidiary · Spain
    • LivaNova Finland Oy Subsidiary · Finland
    • LivaNova Holding S.r.l. Subsidiary · Italy
    • LivaNova Hong Kong Limited Subsidiary · Hong Kong
    • LIVANOVA INDIA PRIVATE LIMITED Subsidiary · Gurgaon, India
    • LivaNova IP Limited Subsidiary · United Kingdom
    • LivaNova Japan K.K. Subsidiary · Japan
    • LivaNova Malaysia Sdn. Bhd. Subsidiary · Malaysia
    • LivaNova Nederland N.V. Subsidiary · Netherlands
    • LivaNova Norway AS Subsidiary · Norway
    • LivaNova Plc (Italian Branch) Subsidiary · Italy
    • LivaNova Poland Sp. Z o.o. Subsidiary · Poland
    • LivaNova Regional Headquarter Company Subsidiary · Saudi Arabia
    • LivaNova Singapore Pte Ltd Subsidiary · Singapore
    • and 9 more

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What LivaNova reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$484.8M7 Dec 31, 2025$377.0M7 Dec 31, 2024+28.6%
Accumulated depreciation$242.2M7 Dec 31, 2025$206.8M7 Dec 31, 2024+17.1%
Property and equipment, net$242.6M7 Dec 31, 2025$170.3M7 Dec 31, 2024+42.5%
Operating-lease assets (leased space)$55.5M7 Dec 31, 2025$46.8M7 Dec 31, 2024+18.5%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$635.6M7 Dec 31, 2025$428.9M7 Dec 31, 2024+48.2%
Stakes in other companies (equity method)$6.8M7 Dec 31, 2025$3.7M7 Dec 31, 2024+83.3%
Long-term investments$20.3M7 Dec 31, 2025$25.1M7 Dec 31, 2024−19.1%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$792.8M7 Dec 31, 2025$750.0M7 Dec 31, 2024+5.7%
Intangible assets, net (excluding goodwill)$230.0M7 Dec 31, 2025$237.3M7 Dec 31, 2024−3.1%
Finite-lived intangibles, gross$314.9M7 Dec 31, 2025$289.6M7 Dec 31, 2024+8.7%
Accumulated amortization$196.9M7 Dec 31, 2025$164.4M7 Dec 31, 2024+19.8%
Finite-lived intangibles, net$118.0M7 Dec 31, 2025$125.3M7 Dec 31, 2024−5.9%

Inventory

ItemLatestA year beforeChange
Inventory, total$164.7M7 Dec 31, 2025$147.6M7 Dec 31, 2024+11.6%
Raw materials$75.8M7 Dec 31, 2025$71.9M7 Dec 31, 2024+5.4%
Work in process$12.9M7 Dec 31, 2025$12.3M7 Dec 31, 2024+4.5%
Finished goods$76.0M7 Dec 31, 2025$63.3M7 Dec 31, 2024+20.1%

Properties, in its own words

LivaNova’s principal executive office is located in the UK and is leased by the Company. LivaNova’s business segments are headquartered in the U.S. for Neuromodulation and in Italy for Cardiopulmonary. LivaNova has manufacturing facilities located in the U.S., Italy, Germany, Australia, and Brazil, and research facilities in the U.S. and Italy. The Company’s

manufacturing and research facilities total approximately 1.0 million square feet. The manufacturing and research facilities located in the U.S., Italy, and Brazil are owned by LivaNova. 44% of LivaNova’s manufacturing and research facilities by square feet are located within the U.S., 56% of LivaNova’s manufacturing and research facilities by square feet are owned by the Company, and the balance is leased.

The rest of Item 2

LivaNova also maintains 28 primary administrative offices in 20 countries. Most of these locations are leased. LivaNova is using substantially all of the Company’s currently available productive space to develop, manufacture, and market LivaNova’s products. LivaNova believes that all of its facilities are in good operating condition, suitable for their respective uses, and adequate for current needs.

