Solventum Reports Third Quarter 2026 Financial Results
R eported sales decreased 7.0%; organic sales decreased 2.8%, reflecting the expected 630 basis point (bps) impact of prior quarter advance orders placed ahead of the planned ERP system cutover during the current quarter
• Expects full-year organic sales growth toward the high end of +2.5% to +3.0% range
EAGAN, Minn., November 5, 2026 – Solventum (NYSE: SOLV) today reported financial results for the third quarter ended September 30, 2026.
• S ales of $1.9 billion, decreased 7.0% on a reported basis; a decrease of 2.8% on an organic basis
• G AAP diluted earnings per share of $(0.07); adjusted diluted earnings per share of $1.45, a 3.6% decrease
• Have exited ~90% of 3M transition service agreements; ERP system cutovers complete
“Solventum delivered third quarter results ahead of our expectations, with every segment contributing, even as we completed our largest ERP cutover; we expect to be near the top end of our full-year organic sales growth range, and are raising our full-year adjusted earnings per share outlook,” said Bryan Hanson, chief executive officer of Solventum. “With separation now more than 90% complete and our growth drivers gaining momentum, we are well positioned to accelerate sales growth and expand margins. We have differentiated innovation, a strong pipeline of new products and a significant opportunity to expand penetration of our existing brands with customers we already serve.”
• Organic sales decline of 2.8% in the quarter reflects the expected 630 bps reversal of Q2 2026 advance orders placed ahead of the planned ERP system cutover during Q3 2026.
• GAAP and adjusted gross margin both increased, primarily driven by portfolio optimization, mix benefits and savings programs, partially offset by inflation and tariffs.
• GAAP selling, general and administrative expenses increased primarily due to higher operating expenses associated with restructuring.
• GAAP operating income margin decreased, primarily driven by prior year’s gain on sale of the purification & filtration business and higher current year restructuring costs. Adjusted operating income margin decreased primarily due to the expected impact of Q2 2026 advance orders placed ahead of the planned ERP system cutover during Q3 2026.
• Operating cash flow for the quarter was $177 million and free cash flow was $97 million, ahead of expectations driven by IEEPA tariff refund.
for the combined use of Restrata and V.A.C. Therapy, bringing together two advanced wound care technologies and demonstrating continued progress integrating Acera Surgical’s technology into Solventum’s Advanced Wound Care portfolio.
with the device noted for its clean, compact form that combines performance with flexibility and features a simplified user interface to keep operation clear and straightforward, making it easy for dental providers to use.
, an annual recognition presented by the Minnesota Chamber of Commerce and the Minnesota Manufacturers’ Council. Used in healthcare facilities around the world, the Bair Hugger warming system is recognized as a standard of care in forced-air warming helping drive better patient outcomes and lower complication- related costs. 2
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum. “NM” reflects results considered not meaningful due to sale of the Purification and Filtration business in September 2025.
2 Constant currency represents the change in net sales absent the impact on sales from foreign currency translation.
3 Other represents sales impact from acquisitions and divestitures measured separately for the first 12 months post-transaction. Acquisitions include sales from the December 2025 acquisition of Acera. Divestitures primarily represents lost sales from the Company’s Purification and Filtration business that was sold in September 2025.
4 All Other includes the Drinking Water business, which was previously reported within Purification and Filtration, and sales related to product supplied to 3M and other supply agreements related to legacy 3M business and assumed by the Company at Spin-Off.
• Increased organic sales growth range toward the high end of +2.5% to +3.0% (toward the high end of +3.5% to +4.0% excluding ~100 bps of SKU exit impact)
• Increased adjusted EPS range to $7.20 to $7.30; from prior range of $7.10 to $7.20
Organic sales, adjusted diluted EPS and free cash flow amounts included in Solventum’s full-year guidance are non-GAAP financial measures. Solventum does not provide reconciliations of the forward-looking non-GAAP financial measures to the respective GAAP metrics as it is unable to predict with reasonable certainty and without unreasonable effort certain items, such as the impact of changes in currency exchange rates, impacts associated with business acquisitions or divestitures, and the timing and magnitude of restructuring activities, among other items.
See the “Non-GAAP Financial Measures” section for explanations of our non-GAAP financial measures. 3
Solventum will host a conference call today, November 5, at 4:30 p.m. Eastern Time to discuss its third quarter financial results and fiscal year 2026 outlook. The conference call can be accessed via audio webcast at investors.solventum.com or by dialing (800) 715-9871 within the U.S. or +1 (646) 307-1963 for international callers, using the conference ID 6342275.
A replay of the webcast, along with the earnings press release, slides highlighting the results and supplemental financial disclosures, will also be available at the same link on the Investor Relations section of the Company’s website.
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934 that are subject to risks and uncertainties. Solventum intends the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in those sections. Forward-looking statements include all statements that are not historical facts, but instead represent only Solventum’s beliefs regarding future goals, plans and expectations about its prospects for the future and other events, many of which, by their nature, are inherently uncertain and outside of Solventum’s control. Forward-looking statements include those containing such words as “anticipates,” “believes,” “can,” “continue,” “could,” “estimates,” “expects,” “forecasts,” “goal,” “guidance,” “intends,” “may,” “outlook,” “plans,” “potential,” “predicts,” “projects,” “seeks,” “sees,” “should,” “targets,” “will,” “would,” or other words of similar meaning in connection with any discussion of future operating or financial performance, business plans or prospects, Solventum’s review of strategic alternatives for its health information systems business, or the potential benefits of any such strategic alternatives or transaction.
