8-K

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): September 12, 2023

Enovis Corporation

(Exact name of registrant as specified in its charter)

Delaware	001-34045	54-1887631
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2711 Centerville Road, Suite 400

Wilmington, DE 19808

(Address of principal executive offices) (Zip Code)

(302) 252-9160

(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 (see General Instruction A.2. below):

☐ 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, par value $0.001 per share	ENOV	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 checkmark 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 7.01 Regulation FD Disclosure.

As previously announced, Enovis Corporation’s Chair and Chief Executive Officer, Matt Trerotola, and Chief Financial Officer, Ben Berry, will present at the Baird Global Healthcare Conference on Tuesday, September 12, 2023. The presentation is scheduled to begin at 8:30 a.m. ET.

A link to the live webcast presentation will be available on www.enovis.com. A link to a replay of the presentation will also be available on the Enovis website later in the day.

A copy of the presentation materials is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished to the Securities and Exchange Commission (“SEC”) and shall not be deemed to be incorporated by reference into any of Enovis’ filings with the SEC under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

(d)    Exhibits

99.1	Presentation dated September 12, 2023
104	Cover Page Interactive Data File – The cover page from this Current Report on Form 8-K is formatted in Inline XBRL

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.

Date: September 12, 2023

ENOVIS CORPORATION
By:	/s/ Phillip B. Berry
Name:	Phillip B. Berry
Title:	Senior Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1 Matt Trerotola Chief Executive Officer Ben Berry Chief Financial Officer

Forward-looking Statements Non-GAAP Financial Information This presentation includes forward-looking statements, including Enovis has provided in this presentation financial information that has not been prepared in accordance with accounting forward-looking statements within the meaning of the U.S. Private principles generally accepted in the United States of America (“non-GAAP”). These non-GAAP financial measures may Securities Litigation Reform Act of 1995. Such forward-looking include one or more of the following: adjusted net income from continuing operations, adjusted net income per diluted statements include, but are not limited to, statements concerning Enovis’ share from continuing operations, adjusted EBITDA (earnings before interest, taxes, depreciation and amortization), adjusted EBITDA margin and organic sales growth. Adjusted net income from continuing operations and adjusted net plans, goals, objectives, outlook, expectations and intentions, and other statements that are not historical or current fact. Forward-looking income per diluted share from continuing operations exclude restructuring and other charges, European Union Medical statements are based on Enovis’ current expectations and involve risks Device Regulation (“MDR”) and other costs, amortization of acquired intangibles, inventory step-up costs, strategic and uncertainties that could cause actual results to differ materially from transaction costs, debt extinguishment charges, insurance settlement gain, gains and losses on the Company’s those expressed or implied in such forward-looking statements. Factors investments, stock compensation costs and other income. Adjusted net income adjusts interest expense for periods prior to 2023 to reflect pro forma interest from the Company’s term loan facility under the Company’s current capital that could cause Enovis’ results to differ materially from current expectations include, but are not limited to, risks related to the impact of structure after giving effect to the completing of the refinancing transactions in connection with the Separation, and it the COVID-19 global pandemic; the war in Ukraine and escalating includes the tax effect of adjusted pre-tax income at applicable tax rates and other tax adjustments. Enovis also presents geopolitical tensions as a result of Russia’s invasion of Ukraine; adjusted net income margin from continuing operations, which is subject to the same adjustments as adjusted net macroeconomic conditions, including the impact of increasing income from continuing operations. Adjusted EBITDA represents operating income from continuing operations excluding restructuring and other charges, MDR and other costs, strategic transaction costs, stock-based compensation costs, inflationary pressures; supply chain disruptions; increasing energy costs and availability concerns, particularly in the European market; the depreciation and amortization, amortization of acquired intangibles, insurance settlement gain, and inventory step up impacts of the completed spin-off of ESAB Corporation into an costs. Enovis presents adjusted EBITDA margin, which is subject to the same adjustments as adjusted EBITDA. Organic independent publicly traded company (the “Separation”); the potential to sales growth excludes the impact of acquisitions and foreign exchange rate fluctuations. Sales per day growth includes incur significant liability if the Separation is determined to be a taxable the same adjustments as Organic sales growth and adjusts for the number of selling days in the period. These non-GAAP financial measures assist Enovis management in comparing its operating performance over time because certain items transaction; the ability to realize the anticipated benefits of the Separation, the financial and operating performance of the Company may obscure underlying business trends and make comparisons of long-term performance difficult, as they are of a following the Separation; other impacts on Enovis’ business and ability to nature and/or size that occur with inconsistent frequency or relate to discrete restructuring plans that are fundamentally execute business continuity plans; and the other factors detailed in different from the ongoing productivity improvements of the Company. Enovis management also believes that presenting Enovis’ reports filed with the U.S. Securities and Exchange Commission these measures allows investors to view its performance using the same measures that the Company uses in evaluating its financial and business performance and trends. Non-GAAP financial measures should not be considered in isolation (the “SEC”), including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q under the caption “Risk from, or as a substitute for, financial information calculated in accordance with GAAP. Investors are encouraged to Factors,” as well as the other risks discussed in Enovis’ filings with the review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures. A SEC. In addition, these statements are based on assumptions that are reconciliation of non-GAAP financial measures presented above to GAAP results has been provided in the financial tables subject to change. This presentation speaks only as of the date hereof. included in this presentation. Enovis does not provide reconciliations of adjusted EBITDA or adjusted earnings per share on a forward-looking basis to the closest GAAP financial measures, as such information is not available without Enovis disclaims any duty to update the information herein. unreasonable efforts on a forward-looking basis due to uncertainties regarding, and the potential variability of, reconciling items excluded from these measures. These items are uncertain, depend on various factors, and could have a material impact on GAAP reported results for the guidance period. © 2023 Enovis Corporation 2