Item 2 of the 10-K filed Feb 25, 2026.15

Leadership

Who has led LivaNova, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (35)

Products and brands

  • medical device

Listed on Wikidata.1

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Cyberonics Netherlands CV Netherlands6
  • LIVN Irishco 2 UC Ireland6
  • LivaNova (China) Medical Technology Co. Ltd China6
  • LivaNova (Thailand) Ltd Thailand6
  • LivaNova Australia PTY Limited Australia6
  • LivaNova Austria GmbH Austria6
  • LivaNova Belgium N.V. Belgium6
  • LivaNova Brasil Comércio e Distribuição de Equipamentos Médico-hospitalares Ltda Brazil6
  • LivaNova Canada, Inc. Canada6
  • LivaNova Chile SpA Chile6
  • LivaNova Colombia Sas Colombia6
  • LivaNova Deutschland GmbH Germany6
  • LivaNova Espana, S.L. Spain6
  • LivaNova Finland Oy Finland6
  • LivaNova Holding S.r.l. Italy6
  • LivaNova Hong Kong Limited Hong Kong6
  • LivaNova IP Limited United Kingdom6
  • LivaNova India Private Limited India6
  • LivaNova Japan K.K. Japan6
  • LivaNova Malaysia Sdn. Bhd. Malaysia6
  • LivaNova Nederland N.V. Netherlands6
  • LivaNova Norway AS Norway6
  • LivaNova Plc United Kingdom6
  • LivaNova Plc (Italian Branch) Italy6
All 35 listed subsidiaries
  • LivaNova Poland Sp. Z o.o. Poland6
  • LivaNova Regional Headquarter Company Saudi Arabia6
  • LivaNova SAS France6
  • LivaNova Singapore Pte Ltd Singapore6
  • LivaNova Site Management S.r.l. Italy6
  • LivaNova Switzerland SA Switzerland6
  • LivaNova Taiwan Co. Ltd Taiwan6
  • LivaNova Turkey Medikal Limited Sirketi Turkey6
  • LivaNova UK Limited United Kingdom6
  • Sorin Group Italia S.r.l. Italy6
  • Sorin Group Rus LLC Russia6

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Sand Holdco PlcApr 20, 2015 to Jun 12, 20155

Timeline

  1. Aug 5, 20268-K Results of operations66
  2. Jun 11, 20268-K Shareholder vote67
  3. May 6, 20268-K Results of operations68
  4. Feb 25, 20268-K Results of operations69
  5. Jan 14, 20268-K Executive or director change70
  6. Nov 5, 20258-K Results of operations71
  7. Sep 4, 20258-K Executive or director change72
  8. Aug 6, 20258-K Results of operations73
  9. Jun 11, 20258-K Executive or director change; Shareholder vote74
  10. May 21, 20258-K Regulation FD disclosure75
  11. May 7, 20258-K Results of operations76
  12. Mar 17, 20258-K Regulation FD disclosure77
  13. Mar 4, 2024New chief executive Vladimir Makatsaria becomes CEO16
  14. Dec 19, 2023New chief executive William A. Kozy becomes CEO17
  15. Nov 8, 2016New chief executive Damien McDonald becomes CEO18
  16. Oct 22, 2015New chief executive Andre Michel Ballester becomes CEO19
  17. 2015Founded Founded in London1

Calendar

Coming up

  1. Nov 4, 2026 · Before the openReports results for the quarter ending Sep/2026 A year earlier it reported $0.97 a share, on Nov 5, 2025.78

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results66
  2. May 6, 2026Reported quarterly or annual results68
  3. Feb 25, 2026Reported quarterly or annual results69
  4. Nov 5, 2025Reported quarterly or annual results71
  5. Aug 6, 2025Reported quarterly or annual results73
  6. May 7, 2025Reported quarterly or annual results76
  7. Feb 25, 2025Reported quarterly or annual results79
  8. Oct 30, 2024Reported quarterly or annual results80