Among the factors that could cause actual results to differ materially from those described in our forward-looking statements are the following: (1) whether Solventum will be able to identify or develop any strategic alternatives for Solventum’s health information systems business; (2) Solventum’s ability to execute on material aspects of any strategic alternatives that are identified and pursued; (3) whether Solventum can actually achieve the potential benefits of any strategic alternatives; (4) the occurrence of any event, change or other circumstances that could give rise to the abandonment of the review of strategic alternatives or pursuit of a different structure or strategic alternative; (5) uncertainties as to the timing of the review of strategic alternatives; (6) the effects of, and changes in, worldwide economic, political, regulatory, international, trade and geopolitical conditions, natural disasters, war, public health crises and other events beyond Solventum’s control; (7) operational execution risks; (8) damage to Solventum’s reputation or its brands; (9) risks from acquisitions, strategic alliances, divestitures and other strategic events; (10) Solventum’s business dealings involving third-party partners in various markets; (11) Solventum’s ability to access the capital and credit markets and changes in Solventum’s credit ratings; (12) exposure to interest rate and currency risks; (13) the highly competitive environment in which Solventum operates and consolidation in the healthcare industry; (14) reduction in customers’ research budgets or government funding; (15) the timing and market acceptance of Solventum’s new product and service offerings; (16) ongoing working relationships with certain key healthcare professionals; (17) changes in reimbursement practices of governments or private payers or other cost containment measures; (18) Solventum’s ability to obtain components or raw materials supplied by third parties and other manufacturing and related supply chain difficulties, interruptions and disruptive factors; (19) legal and regulatory proceedings and legal compliance risks (including third-party risks) with regards to antitrust, FCPA and other anti-bribery laws, environmental laws, anti-kickback and false claims laws, privacy laws, product liability claims, tax laws, and other laws and regulations in the United States and other countries in which Solventum operates; (20) potential liabilities related to per-and polyfluoroalkyl substances, collectively known as “PFAS”; (21) risks related to the highly regulated environment in which Solventum operates; (22) risks associated with product liability claims; (23) climate change and measures to address climate change; (24) security breaches and other disruptions to information technology infrastructure; (25) artificial intelligence risks; (26) Solventum’s failure to obtain, maintain, protect or effectively enforce its intellectual property rights; (27) pension and postretirement obligation liabilities; (28) Solventum's separation from 3M and performance as a standalone company, including the tax-free nature of the spin and its ability to execute on its short- and long-range plans and capital allocation strategies; (29) restructuring programs, and (30) our ability to successfully deploy our new ERP system and any disruption to our business as a result of such deployment, and other risks and uncertainties described in Solventum’s filings with the U.S. Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q.
The above list is not exhaustive or necessarily set forth in the order of importance. Forward-looking statements are based on certain assumptions and expectations of future events and trends, and actual future results and trends 4 may differ materially from historical results or those reflected in any such forward-looking statements depending on a variety of factors. A further description of these factors is located under “Cautionary Note Concerning Forward-Looking Statements” and “Risk Factors” in Solventum’s periodic reports on file with the U.S. Securities & Exchange Commission. Solventum assumes no obligation to update any forward-looking statements discussed herein as a result of new information, future events or otherwise, except as required by applicable law.
In addition to reporting financial results in accordance with U.S. GAAP, Solventum also provides non-GAAP measures that we use, and plan to continue using, when monitoring and evaluating operating performance and measuring cash available to invest in our business. The adjusted measures are not in accordance with, nor are they a substitute for, GAAP measures. These non-GAAP financial measures are supplemental measures of our performance and our liquidity that we believe help investors understand our underlying business performance and Solventum uses these measures as an indication of the strength of Solventum and its ability to generate cash.
Solventum calculates forward-looking non-GAAP financial measures, including organic sales growth, adjusted gross margin, adjusted operating income, adjusted operating income margin, adjusted effective tax rate, adjusted diluted earnings per share and free cash flow based on internal forecasts that omit certain amounts that would be included in GAAP financial measures. Solventum does not provide reconciliations of these forward-looking non-GAAP financial measures to the most directly comparable GAAP measures as it is unable to predict with reasonable certainty and without unreasonable effort certain items such as the impact of changes in currency exchange rates, impacts associated with business acquisitions or divestitures, and the timing and magnitude of restructuring activities, among other items. The timing and amounts of these items are uncertain and could have a material impact on Solventum’s results in accordance with GAAP.
The Q3 2026 financial statements and financial information, including reconciliations of non-GAAP financial measures, are available on Solventum’s website: investors.solventum.com.
At Solventum, we enable better, smarter, safer healthcare to improve lives. As a new company with a long legacy of creating breakthrough solutions for our customers' toughest challenges, we pioneer game-changing innovations at the intersection of health, material and data science that change patients’ lives for the better — while empowering healthcare professionals to perform at their best. See how at Solventum.com.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum. 6
Assets September 30, December 31, Current assets 2026 2025 ────────────────────────────────────────────────────────────────────────────── Cash and cash equivalents $ 451 $ 878 Accounts receivable — net of allowances 1,364 1,034 of $86 and $87 Due from related parties 27 150 Inventories Finished goods 613 636 Work in process 235 201 Raw materials and supplies 254 229 Total inventories 1,102 1,066 Other current assets 750 731 Total current assets 3,692 3,859 Property, plant and 1,593 1,326 equipment — net Goodwill 5,616 5,704 Intangible assets — net 2,317 2,592 Other assets 946 814 Total assets $ 14,165 $ 14,294 Liabilities Current liabilities Short-term borrowings and current $ 507 $ — portion of long-term debt Accounts payable 808 687 Due to related parties 152 435 Unearned revenue 596 621 Other current liabilities 1,511 1,393 Total current liabilities 3,575 3,136 Long-term debt 4,561 5,035 Pension and postretirement 355 363 benefits Deferred income taxes 154 164 Finance leases 206 — Other liabilities 508 547 Total liabilities $ 9,360 $ 9,245 Equity Common stock, par value $0.01 per share, $ 2 $ 2 750,000,000 shares authorized Shares - September 30, 2026: issued: 175,303,750; outstanding: 169,956,897 Shares - December 31, 2025: issued and outstanding: 173,490,864 Additional paid-in capital 3,982 3,876 Retained earnings 1,891 1,797 Treasury stock, at cost -403 — Shares - September 30, 2026: 5,346,853 Shares - December 31, 2025: — Accumulated other comprehensive income -667 -625 (loss) Total equity 4,805 5,049 Total liabilities and $ 14,165 $ 14,294 equity