Enovis: An Innovation and Growth driven MedTech company Financial Profile – 2023 Guidance Strategic Financial Goals Sales aEBITDA High Single Digit Growth $1.7B $262-270mm DD Reconstructive (Recon) + MSD Prevention & Recovery (P&R) growth Sales Mix by Geography & Segment $2B+ in Sales by 2024 ROW 5% Increasing scale through organic and inorganic sales Europe Recon 27% P&R 36% >+50 bps of annual aEBITDA 64% United States 68% improvement Clear path to >20% adjusted EBITDA margins Enovis has sustainable capabilities to outgrow its markets © 2023 Enovis Corporation 3

Addressing a Large and Attractive Market Enovis competes in half of the $53B Market Growth Trends Provide Runway Orthopedics market and “touches” nearly all Est. Market Growth Rate Our Recon served markets ~4% $48B $5B Aging but active population, Knee 9 rising obesity 3-4% Hip 8 Extremities 3 7-8% Transitioning to outpatient care Trauma 7 3-4% Sports Medicine 6 6-7% Our P&R served Spine 10 Innovation improving the 3-4% markets quality of care Biologics 5 2-3% Prevention & Surgical Implants Rehabilitation (P&R) and Instrumentation Well-positioned in the market with strong long-term growth drivers © 2023 Enovis Corporation Source: Orthoworld 2021 Orthopedic Industry Annual Report, public company filings, Wall Street research, Forbes. 4

Established Brands and Accelerating Innovation Reconstructive Segment Prevention & Recovery Segment Foot & Ankle Footcare Other Shoulder ~$0.6B Recovery Bracing ~$1.1B 1 TTM 1 Sciences TTM Hip Knee #1 #1 #2 #3 DD Globally Globally In Bone In US Organic Growth in Bracing in Rehab Stimulation Shoulder ® ® ® ® ® ® DonJoy Aircast Chattanooga LiteCure AltiVate EMPOWR Dual Mobility™ EMPOWR 3D DynaNail™ Market leading position in P&R and Fast-Growing Recon products 1: Trailing 12 months: 6/30/23 ENOV as reported YTD revenues plus 6 months ended 12/31/2022 © 2023 Enovis Corporation 5