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

323 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 60 major events, 162 insider forms, 20 large holders, 61 other. The latest 20:

  1. Sep 16, 20264 EDGAR
  2. Sep 14, 20264 EDGAR
  3. Sep 10, 2026144 EDGAR
  4. Sep 8, 20264 EDGAR
  5. Sep 4, 2026144 EDGAR
  6. Sep 2, 2026144 EDGAR
  7. Sep 2, 20264 EDGAR
  8. Sep 2, 20263 EDGAR
  9. Aug 31, 2026144 EDGAR
  10. Aug 13, 20264 EDGAR
  11. Aug 11, 2026144 EDGAR
  12. Aug 6, 2026SCHEDULE 13G EDGAR
  13. Aug 5, 2026IRANNOTICE EDGAR
  14. Aug 5, 202610-Q EDGAR
  15. Aug 5, 20263 EDGAR
  16. Aug 5, 20268-K EDGAR
  17. Jun 17, 20264 EDGAR
  18. Jun 17, 20264 EDGAR
  19. Jun 17, 20264 EDGAR
  20. Jun 17, 20264 EDGAR

The 323 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

25 open-market trades by officers, directors and large owners since October 2021: 1 buys and 24 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 10, 2026Bianchi FrancescoDirectorSale3,500$78.01$273.0KForm 4
Sep 4, 2026Story BrookeDirectorSale2,300$81.42$187.3KForm 4
Aug 31, 2026Bianchi FrancescoDirectorSale1,650$79.72$131.5KForm 4
Aug 11, 2026Tezel AhmetChief Innovation OfficerSale2,675$77.74$208.0KForm 4
Jun 15, 2026Bianchi FrancescoDirectorSale1,200$80.19$96.2KForm 4
May 26, 2026Bianchi FrancescoDirectorSale1,800$75.75$136.3KForm 4
Nov 18, 2025Story BrookeDirectorSale250$53.94$13.5KForm 4
Aug 25, 2025Bianchi FrancescoDirectorSale1,500$56.50$84.8KForm 4
Dec 11, 2024Bianchi FrancescoDirectorSale1,250$50.99$63.7KForm 4
Sep 11, 2024Bianchi FrancescoDirectorSale1,500$46.58$69.9KForm 4
Jun 3, 2024Moore Daniel JeffreyDirectorSale56,623$60.12$3.4MForm 4
Mar 30, 2023McDonald DamienCEOSale2,220$42.55$94.5KForm 4
Dec 15, 2022McDonald DamienCEOSale2,220$54.56$121.1KForm 4
Apr 1, 2022Moore Daniel JeffreyDirectorSale1,000$83.42$83.4KForm 4
Mar 29, 2022McDonald DamienCEOSale2,784$81.50$226.9KForm 4
Mar 2, 2022Moore Daniel JeffreyDirectorSale1,000$80.00$80.0KForm 4
Feb 25, 2022Moore Daniel JeffreyDirectorSale1,000$80.00$80.0KForm 4
Jan 3, 2022Moore Daniel JeffreyDirectorSale1,000$85.93$85.9KForm 4
Dec 13, 2021McDonald DamienCEOSale2,784$81.50$226.9KForm 4
Dec 1, 2021Moore Daniel JeffreyDirectorSale1,000$81.73$81.7KForm 4

All 25 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

SEC filer profile

How LivaNova is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARLivaNova PLC2
  • CIK0001639691
  • Employer ID (EIN)98-126815015
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company15
  • Incorporated inEngland and Wales15
  • Fiscal year endsDecember 312
  • Industry code (SIC)3845 Electromedical & Electrotherapeutic Apparatus2
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance2
  • Business address5220 Valiant Court, Gloucester Business Park, Gloucester, United Kingdom2
  • Phone44020332506602
  • Shares outstanding55,093,507 as of Jul 29, 202613
  • Public float$2.5B as of Jun 30, 202515
  • AuditorPricewaterhouseCoopers LLP, Houston, Texas PCAOB ID 238; it also attests to the company’s internal control over financial reporting15
  • On EDGAR sinceApr 20, 20152
  • Filings950 in all: 4 (474), 8-K (166), 3 (48), SC 13G/A (36), 10-Q (34), IRANNOTICE (29), 144 (16), 3/A (14)2
    All 37 form types