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
Nine months ended Cash flows from operating September 30, activities 2026 2025 ────────────────────────────────────────────────────────────────────────────── Net income $ 93 $ 1,493 Adjustments to reconcile net income to net cash provided by (used in) operating activities Depreciation and amortization 404 372 Pension and postretirement benefit 40 49 expense Stock-based compensation expense 131 124 Gain on sale of business — -1,518 Purification and Filtration Transaction — -86 costs Deferred income taxes -139 -47 Changes in assets and liabilities Accounts receivable -340 36 Due from related parties 123 37 Inventories -42 -134 Accounts payable 111 74 Due to related parties -300 18 Accrued compensation -58 -9 All other operating activities — 192 -135 net Net cash provided by operating 215 274 activities Cash flows from investing activities Purchases of property, plant and -247 -316 equipment Proceeds from sale of business — 3,870 Other — net 3 -12 Net cash (used in) provided by investing -244 3,542 activities Cash flows from financing activities Repayment of debt — -2,970 Proceeds from debt, net of issuance 46 — costs Net transfers from (to) 3M 2 -21 Purchases of treasury stock -403 — Other — net -46 49 Net cash used in financing -401 -2,942 activities Effect of exchange rate changes on cash 1 6 and cash equivalents Net (decrease) increase in cash and cash -428 880 equivalents Cash and cash equivalents at beginning 878 762 of period Cash and cash equivalents at end of $ 451 $ 1,642 period
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
The Company’s operating activities are primarily managed through three segments:
◦ Advanced wound care products such as negative pressure wound therapy, advanced wound dressings, advanced skin care and synthetic tissue matrices; and
◦ Infection prevention and surgical solutions products, such as IV site management, sterilization assurance, temperature management, surgical supplies, medical tapes and wraps, stethoscopes, medical electrodes, and medical technologies Original Equipment Manufacturer (“OEM ”).
• Dental Solutions provides dental and orthodontic products, including brackets, aligners, restorative cements, and bonding agents that span the “life of the tooth,” including products designed for preventative dental care, direct and indirect restoration, and broad orthodontic needs .
• Health Information Systems provides healthcare systems with software solutions — including computer-assisted physician documentation, direct-to-bill and coding automation, classification methodologies, speech recognition, and data visualization platforms — that are designed to eliminate revenue cycle waste, create more time for patient care, and support value-based care.
Purification and Filtration consists of filters and membranes for biopharmaceutical and medical technologies, as well as microelectronics and food and beverage that were reported prior to the sale of the business in September 2025.
All Other primarily consists of our drinking water filtration business that was retained after the sale of the Purification and Filtration Business. All Other also includes sales and cost of sales related to our agreements to supply 3M and other supply agreements assumed by the Company at Spin-Off related to legacy 3M businesses, which were historically included within Corporate and Unallocated.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
(Unaudited) In addition to reporting financial results in accordance with U.S. GAAP, the Company uses non-GAAP financial measures to supplement the financial measures prepared in accordance with U.S. GAAP. These include (1) adjusted gross margin, adjusted operating income and adjusted operating income margin, (2) adjusted diluted earnings per share, and (3) free cash flow. Management believes that these non-GAAP financial measures are useful in evaluating current performance and focusing management on our underlying operational results.
There are limitations to the use of the non-GAAP financial measures presented in this information statement. These non-GAAP financial measures are not prepared in accordance with U.S. GAAP nor do they have any standardized meaning under U.S. GAAP. In addition, other companies may use similarly titled non-GAAP financial measures that are calculated differently from the way we calculate such measures. Accordingly, our non-GAAP financial measures may not be comparable to such similarly titled non-GAAP financial measures used by other companies. Management cautions you not to place undue reliance on these non-GAAP financial measures, but instead to consider them with the most directly comparable U.S. GAAP measure. These non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation. These non-GAAP financial measures should be considered supplements to, not substitutes for, or superior to, the corresponding financial measures calculated in accordance with U.S. GAAP.
The tables below reconcile our non-GAAP financial measures to the nearest financial measure that is in accordance with U.S. GAAP for the periods presented.
Adjusted Gross Margin, Adjusted Operating Income, Adjusted Operating Income Margin and Adjusted Earnings Per Share (Non-GAAP measures)
Adjusted gross margin, adjusted operating income and adjusted operating income margin are not defined under U.S. GAAP. Therefore, they should not be considered a substitute for earnings data prepared in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies. Solventum defines adjusted gross margin as gross margin excluding the effects of restructuring costs, Spin-Off and separation-related costs, and acquisition and divestiture-related costs. Solventum defines adjusted operating income as operating income excluding the effects of amortization, restructuring costs, Spin-Off and separation-related costs, certain litigation-related costs, and acquisition and divestiture-related activities. Adjusted operating income margin is adjusted operating income divided by the U.S GAAP measure total net sales for the same period. The Company believes adjusted gross margin, adjusted operating income and adjusted operating income margin provide investors with visibility into the Company’s unleveraged, pre-tax operating results and reflects underlying financial performance. However, adjusted gross margin and adjusted operating income should not be construed as inferring that the Company’s future results will be unaffected by the items for which the measure adjusts.
Adjusted diluted earnings per share is not defined under U.S. GAAP. Therefore, it should not be considered a substitute for earnings data prepared in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies. Solventum defines adjusted diluted earnings per share as net income excluding the after-tax effects of amortization, restructuring costs, Spin-Off and separation-related costs, certain litigation-related costs, acquisition and divestiture-related activities, and loss on debt extinguishment, net. The Company believes adjusted earnings per share provides investors with improved comparability of underlying operating results and a further understanding and additional transparency regarding how the Company evaluates the business. However, adjusted earnings per share should not be construed as inferring that the Company’s future results will be unaffected by the items for which the measure adjusts.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
(a) 2026 restructuring costs primarily related to the Company’s Transform for the Future program. Includes employee termination costs of $6 million and other costs of $44 million, which includes third-party consulting, asset write-downs and compensation for employees dedicated to the program. 2025 restructuring costs primarily relate to the Company’s Solventum Way program. Includes employee termination costs of $5 million and other costs of $(3) million.
