Integer 10-Q Details Q3 Profit Halved, 2028 Notes Now Convertible Ahead of KKR Close
ITGR has more than doubled off its 52-week low of $62.
Summary
Integer's Q3 10-Q confirms net income of $15.0M ($0.43 diluted) versus $39.7M a year ago, with gross margin down to 22.6%, and discloses that the 2028 Notes became convertible for the December quarter as the $127-per-share KKR buyout works toward a year-end close.
Key Events · Earnings and Guidance · ITGR
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Q3 Profit Halved on Margin Squeeze
Net income fell to $15.0M ($0.43 diluted) from $39.7M ($1.11) a year ago; gross margin dropped to 22.6% from 27.0% and operating income fell 50% to $28.2M.
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2028 Notes Turn Convertible
The conditional conversion feature on the $116.3M 2028 Notes was triggered, making them convertible during the quarter ending December 31, 2026; Integer says it can refinance via its $764.7M revolver capacity.
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Deal Costs Weigh on SG&A
Professional fees jumped to $13.1M in Q3, including $5.4M for the strategic review and pending KKR acquisition, $2.8M for ERP implementation, and $0.7M defending the securities class action.
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Securities Suit Dismissed, Appeal Filed
The securities class action was dismissed June 18, 2026 with judgment entered October 19, 2026, but the plaintiff filed a notice of appeal on July 22, 2026; three merger-related complaints and thirteen demand letters also remain outstanding.
Analysis · ITGR · Industrial Applications And Services
The 10-Q fills in the numbers behind this morning's weak Q3 8-K: net income fell to $15.0M ($0.43 diluted) from $39.7M, gross margin compressed to 22.6% from 27.0%, and operating income dropped 50% to $28.2M. Two items matter beyond the headline miss. First, the 2028 Notes' conditional conversion feature was triggered, making $116.3M of principal convertible during the quarter ending December 31, 2026 — management says it can refinance via the revolver, but it is a live liquidity wrinkle. Second, the securities class action was dismissed (judgment entered October 19, 2026) though the plaintiff appealed, while three merger-related complaints and thirteen demand letters over the proxy remain outstanding. With the $127-per-share KKR deal expected to close by year-end, the operating deterioration is largely priced into the merger spread rather than the standalone equity story.
How filings like this one have moved
In the 30 days to Oct 29, 2026, 30.9% of the 1649 measured filings Wiseek scored 7 moved their stock by 5% or more by the next session's close. The median move was -0.02%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, ITGR was trading at $124.00 on NYSE in the Industrial Applications And Services sector, with a market capitalization of approximately $4.3B. The 52-week trading range was $62.00 to $126.83. This filing was assessed with negative market sentiment and an importance score of 7 out of 10.