    4/A (14), DEFA14A (13), DEF 14A (11), SC 13G (11), SD (11), 10-K (10), UPLOAD (9), CORRESP (8), SCHEDULE 13G/A (7), S-8 (6), 8-K/A (5), ARS (4), PRE 14A (3), S-4/A (3), 10-K/A (2), 424B2 (2), NT 10-K (2), 10-KT (1), 10-KT/A (1), 10-Q/A (1), 424B3 (1), 8-K12B (1), 8-K12B/A (1), DEFR14A (1), EFFECT (1), NT 10-Q (1), S-3ASR (1), S-4 (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Feb 25, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Apr 29, 2026
    Latest 8-K (8-K) Aug 5, 2026

Securities registered for trading

ClassSymbolExchange
Ordinary Shares - £1.00 par value per shareLIVNThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Feb 25, 2026 (Section 12(b) of the Exchange Act).15

Risk factors and legal proceedings

The risks LivaNova names in Item 1A of its 10-K filed Feb 25, 2026: 34 risks under these headings, as written.15

  • Risks Relating to the Company’s Business and Operations
  • LivaNova is subject to the risks of conducting business globally.
  • Changes in global trade policies, including the imposition of tariffs, trade restrictions, export controls, sanctions, or other protectionist or retaliatory measures by the U.S. or other jurisdictions, may adversely affect LivaNova’s business, financial condition, and results of operations.
  • Reductions and interruptions in LivaNova’s supply chain have had, and may continue to have, adverse effects on LivaNova’s business, results of operations, cash flows, and financial condition.
  • Failure to protect, maintain, or upgrade LivaNova’s IT systems or products, or safeguard against cybersecurity incidents, service disruptions, or data corruption could have a material adverse effect on LivaNova’s business, results of operations, financial condition and reputation.
  • The costs of complying with the requirements of U.S. federal and state and international laws and regulations pertaining to the privacy and security of personal information, including health-related information, and the potential liability associated with failure to comply with such laws and regulations, could have a material adverse effect on LivaNova’s business and results of operations.
  • The global medical device industry is highly competitive, and LivaNova may be unable to compete effectively.
  • The incorporation and use of AI technologies may present risks and challenges that could adversely affect LivaNova’s business, operations, and reputation.
  • If LivaNova’s investments, alliances, acquisitions, or divestitures are unsuccessful, the Company may not realize the intended benefits.
  • The continuing development of many of LivaNova’s products depends upon the Company maintaining appropriate working relationships with healthcare professionals.
  • Quality issues with LivaNova’s processes, products, and services could harm the Company’s reputation for producing high-quality products and erode LivaNova’s competitive advantage, revenue, and market share.
  • If LivaNova’s marketed medical devices are defective or otherwise pose safety risks, the FDA and similar non-U.S. governmental authorities could require their recall or initiate an enforcement action, or LivaNova could initiate a recall of the Company’s products or stop sales of products voluntarily.
The other 23 risks
  • Failure to comply with U.S. and international product-related regulatory requirements could have a material adverse effect on LivaNova’s business, results of operations, cash flows, and financial condition.
  • LivaNova’s success depends on its employees and the Company’s ability to attract and retain employees, succession plan, and successfully negotiate with local works councils.
  • LivaNova’s products are subject to complex laws and regulations, and failure to obtain or maintain product approvals, clearance, or reimbursement may have a material adverse effect on LivaNova’s business, results of operations, cash flows, and financial condition.
  • Global healthcare policy changes may have a material adverse effect on LivaNova’s business, results of operations, financial condition, and cash flows.
  • Failure to comply with rules relating to reimbursement of healthcare goods and services, healthcare fraud and abuse, false claims, and other applicable laws or regulations may subject LivaNova to penalties and limit patient access to its devices, thereby adversely impacting the Company’s reputation and business operations.