(b) Consists of costs specifically incurred in connection with the Company’s separation from 3M.
(d) Acquisition integration and separation related costs, including legal, finance and tax advisory services. 2026 primarily consists of integration costs related to the acquisition of Acera Surgical and costs associated with the planned separation of the Company’s Health Information Systems business. 2025 consists of costs associated with the separation of the Company’s Purification and Filtration business.
(e) Gain on sale of the Purification and Filtration business, net of applicable tax impacts.
(f) Premium paid and related expenses incurred in connection with tender of debt, net of gains from related interest rate hedging contracts.
5 Cost of sales is the combination of cost of product and cost of software and rentals line items from the Condensed Consolidated Statements of Income and represents the total Company’s cost of sales.
6 Operating expenses is the combination of selling, general and administrative expenses and research and development expenses from the Condensed Consolidated Statements of Income and represents the total Company’s other operating expenses.
7 Non-operating expense (income), net is the combination of interest expense, net, loss on debt extinguishment, net, and other expense (income), net line items from the Consolidated Statements of Income and represents the total Company’s non-operating expense.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
(a) 2026 restructuring costs primarily relate to the Company’s Transform for the Future program. Includes employee termination costs of $23 million and other costs of $109 million, which includes third-party consulting, asset write-downs and compensation for employees dedicated to the program. 2025 restructuring costs primarily related to the Company’s Solventum Way program. Includes employee termination costs of $28 million.
(b) Consists of costs specifically incurred in connection with the Company’s separation from 3M.
(d) Acquisition integration and separation related costs, including legal, finance and tax advisory services. 2026 primarily consists of integration costs related to the acquisition of Acera Surgical, including amortization of inventory step-up and costs associated with the planned separation of the Company’s Health Information Systems business. 2025 consists of costs associated with the separation of the Company’s Purification and Filtration business.
(e) Gain on sale of the Purification and Filtration business, net of applicable tax impacts.
(f) Premium paid and related expenses incurred in connection with tender of debt, net of gains from related interest rate hedging contracts.
5 Cost of sales is the combination of cost of product and cost of software and rentals line items from the Consolidated Statements of Income and represents the total Company’s cost of sales.
6 Operating expenses is the combination of selling, general and administrative expenses and research and development expenses from the Consolidated Statements of Income and represents the total Company’s other operating expenses.
7 Non-operating expense (income), net is the combination of interest expense, net, loss on debt extinguishment, net, and other expense (income), net line items from the Consolidated Statements of Income and represents the total Company’s non-operating expense.
Free cash flow is not defined under U.S. GAAP. Therefore, it should not be considered a substitute for income or cash flow data prepared in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies. The Company defines free cash flow as net cash provided by (used in) operating activities less purchases of property, plant and equipment. It should not be inferred that the entire free cash flow amount is available for discretionary expenditures. The Company believes free cash flow is meaningful to investors as it is a useful measure of liquidity and the Company uses this measure as an indication of the strength of the Company and its ability to generate cash. Free cash flow varies across quarters throughout the year. Below find a recap of free cash flow.
*Data in the schedule above is intentionally rounded to the nearest million and, therefore, may not sum.
Full text with the tables
Exhibit 99.1
Solventum Reports Third Quarter 2026 Financial Results
•
R eported sales decreased 7.0%; organic sales decreased 2.8%, reflecting the
expected 630 basis point (bps) impact of prior quarter advance orders placed
ahead of the planned ERP system cutover during the current quarter
• Expects full-year organic sales growth toward the high end of +2.5% to +3.0%
range
• Increases full-year adjusted EPS guidance to $7.20 to $7.30
EAGAN, Minn., November 5, 2026 – Solventum (NYSE: SOLV) today reported financial
results for the third quarter ended September 30, 2026.
Third Quarter 2026 Highlights
• S ales of $1.9 billion, decreased 7.0% on a reported basis; a decrease of 2.8%
on an organic basis
• G AAP diluted earnings per share of $(0.07); adjusted diluted earnings per
share of $1.45, a 3.6% decrease
• Operating cash flow of $177 million; free cash flow of $97 million
• Have exited ~90% of 3M transition service agreements; ERP system cutovers
complete
“Solventum delivered third quarter results ahead of our expectations, with every
segment contributing, even as we completed our largest ERP cutover; we expect to
be near the top end of our full-year organic sales growth range, and are raising
our full-year adjusted earnings per share outlook,” said Bryan Hanson, chief
executive officer of Solventum. “With separation now more than 90% complete and
our growth drivers gaining momentum, we are well positioned to accelerate sales
growth and expand margins. We have differentiated innovation, a strong pipeline
of new products and a significant opportunity to expand penetration of our
existing brands with customers we already serve.”
Third Quarter and First Nine Months 2026 Financial Results*
…
…
… T… N…
… m… M…
… e… E…
… S… Y… S… …
… 2… 3… 2… c… … 3… … …
──────────────────────────────────────────────────────────────────────────────
… $ 1… $ 2… … % $ 6… $ 6… -… %
…
…
…
… $ 8… $ 7… … % $ 2… $ 2… 1… %
…
…
…
… $ 1… $ 1… … % $ 5… $ 5… -… %
…
…
… (… …
… 3… % 8… % b… 5… % 3… % …
…
…
… 1… % 2… % (… 2… % 2… % …
… b… …
…
…
… $ -… $ 1… … % $ 93 $ 1… -… %
…
…
… $ -… $ 7… … % $ 0… $ 8… -… %
…
…
…
…
… $ 1… $ 1… … % $ 5… $ 4… 2… %
…
…
…
…
…
… $ 1… $ 75 … % $ 2… $ 2… -… %
…
…
…
…
…
… $ 97 $ -… … % $ -… $ -… 2… %
…
*Year-over-year changes may not calculate due to rounding.
1 Represents non-GAAP financial measure; see the “Non-GAAP Financial Measures”
section for applicable information.
