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0001877184false00-000000000018771842025-09-112025-09-11

 

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 11, 2025

 

 

KESTRA MEDICAL TECHNOLOGIES, LTD.

(Exact name of Registrant as Specified in Its Charter)

 

 

Bermuda

001-42549

Not Applicable

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

3933 Lake Washington Blvd NE

Suite 200

 

Kirkland, Washington

 

98033

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (425) 279-8002

 

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:

 

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 Shares, par value $1.00 per share

 

KMTS

 

The Nasdaq Stock Market LLC

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 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. ☐

 


Item 2.02 Results of Operations and Financial Condition.

On September 11, 2025, Kestra Medical Technologies, Ltd. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended July 31, 2025. A copy of the press release, dated September 11, 2025, is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.

The foregoing information in this Item 2.02 (including Exhibit 99.1 attached hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any registration statement or any other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

 

Exhibit

Number

Description

99.1

 

Press Release of Kestra Medical Technologies, Ltd., dated September 11, 2025

104

 

Cover Page Interactive Data File, 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.

Kestra Medical Technologies, Ltd.

Date: September 11, 2025

By:

/s/ Brian Webster

Name:

Brian Webster

Title:

President and Chief Executive Officer

 


EX-99.1 2 ck0001877184-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

img39479847_0.jpg

Kestra Medical Technologies Reports First Quarter Fiscal 2026 Financial Results

KIRKLAND, Wash., September 11, 2025 (GLOBE NEWSWIRE) — Kestra Medical Technologies, Ltd. (Nasdaq: KMTS), a wearable medical device and digital healthcare company, today reported financial results for the first quarter fiscal 2026, which ended July 31, 2025.

Financial Highlights

Generated revenue of $19.4 million in Q1 FY26, an increase of 52% compared to the prior year period.
Expanded gross margin to 45.7% in Q1 FY26 compared to 32.9% in the prior year period.
Increased FY26 revenue guidance to $88 million, representing growth of 47% compared to FY25.

“We had a strong start to fiscal 2026, with our sustained commercial momentum generating revenue growth of over 50% in the first quarter,” said Brian Webster, President and CEO. “We also continued to make progress on several key operational objectives, including growing the commercial organization, enhancing our revenue cycle management capabilities, and expanding gross margin. As we progress on our journey to category leadership, we remain focused on both market share capture and growing the wearable defibrillator market, while executing on our commitments to patients and their prescribers.”

First Quarter Fiscal 2026 Financial Results

Total revenue was $19.4 million, an increase of 52% compared to the prior year period.
4,205 prescriptions were written for the ASSURE® system, an increase of 51% compared to the prior year period.
Revenue growth was driven by higher market share with existing customers and activation of new accounts. Revenue also benefited from a higher mix of in-network patients and improvements in revenue cycle management capabilities.
Gross profit was $8.9 million compared to $4.2 million in the prior year period.
Gross margin expanded to 45.7% compared to 32.9% in the prior year period, driven by volume leverage and a higher mix of in-network patients.
GAAP operating expenses were $37.7 million and included $2.9 million of non-recurring new public company costs. GAAP operating expenses were $22.6 million in the prior year period.
Excluding non-recurring new public company costs and share-based compensation expense, operating expenses were $30.3 million in Q1 FY26. The increase was attributable to growth in expenses related to commercial and revenue cycle resources.
GAAP net loss and comprehensive loss was $25.8 million compared to GAAP net loss and comprehensive loss of $20.3 million in the prior year period.
Adjusted EBITDA* loss was $19.4 million compared to an adjusted EBITDA loss of $15.7 million in the prior year period.
Cash and cash equivalents totaled $201.2 million as of July 31, 2025.

*Adjusted EBITDA is a non-GAAP financial measure. See “Use of Non-GAAP Financial Measures” below for additional information. A reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure is included in this press release.

Fiscal Year 2026 Revenue Guidance

Kestra is increasing its FY26 revenue guidance to $88 million, representing growth of 47% compared to FY25. This compares to prior FY26 revenue guidance of $85 million.

Webcast and Conference Call

Kestra will host a conference call today at 4:30 p.m. ET to discuss first quarter fiscal 2026 financial results. A live and archived webcast of the event will be available in the “Events” section of the investor relations website.