  • Failure to comply with anti-bribery laws could have a material adverse effect on LivaNova’s business and result in civil and/or criminal sanctions.
  • The impact of pending or existing climate change may have a material adverse effect on LivaNova’s future operations.
  • LivaNova may incur impairments of intangible assets, goodwill, and other long-lived assets that may adversely affect the Company’s financial results.
  • Public health crises have had, and may continue to have, an adverse effect on LivaNova’s business, results of operations, cash flows, and financial condition, the nature and extent of which are uncertain and unpredictable.
  • Shareholder activism and increased investor engagement could divert management’s attention, disrupt the Company’s operations, and adversely affect the business and share price.
  • Legal, Regulatory, and Compliance Risks
  • As a manufacturer of medical devices, LivaNova is exposed to product liability claims that could adversely affect its consolidated financial condition and tarnish the Company’s reputation.
  • LivaNova is subject to heightened scrutiny on issues relating to sustainability, including environmental and sustainability laws and regulations, and the risk of environmental liabilities, violations, and litigation in multiple jurisdictions, any of which could have a material adverse effect on LivaNova’s reputation, business, results of operations, cash flows, financial condition, and liquidity.
  • LivaNova is substantially dependent on patent and other proprietary rights, and failing to protect such rights or to be successful in litigation related to LivaNova’s rights or the rights of others may result in the Company’s payment of significant monetary damages and/or royalty payments, negatively impact LivaNova’s ability to sell current or future products, or prohibit the Company from enforcing its patent and other proprietary rights against others.
  • Inadequate funding for U.S. federal government agencies and government shutdowns could negatively affect LivaNova’s business, results of operations, cash flows, and financial condition.
  • Risks Related to LivaNova’s Indebtedness
  • LivaNova may not have sufficient cash flow from its business operations to pay when due, or be able to raise the funds necessary to pay when due, amounts owed with respect to LivaNova’s indebtedness, which could adversely affect LivaNova’s business and results of operations.
  • The conditional conversion feature of the 2029 Notes, if triggered, may adversely affect LivaNova’s liquidity and operating results.
  • The effective interest rate of the 2029 Notes is significantly greater than the stated interest rate, which may result in volatility to the Company’s reported interest expense and financial results and could adversely affect the price at which LivaNova’s ordinary shares trade.
  • The arbitrage or hedging strategy by purchasers of the 2029 Notes and Option Counterparties in connection with LivaNova’s 2029 Capped Calls may affect the value of LivaNova’s ordinary shares.
  • LivaNova is subject to counterparty risk with respect to the 2029 Capped Calls.
  • Risks Relating to Tax and LivaNova’s Jurisdiction of Incorporation
  • LivaNova is incorporated in England and Wales and governed by their laws, which may afford less protection to shareholders than under U.S. laws.
  • Changes in tax laws or exposure to additional income tax liabilities could have a material adverse effect on LivaNova’s results of operations and financial condition.
  • As a public limited company incorporated under the laws of England and Wales, certain LivaNova capital structure decisions require shareholder approval, which may limit the Company’s flexibility to manage its capital structure.
  • Transfers of LivaNova’s shares, other than those effected by means of the transfer of book-entry interests in DTC, may be subject to UK Stamp Duty or SDRT.

Legal proceedings

Information pertaining to certain material pending legal and regulatory proceedings and settlements is incorporated herein by reference to “Note 11. Commitments and Contingencies” in LivaNova’s consolidated financial statements and accompanying notes, beginning on page F-1 of this Report, and should be considered an integral part of “Part I, Item 3. Legal Proceedings” of this Report.

The opening of Item 3, Legal Proceedings.15

Sources

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