1
Discussion of Third Quarter Results
All comparisons are to the prior year period unless otherwise noted
• Organic sales decline of 2.8% in the quarter reflects the expected 630 bps
reversal of Q2 2026 advance orders placed ahead of the planned ERP system
cutover during Q3 2026.
• GAAP and adjusted gross margin both increased, primarily driven by portfolio
optimization, mix benefits and savings programs, partially offset by inflation
and tariffs.
• GAAP selling, general and administrative expenses increased primarily due to
higher operating expenses associated with restructuring.
• GAAP operating income margin decreased, primarily driven by prior year’s gain
on sale of the purification & filtration business and higher current year
restructuring costs. Adjusted operating income margin decreased primarily due to
the expected impact of Q2 2026 advance orders placed ahead of the planned ERP
system cutover during Q3 2026.
• Operating cash flow for the quarter was $177 million and free cash flow was
$97 million, ahead of expectations driven by IEEPA tariff refund.
Other Business and Operational Highlights
• Received
FDA 510(k) clearance
for the combined use of Restrata and V.A.C. Therapy, bringing together two
advanced wound care technologies and demonstrating continued progress
integrating Acera Surgical’s technology into Solventum’s Advanced Wound Care
portfolio.
• Earned a
2026 Red Dot Award for Product Design
for the
Solventum Filtek
TM
Composite Warmer
with the device noted for its clean, compact form that combines performance with
flexibility and features a simplified user interface to keep operation clear and
straightforward, making it easy for dental providers to use.
• The
Bair Hugger
TM
warming system
was named the
2026 Coolest Thing Made in Minnesota
, an annual recognition presented by the Minnesota Chamber of Commerce and the
Minnesota Manufacturers’ Council. Used in healthcare facilities around the
world, the Bair Hugger warming system is recognized as a standard of care in
forced-air warming helping drive better patient outcomes and lower complication-
related costs.
2
…
…
…
… … … … …
… … … … … … … O… …
──────────────────────────────────────────────────────────────────────────────
$ … $ … … % … % 8… % … % 1… %
… … … … -… — -…
… … … … 0… … -…
… … … … -… — -…
… … … … 3… … 4…
… …
— … … NM … NM …
… … … … -… — -…
$ … $ … … % … % -… % … % -… %
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$ … $ … … % … % 1… % … % 3… %
… … … … 1… — 1…
… … … … 5… … 2…
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… …
— … … NM … NM …
… … … … -… — -…
$ … $ … … % … % -… % … % 2… %
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum. “NM” reflects results considered not meaningful due to
sale of the Purification and Filtration business in September 2025.
2 Constant currency represents the change in net sales absent the impact on
sales from foreign currency translation.
3 Other represents sales impact from acquisitions and divestitures measured
separately for the first 12 months post-transaction. Acquisitions include sales
from the December 2025 acquisition of Acera. Divestitures primarily represents
lost sales from the Company’s Purification and Filtration business that was sold
in September 2025.
4 All Other includes the Drinking Water business, which was previously reported
within Purification and Filtration, and sales related to product supplied to 3M
and other supply agreements related to legacy 3M business and assumed by the
Company at Spin-Off.
Full-Year 2026 Guidance
Solventum is updating its full year 2026 guidance as follows:
• Increased organic sales growth range toward the high end of +2.5% to +3.0%
(toward the high end of +3.5% to +4.0% excluding ~100 bps of SKU exit impact)
• Increased adjusted EPS range to $7.20 to $7.30; from prior range of $7.10 to
$7.20
• Affirming free cash flow in the range of $200 million to $300 million
Organic sales, adjusted diluted EPS and free cash flow amounts included in
Solventum’s full-year guidance are non-GAAP financial measures. Solventum does
not provide reconciliations of the forward-looking non-GAAP financial measures
to the respective GAAP metrics as it is unable to predict with reasonable
certainty and without unreasonable effort certain items, such as the impact of
changes in currency exchange rates, impacts associated with business
acquisitions or divestitures, and the timing and magnitude of restructuring
activities, among other items.
See the “Non-GAAP Financial Measures” section for explanations of our non-GAAP
financial measures.
3
Earnings Conference Call
Solventum will host a conference call today, November 5, at 4:30 p.m. Eastern
Time to discuss its third quarter financial results and fiscal year 2026
outlook. The conference call can be accessed via audio webcast at
investors.solventum.com or by dialing (800) 715-9871 within the U.S. or +1 (646)
307-1963 for international callers, using the conference ID 6342275.
A replay of the webcast, along with the earnings press release, slides
highlighting the results and supplemental financial disclosures, will also be
available at the same link on the Investor Relations section of the Company’s
website.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, Section 27A of the Securities
Act of 1933, and Section 21E of the Securities Exchange Act of 1934 that are
subject to risks and uncertainties. Solventum intends the forward-looking
statements to be covered by the safe harbor provisions for forward-looking
statements in those sections. Forward-looking statements include all statements
that are not historical facts, but instead represent only Solventum’s beliefs
regarding future goals, plans and expectations about its prospects for the
future and other events, many of which, by their nature, are inherently
uncertain and outside of Solventum’s control. Forward-looking statements include
those containing such words as “anticipates,” “believes,” “can,” “continue,”
“could,” “estimates,” “expects,” “forecasts,” “goal,” “guidance,” “intends,”
“may,” “outlook,” “plans,” “potential,” “predicts,” “projects,” “seeks,” “sees,”
“should,” “targets,” “will,” “would,” or other words of similar meaning in
connection with any discussion of future operating or financial performance,
business plans or prospects, Solventum’s review of strategic alternatives for
its health information systems business, or the potential benefits of any such
strategic alternatives or transaction.
