nuva-20230630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________________

Form 10-Q

___________________________________________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the quarterly period ended June 30, 2023


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from to

Commission File Number: 000-50744

NUVASIVE, INC.

(Exact name of registrant as specified in its charter)


Delaware			33-0768598
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

12101 Airport Way

Broomfield, CO 80021

(Address of principal executive offices)

(800) 455-1476

(Registrant’s telephone number, including area code)

___________________________________________________

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, par value $0.001 per share	NUVA	The NASDAQ Stock Market LLC (NASDAQ Global Select Market)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period than the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of July 31, 2023, there were 52,449,167 shares of the registrant’s common stock (par value $0.001 per share) outstanding.

NuVasive, Inc.

Quarterly Report on Form 10-Q

June 30, 2023


PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Consolidated Balance Sheets	3
	Consolidated Statements of Operations	4
	Consolidated Statements of Comprehensive Income	5
	Consolidated Statements of Equity	6
	Consolidated Statements of Cash Flows	8
	Notes to Unaudited Consolidated Financial Statements	10
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	43
Item 4.	Controls and Procedures	45

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	46
Item 1A.	Risk Factors	46
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	46
Item 3.	Defaults Upon Senior Securities	46
Item 4.	Mine Safety Disclosures	46
Item 5.	Other Information	46
Item 6.	Exhibits	47

SIGNATURES		48

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

NUVASIVE, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except par value data)


	June 30, 2023		December 31, 2022
ASSETS	(unaudited)
Current assets:
Cash and cash equivalents	$	80,718	$	248,663
Accounts receivable, net of allowances of $21,413 and $19,601, respectively	267,105		249,373
Inventory, net	350,805		338,601
Prepaid income taxes	8,566		7,118
Prepaid expenses and other current assets	21,060		21,457
Total current assets	728,254		865,212
Property and equipment, net	360,433		346,510
Intangible assets, net	169,848		184,289
Goodwill	638,428		639,663
Operating lease right-of-use assets	92,160		95,112
Deferred tax assets	75,825		68,273
Restricted cash and investments	1,494		1,494
Other assets	23,108		23,952
Total assets	$	2,089,550	$	2,224,505
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	118,809	$	120,333
Contingent consideration liabilities	35,158		66,975
Accrued payroll and related expenses	49,867		58,448
Operating lease liabilities	10,785		10,019
Income tax liabilities	17,958		12,217
Short-term borrowings	350,000		—
Senior convertible notes	—		448,056
Total current liabilities	582,577		716,048
Long-term senior convertible notes	445,540		444,202
Deferred and other tax liabilities	15,980		13,088
Operating lease liabilities	99,823		103,806
Contingent consideration liabilities	35,951		63,640
Other long-term liabilities	17,136		14,831
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value; 5,000 shares authorized, none outstanding	—		—
Common stock, $0.001 par value; 150,000 shares authorized at June 30, 2023 and December 31, 2022; 59,324 shares issued and 52,449 outstanding at June 30, 2023; 58,939 shares issued and 52,134 outstanding at December 31, 2022	63		63
Additional paid-in capital	1,487,698

SEC Form 10-Q filed by NuVasive Inc.