Use of Non-GAAP Financial Measures

This press release contains certain financial information that is not presented in conformity with U.S. generally accepted accounting principles (“GAAP”), including Adjusted EBITDA. The non-GAAP financial measures are provided as supplemental information to Kestra’s financial measures presented in this press release that are calculated and presented in accordance with GAAP.

Adjusted EBITDA, which is calculated as net income (loss), as adjusted to exclude other income/expense (including interest), income tax expense (benefit), depreciation and amortization expense, share-based compensation expense, and non-recurring new public company costs, is presented because management believes it allows investors to view the Company’s performance in a manner similar to the method used by management to evaluate the Company’s performance for both strategic and annual operating planning. Management believes that in order to properly understand short-term and long-term financial trends, it is helpful for investors to understand the impact of the items excluded from the calculation of Adjusted EBITDA, in addition to considering the Company’s GAAP financial measures. The excluded items vary in frequency and/or impact on our results of operations and management believes that the excluded items are not reflective of our ongoing core business operations and financial condition. Excluding such items allows investors and analysts to compare our operating performance to other companies in our industry and to compare our period-over-period results.

The non-GAAP financial measures used by Kestra may not be the same or calculated in the same manner as those used and calculated by other companies. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for Kestra’s financial results prepared and reported in accordance with GAAP. We urge investors to review the reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures included in this press release, and not to rely on any single financial measure to evaluate our business. A reconciliation of Adjusted EBITDA reported in this press release to the most comparable GAAP measure for the respective periods appears in the table captioned “Reconciliation of GAAP Net Income (Loss) to Adjusted EBITDA” later in this release. Within the accompanying financial tables presented, certain columns and rows may not add due to the use of rounded numbers.

Forward-Looking Statements

Except where otherwise noted, the information contained in this press release is as of September 11, 2025. Statements in this press release and on the related teleconference that express a belief, expectation or intention, as well as those that are not historical fact, are forward-looking statements. Except as required by law, the Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about, among other topics, our anticipated operating and financial performance, including financial guidance and projections; business plans, strategy, goals and prospects; and expectations for our products. Given their forward-looking nature, these statements involve substantial risks, uncertainties and potentially inaccurate assumptions, and we cannot ensure that any outcome expressed in these forward-looking statements will be realized in whole or in part. You can identify these statements by the fact that they use future dates or use words such as “will,” “may,” “could,” “likely,” “ongoing,” “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “assume,” “target,” “forecast,” “guidance,” “goal,” “objective,” “aim,” “seek,” “potential,” “hope” and other words and terms of similar meaning. Kestra’s financial guidance is based on estimates and assumptions that are subject to significant uncertainties. Among the factors that could cause actual results to differ materially from past results and future plans and projected future results are the following: risks related to our limited operating history and history of net losses; our ability to successfully achieve substantial market adoption of our products; competitive pressures; our ability to adapt our manufacturing and production capacities to evolving patterns of demand, governmental actions and customer trends; product defects or complaints and related liability; our ability to obtain and maintain adequate coverage and reimbursement levels for our products; our ability to comply with changing laws and regulatory requirements and resulting costs; our dependence on a limited number of suppliers; and other risks and uncertainties, including those described under the heading “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended April 30, 2025 and other filings filed or to be filed with the U.S. Securities and Exchange Commission (“SEC”). These filings, when made, are available on the Investor Relations section of our website at https://investors.kestramedical.com/ and on the SEC’s website at https://sec.gov/.

About Kestra

Kestra Medical Technologies, Ltd. is a commercial-stage wearable medical device and digital healthcare company focused on transforming patient outcomes in cardiovascular disease using monitoring and therapeutic intervention technologies that are intuitive, intelligent, and connected. For more information, visit www.kestramedical.com.

Investor contact

Neil Bhalodkar

neil.bhalodkar@kestramedical.com

 


KESTRA MEDICAL TECHNOLOGIES, LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

 

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

Three Months Ended July 31,

 

 

 

2025

 

 

2024

 

 

 

 

 

 

 

 

Revenue

 

$

19,371

 

 

$

12,782

 

Cost of revenue

 

 

10,520

 

 

 

8,582

 

Gross profit

 

 

8,851

 

 

 

4,200

 

Operating expenses:

 

 

 

 

 

 

Research and development

 

 

4,001

 

 

 

3,404

 

Selling, general and administrative

 

 

33,728

 

 

 

19,227

 

Total operating expenses

 

 

37,729

 

 

 

22,631

 

Loss from operations

 

 