Among the factors that could cause actual results to differ materially from
those described in our forward-looking statements are the following: (1) whether
Solventum will be able to identify or develop any strategic alternatives for
Solventum’s health information systems business; (2) Solventum’s ability to
execute on material aspects of any strategic alternatives that are identified
and pursued; (3) whether Solventum can actually achieve the potential benefits
of any strategic alternatives; (4) the occurrence of any event, change or other
circumstances that could give rise to the abandonment of the review of strategic
alternatives or pursuit of a different structure or strategic alternative; (5)
uncertainties as to the timing of the review of strategic alternatives; (6) the
effects of, and changes in, worldwide economic, political, regulatory,
international, trade and geopolitical conditions, natural disasters, war, public
health crises and other events beyond Solventum’s control; (7) operational
execution risks; (8) damage to Solventum’s reputation or its brands; (9) risks
from acquisitions, strategic alliances, divestitures and other strategic events;
(10) Solventum’s business dealings involving third-party partners in various
markets; (11) Solventum’s ability to access the capital and credit markets and
changes in Solventum’s credit ratings; (12) exposure to interest rate and
currency risks; (13) the highly competitive environment in which Solventum
operates and consolidation in the healthcare industry; (14) reduction in
customers’ research budgets or government funding; (15) the timing and market
acceptance of Solventum’s new product and service offerings; (16) ongoing
working relationships with certain key healthcare professionals; (17) changes in
reimbursement practices of governments or private payers or other cost
containment measures; (18) Solventum’s ability to obtain components or raw
materials supplied by third parties and other manufacturing and related supply
chain difficulties, interruptions and disruptive factors; (19) legal and
regulatory proceedings and legal compliance risks (including third-party risks)
with regards to antitrust, FCPA and other anti-bribery laws, environmental laws,
anti-kickback and false claims laws, privacy laws, product liability claims, tax
laws, and other laws and regulations in the United States and other countries in
which Solventum operates; (20) potential liabilities related to per-and
polyfluoroalkyl substances, collectively known as “PFAS”; (21) risks related to
the highly regulated environment in which Solventum operates; (22) risks
associated with product liability claims; (23) climate change and measures to
address climate change; (24) security breaches and other disruptions to
information technology infrastructure; (25) artificial intelligence risks; (26)
Solventum’s failure to obtain, maintain, protect or effectively enforce its
intellectual property rights; (27) pension and postretirement obligation
liabilities; (28) Solventum's separation from 3M and performance as a standalone
company, including the tax-free nature of the spin and its ability to execute on
its short- and long-range plans and capital allocation strategies; (29)
restructuring programs, and (30) our ability to successfully deploy our new ERP
system and any disruption to our business as a result of such deployment, and
other risks and uncertainties described in Solventum’s filings with the U.S.
Securities and Exchange Commission, including its most recent Annual Report on
Form 10-K and Quarterly Report on Form 10-Q.
The above list is not exhaustive or necessarily set forth in the order of
importance. Forward-looking statements are based on certain assumptions and
expectations of future events and trends, and actual future results and trends
4
may differ materially from historical results or those reflected in any such
forward-looking statements depending on a variety of factors. A further
description of these factors is located under “Cautionary Note Concerning
Forward-Looking Statements” and “Risk Factors” in Solventum’s periodic reports
on file with the U.S. Securities & Exchange Commission. Solventum assumes no
obligation to update any forward-looking statements discussed herein as a result
of new information, future events or otherwise, except as required by applicable
law.
Non-GAAP Financial Measures
In addition to reporting financial results in accordance with U.S. GAAP,
Solventum also provides non-GAAP measures that we use, and plan to continue
using, when monitoring and evaluating operating performance and measuring cash
available to invest in our business. The adjusted measures are not in accordance
with, nor are they a substitute for, GAAP measures. These non-GAAP financial
measures are supplemental measures of our performance and our liquidity that we
believe help investors understand our underlying business performance and
Solventum uses these measures as an indication of the strength of Solventum and
its ability to generate cash.
Solventum calculates forward-looking non-GAAP financial measures, including
organic sales growth, adjusted gross margin, adjusted operating income, adjusted
operating income margin, adjusted effective tax rate, adjusted diluted earnings
per share and free cash flow based on internal forecasts that omit certain
amounts that would be included in GAAP financial measures. Solventum does not
provide reconciliations of these forward-looking non-GAAP financial measures to
the most directly comparable GAAP measures as it is unable to predict with
reasonable certainty and without unreasonable effort certain items such as the
impact of changes in currency exchange rates, impacts associated with business
acquisitions or divestitures, and the timing and magnitude of restructuring
activities, among other items. The timing and amounts of these items are
uncertain and could have a material impact on Solventum’s results in accordance
with GAAP.
The Q3 2026 financial statements and financial information, including
reconciliations of non-GAAP financial measures, are available on Solventum’s
website: investors.solventum.com.
About Solventum
At Solventum, we enable better, smarter, safer healthcare to improve lives. As a
new company with a long legacy of creating breakthrough solutions for our
customers' toughest challenges, we pioneer game-changing innovations at the
intersection of health, material and data science that change patients’ lives
for the better — while empowering healthcare professionals to perform at their
best. See how at Solventum.com.