Uniquely Positioned Across Full Ortho Care Continuum PREVENTION REPAIR RECOVERY PERFORMANCE PREVENTION SURGICAL RECOVERY REHAB • Athletic braces• Off-loading braces• Shoulders• Post-op braces• Electrotherapy • Back braces• Walker boots • Muscle stimulation• Knees• Laser therapy • Cold therapy• Cold therapy • Hips• Heat/cold therapy • Foot/Ankle• Traction devices • Brand leverage with hospitals, surgeons, clinicians, patients STRATEGIC• Digital workflow solutions for clinics ADVANTAGES• Connected medicine solutions for patient journey • Full “episode of care” partner to ambulatory surgery centers (ASC) Broad and deep market access and technology for strategic advantage © 2023 Enovis Corporation 6

Expanding Margins with Clear Strategy & Business System aEBITDA Margin (%) Margin Drivers >50bps per year • Mix benefits generated by growth in Recon • Scale and synergy from recent acquisitions • Operating leverage from growth, productivity, and disciplined price/cost management 2022 Mix Acquisition Operating Future Scale Leverage Continuous margin improvement leveraging growth and EGX business system © 2023 Enovis Corporation 7

Robust M&A Opportunities to Accelerate Growth Expand Expand along Redefine boundaries Continuum of Care Enter Logical Clinic- Based Adjacencies Extend Build out from core Expand Geographically Add High-Growth / Apply Technology in High-Margin P&R Other Markets Build around Healthcare Provider Add Digital Solutions Fill Product Line Gaps Enter High-Growth Expand Channels Recon Sub-Segments Excel Win in the core Acquisition Criteria • Fuels growth• Accelerates strategy• Creates scale • Improves gross margin• Expands market reach © 2023 Enovis Corporation 8

Recent Recon Acquisitions Enhancing Growth Profile Recon Extremities Foot & Ankle Platform Globalization Expansion 1 Pre- 2023e Established a strong portfolio across Foot & Ankle Acquisition (Yr. 2) Growth MSD DD Gross ~55% ~60% Margin aEBITDA HSD High Teens Margin • Globalized surgical business in mid 2021 • 5 acquisitions with a global run rate of~$100mm sales/yr exiting ’23 • AltiVate® and EMPOWR® synergy momentum building • 17% organic YTD sales growth, EBITDA margins from ~0% to DD • Scale and productivity will drive EBITDA to mid-20s+ • Great momentum for strong DD growth & margin scaling to mid-20s Strong balance sheet, low net leverage with ~$1B in M&A capacity © 2023 Enovis Corporation 9 1: Excludes corporate allocation

Full Year 2023 Outlook February May August Comments Organic Sales Growth 5-6% (cc) 6-7% (cc) 7-7.5% (cc) • Increased full year growth and profit outlook aEBITDA $255-$265mm $259-$267mm $262-$270mm • Sales outlook including recent ~$85mm ~$85mm ~$85mm Depreciation acquisitions: • ~$1.7b total Enovis sales ~$23mm ~$23mm ~$23mm Interest Expense • ~1% FY growth from acquisitions (~2% in the second half) Effective Tax Rate ~20% ~20% ~20% • Assumes latest FX rates hold aEPS $2.15-$2.30 $2.18-$2.32 $2.22-$2.36 • ~1-2% sales benefit in the second half Improving sales, profit and earnings guidance based on strong performance © 2023 Enovis Corporation 10

XML

Document and Entity Information	Sep. 12, 2023
Cover [Abstract]
Entity Registrant Name	Enovis CORP
Amendment Flag	false
Entity Central Index Key	0001420800
Document Type	8-K
Document Period End Date	Sep. 12, 2023
Entity Incorporation State Country Code	DE
Entity File Number	001-34045
Entity Tax Identification Number	54-1887631
Entity Address, Address Line One	2711 Centerville Road
Entity Address, Address Line Two	Suite 400
Entity Address, City or Town	Wilmington
Entity Address, State or Province	DE
Entity Address, Postal Zip Code	19808
City Area Code	(302)
Local Phone Number	252-9160
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, par value $0.001 per share
Trading Symbol	ENOV
Security Exchange Name	NYSE
Entity Emerging Growth Company	false