(28,878

)

 

 

(18,431

)

Other expense (income):

 

 

 

 

 

 

Interest expense

 

 

1,912

 

 

 

1,874

 

Interest income

 

 

(2,167

)

 

 

(37

)

Other expense (income)

 

 

(2,830

)

 

 

48

 

Net loss before provision for income taxes

 

 

(25,793

)

 

 

(20,316

)

Provision for income taxes

 

 

33

 

 

 

7

 

Net loss and comprehensive loss

 

 

(25,826

)

 

 

(20,323

)

Net loss attributable to non-controlling interest

 

 

 

 

 

(439

)

Net loss and comprehensive loss attributable to Kestra Medical Technologies, Ltd.

 

 

(25,826

)

 

 

(19,884

)

Less: Undeclared preferred stock dividends

 

 

 

 

 

2,383

 

Net loss attributable to common shareholders, basic and diluted

 

$

(25,826

)

 

$

(22,267

)

 

 

 

 

 

 

 

Net loss per share attributable to common shareholders, basic and diluted

 

$

(0.50

)

 

$

(1.12

)

Weighted-average shares of common shares outstanding, basic and diluted

 

 

51,304,599

 

 

 

19,885,382

 

 

RECONCILIATION OF GAAP NET LOSS AND COMPREHENSIVE LOSS TO ADJUSTED EBITDA

 

(in thousands)

(unaudited)

 

 

 

Three Months Ended July 31,

 

 

 

2025

 

 

2024

 

 

 

 

 

 

 

 

GAAP Net loss and comprehensive loss

 

$

(25,826

)

 

$

(20,323

)

Non-GAAP Adjustments:

 

 

 

 

 

 

Interest expense

 

 

1,912

 

 

 

1,874

 

Interest income

 

 

(2,167

)

 

 

(37

)

Other expense (income)

 

 

(2,830

)

 

 

48

 

Provision for income taxes

 

 

33

 

 

 

7

 

Depreciation expense

 

 

2,028

 

 

 

2,375

 

Share-based compensation expense

 

 

4,579

 

 

 

377

 

Non-recurring new public company costs

 

 

2,866

 

 

 

 

Adjusted EBITDA

 

$

(19,405

)

 

$

(15,679

)

 


KESTRA MEDICAL TECHNOLOGIES, LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

July 31,

 

 

April 30,

 

 

 

2025

 

 

2025

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

201,214

 

 

$

237,595

 

Accounts receivable, net

 

 

9,246

 

 

 

8,081

 

Disposable medical equipment supplies

 

 

6,802

 

 

 

6,572

 

Prepaid expenses and other current assets

 

 

3,429

 

 

 

3,080

 

Total current assets

 

 

220,691

 

 

 

255,328

 

 

 

 

 

 

 

 

Right-of-use assets

 

2,046

 

 

 

2,078

 

Deposits

 

 

1,787

 

 

 

2,021

 

Restricted cash

 

 

334

 

 

 

334

 

Property and equipment, net

 

 

40,376

 

 

 

34,830

 

Other long-term assets

 

 

1,062

 

 

 

1,153

 

Total assets

 

$

266,296

 

 

$

295,744

 

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable

 

$

18,570

 

 

$

23,961

 

Accrued liabilities

 

 

13,650

 

 

 

13,829

 

Operating lease liabilities, current portion

 

 

36

 

 

 

187

 

Total current liabilities

 

 

32,256

 

 

 

37,977

 

 

 

 

 

 

 

 

Operating lease liabilities, net of current portion

 

 

3,067

 

 

 

3,026

 

Warrant liabilities

 

 

5,188

 

 

 

8,097

 

Other long-term liabilities

 

 

140

 

 

 

140

 

Long-term debt, net

 

 

41,486

 

 

 

41,098

 

Total liabilities

 

 

82,137

 

 

 

90,338

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares, $1.00 par value; 100,000,000 shares authorized as of July 31, 2025 and April 30, 2025; 51,348,656 shares issued and outstanding as of July 31, 2025 and April 30, 2025

 

 

51,349

 

 

 

51,349

 

Additional paid-in capital

 

 

678,885

 

 

 

674,306

 

Accumulated deficit

 

 

(546,075

)

 

 

(520,249

)

Total shareholders’ equity

 

 

184,159

 

 

 

205,406

 

Total liabilities and shareholders’ equity

 

$

266,296

 

 

$

295,744