Solventum Investor Contact:
investors@solventum.com
Solventum Media Contact:
news@solventum.com
5
Solventum Corporation
CONDENSED CONSOLIDATED STATEMENTS OF INCOME*
(Dollars in millions, except per-share data)
(Unaudited)
Three Nine
months months
ended ended
September Septemb…
2026 30, 2025 2026 30, 2025
──────────────────────────────────────────────────────────────────────────────
Net
sales $ 1,431 $ 1,594 $ 4,642 $ 4,859
of
product
Net
sales
of 518 502 1,522 1,468
softwa…
and
rentals
Total
net 1,949 2,096 6,165 6,327
sales
Cost of 771 847 2,373 2,547
product
Cost of
softwa… 116 114 347 356
and
rentals
Gross 1,062 1,135 3,444 3,424
profit
Sellin…
general
and 813 780 2,567 2,321
admini…
expens…
Resear…
and 181 183 548 564
develo…
expens…
Gain on
sale of — -1,518 — -1,518
busine…
Operat… 68 1,690 329 2,057
income
Intere…
expens… 68 89 194 296
net
Loss on
debt — 82 — 82
exting…
net
Other
expense 10 5 23 24
(incom…
net
Income
(loss)
before -11 1,514 112 1,655
income
taxes
Provis…
for
(benef… 1 248 19 162
from)
income
taxes
Net
income $ -12 $ 1,266 $ 93 $ 1,493
(loss)
Earnin…
per
share:
Basic
earnin… $ -0.07 $ 7.26 $ 0.54 $ 8.58
per
share
Diluted
earnin… -0.07 7.22 0.54 8.53
per
share
Weight…
number
of
shares
outsta…
Basic 170.8 174.3 172.6 174.0
Diluted 170.8 175.4 173.6 175.1
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
6
Solventum Corporation
CONDENSED CONSOLIDATED BALANCE SHEETS*
(Dollars in millions, except per-share data)
(Unaudited)
Assets September 30, December 31,
Current assets 2026 2025
──────────────────────────────────────────────────────────────────────────────
Cash and cash equivalents $ 451 $ 878
Accounts receivable — net
of allowances 1,364 1,034
of $86 and $87
Due from related parties 27 150
Inventories
Finished goods 613 636
Work in process 235 201
Raw materials and supplies 254 229
Total inventories 1,102 1,066
Other current assets 750 731
Total current assets 3,692 3,859
Property, plant and 1,593 1,326
equipment — net
Goodwill 5,616 5,704
Intangible assets — net 2,317 2,592
Other assets 946 814
Total assets $ 14,165 $ 14,294
Liabilities
Current liabilities
Short-term borrowings and
current $ 507 $ —
portion of long-term debt
Accounts payable 808 687
Due to related parties 152 435
Unearned revenue 596 621
Other current liabilities 1,511 1,393
Total current liabilities 3,575 3,136
Long-term debt 4,561 5,035
Pension and postretirement 355 363
benefits
Deferred income taxes 154 164
Finance leases 206 —
Other liabilities 508 547
Total liabilities $ 9,360 $ 9,245
Equity
Common stock, par value
$0.01 per share, $ 2 $ 2
750,000,000 shares
authorized
Shares - September 30,
2026:
issued:
175,303,750; outstanding:
169,956,897
Shares - December 31, 2025:
issued and outstanding:
173,490,864
Additional paid-in capital 3,982 3,876
Retained earnings 1,891 1,797
Treasury stock, at cost -403 —
Shares - September 30,
2026: 5,346,853
Shares - December 31, 2025:
—
Accumulated other
comprehensive income -667 -625
(loss)
Total equity 4,805 5,049
Total liabilities and $ 14,165 $ 14,294
equity
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
Solventum Corporation
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS*
(Dollars in millions)
(Unaudited)
Nine months ended
Cash flows from operating September 30,
activities 2026 2025
──────────────────────────────────────────────────────────────────────────────
Net income $ 93 $ 1,493
Adjustments to reconcile net
income to
net cash provided by (used in)
operating
activities
Depreciation and amortization 404 372
Pension and postretirement
benefit 40 49
expense
Stock-based compensation expense 131 124
Gain on sale of business — -1,518
Purification and Filtration
Transaction — -86
costs
Deferred income taxes -139 -47
Changes in assets and liabilities
Accounts receivable -340 36
Due from related parties 123 37
Inventories -42 -134
Accounts payable 111 74
Due to related parties -300 18
Accrued compensation -58 -9
All other operating activities — 192 -135
net
Net cash provided by operating 215 274
activities
Cash flows from investing
activities
Purchases of property, plant and -247 -316
equipment
Proceeds from sale of business — 3,870
Other — net 3 -12
Net cash (used in) provided by
investing -244 3,542
activities
Cash flows from financing
activities
Repayment of debt — -2,970
Proceeds from debt, net of
issuance 46 —
costs
Net transfers from (to) 3M 2 -21
Purchases of treasury stock -403 —
Other — net -46 49
Net cash used in financing -401 -2,942
activities
Effect of exchange rate changes
on cash 1 6
and cash equivalents
Net (decrease) increase in cash
and cash -428 880
equivalents
Cash and cash equivalents at
beginning 878 762
of period
Cash and cash equivalents at end
of $ 451 $ 1,642
period
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
Solventum Corporation
BUSINESS SEGMENTS*
(Unaudited)
The Company’s operating activities are primarily managed through three segments:
MedSurg, Dental Solutions and Health Information Systems.
• MedSurg provides:
◦ Advanced wound care products such as negative pressure wound therapy, advanced
wound dressings, advanced skin care and synthetic tissue matrices; and
◦ Infection prevention and surgical solutions products, such as IV site
management, sterilization assurance, temperature management, surgical supplies,
medical tapes and wraps, stethoscopes, medical electrodes, and medical
technologies Original Equipment Manufacturer (“OEM ”).
• Dental Solutions provides dental and orthodontic products, including brackets,
aligners, restorative cements, and bonding agents that span the “life of the
tooth,” including products designed for preventative dental care, direct and
indirect restoration, and broad orthodontic needs .
• Health Information Systems provides healthcare systems with software solutions
— including computer-assisted physician documentation, direct-to-bill and coding
automation, classification methodologies, speech recognition, and data
visualization platforms — that are designed to eliminate revenue cycle waste,
create more time for patient care, and support value-based care.
Purification and Filtration consists of filters and membranes for
biopharmaceutical and medical technologies, as well as microelectronics and food
and beverage that were reported prior to the sale of the business in September
2025.
All Other primarily consists of our drinking water filtration business that was
retained after the sale of the Purification and Filtration Business. All Other
also includes sales and cost of sales related to our agreements to supply 3M and
other supply agreements assumed by the Company at Spin-Off related to legacy 3M
businesses, which were historically included within Corporate and Unallocated.
B…
S… Th… Th…
I… mo… mo…
A… en… en…
D… Se… Se…
N… 30, 30,
S… 20… 20…
──────────────────────────────────────────────────────────────────────────────
(… Net O… O… N… O… O…
in sa… i… m… s… i… m…
m… % %
A…
W… $ 528 $ 485
C…
I…
P…
a… 683 722
S…
S…
M… 1,… $ 194 16… % 1,… $ 203 16… %
D… 317 64 20… 340 87 25…
S…
H…
I… 356 149 41… 345 134 38…
S…
T…
r…
s…
n… 1,… 406 1,… 424
s…
a…
o…
i…
P…
a… — — NM 128 26 20…
F…
A… 64 10 16… 77 12 15…
O…
A… -90 -77
e…
C…
a… -2… 1,…
u…
T… $ 1,… $ 68 3.5 % $ 2,… $ 1,… 80… %
C…
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
Solventum Corporation
BUSINESS SEGMENTS – (CONTINUED)*
(Unaudited)
B…
S… Ni… Ni…
I… mo… mo…
A… en… en…
D… Se… Se…
N… 30, 30,
S… 20… 20…
──────────────────────────────────────────────────────────────────────────────
(… Net O… O… N… O… O…
in sa… i… m… s… i… m…
m… % %
A…
W… $ 1,… $ 1,…
C…
I…
P…
a… 2,… 2,…
S…
S…
M… 3,… $ 710 18… % 3,… 619 17… %
D… 1,… 281 26… 1,… 262 26…
S…
H…
I… 1,… 424 40… 1,… 363 35…
S…
T…
r…
s…
n… 5,… 1,… 5,… 1,…
s…
a…
o…
i…
P…
a… — — NM 497 96 19…
F…
A… 227 41 17… 230 31 13…
O…
A… -2… -2…
e…
C…
a… -8… 921
u…
T… $ 6,… $ 329 5.3 % $ 6,… 2,… 32… %
C…
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
Solventum Corporation
SUPPLEMENTAL FINANCIAL INFORMATION
NON-GAAP MEASURES
(Unaudited)
In addition to reporting financial results in accordance with U.S. GAAP, the
Company uses non-GAAP financial measures to supplement the financial measures
prepared in accordance with U.S. GAAP. These include (1) adjusted gross margin,
adjusted operating income and adjusted operating income margin, (2) adjusted
diluted earnings per share, and (3) free cash flow. Management believes that
these non-GAAP financial measures are useful in evaluating current performance
and focusing management on our underlying operational results.
There are limitations to the use of the non-GAAP financial measures presented in
this information statement. These non-GAAP financial measures are not prepared
in accordance with U.S. GAAP nor do they have any standardized meaning under
U.S. GAAP. In addition, other companies may use similarly titled non-GAAP
financial measures that are calculated differently from the way we calculate
such measures. Accordingly, our non-GAAP financial measures may not be
comparable to such similarly titled non-GAAP financial measures used by other
companies. Management cautions you not to place undue reliance on these non-GAAP
financial measures, but instead to consider them with the most directly
comparable U.S. GAAP measure. These non-GAAP financial measures have limitations
as analytical tools and should not be considered in isolation. These non-GAAP
financial measures should be considered supplements to, not substitutes for, or
superior to, the corresponding financial measures calculated in accordance with
U.S. GAAP.
The tables below reconcile our non-GAAP financial measures to the nearest
financial measure that is in accordance with U.S. GAAP for the periods
presented.
Adjusted Gross Margin, Adjusted Operating Income, Adjusted Operating Income
Margin and Adjusted Earnings Per Share (Non-GAAP measures)
Adjusted gross margin, adjusted operating income and adjusted operating income
margin are not defined under U.S. GAAP. Therefore, they should not be considered
a substitute for earnings data prepared in accordance with U.S. GAAP and may not
be comparable to similarly titled measures used by other companies. Solventum
defines adjusted gross margin as gross margin excluding the effects of
restructuring costs, Spin-Off and separation-related costs, and acquisition and
divestiture-related costs. Solventum defines adjusted operating income as
operating income excluding the effects of amortization, restructuring costs,
Spin-Off and separation-related costs, certain litigation-related costs, and
acquisition and divestiture-related activities. Adjusted operating income margin
is adjusted operating income divided by the U.S GAAP measure total net sales for
the same period. The Company believes adjusted gross margin, adjusted operating
income and adjusted operating income margin provide investors with visibility
into the Company’s unleveraged, pre-tax operating results and reflects
underlying financial performance. However, adjusted gross margin and adjusted
operating income should not be construed as inferring that the Company’s future
results will be unaffected by the items for which the measure adjusts.
Adjusted diluted earnings per share is not defined under U.S. GAAP. Therefore,
it should not be considered a substitute for earnings data prepared in
accordance with U.S. GAAP and may not be comparable to similarly titled measures
used by other companies. Solventum defines adjusted diluted earnings per share
as net income excluding the after-tax effects of amortization, restructuring
costs, Spin-Off and separation-related costs, certain litigation-related costs,
acquisition and divestiture-related activities, and loss on debt extinguishment,
net. The Company believes adjusted earnings per share provides investors with
improved comparability of underlying operating results and a further
understanding and additional transparency regarding how the Company evaluates
the business. However, adjusted earnings per share should not be construed as
inferring that the Company’s future results will be unaffected by the items for
which the measure adjusts.
Solventum Corporation
SUPPLEMENTAL FINANCIAL INFORMATION
NON-GAAP MEASURES – (CONTINUED)*
(Unaudited)
…
…
…
…
…
…
──────────────────────────────────────────────────────────────────────────────
… … …
… … … … …
… … … … … … …
… … … …
… …
$ … — — — — — $ …
$ … — … … — 1 $ …
… % — % … % … % — % — % …
$ … … … … … … $ …
$ … … … … — — $ …
$ … … … … … … $ …
$ … … … … 7 … $ …
… % … % … % … % … % … % …
$ … — — — — — $ …
$ … … … … 7 … $ …
$ … … … … 5 … $ …
$ … … … … … … $ …
… % …
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
…
…
…
…
…
…
──────────────────────────────────────────────────────────────────────────────
… …
… … … …
… … …
…
$ — — — …
$ — … — …
% — % … % — % …
$ … … … $ …
$ … … — …
$ … … … …
$ … … … …
% … % … % … % …
$ — — — …
$ … … … …
$ … … … …
$ … … … …
% …
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
(a) 2026 restructuring costs primarily related to the Company’s Transform for
the Future program. Includes employee termination costs of $6 million and other
costs of $44 million, which includes third-party consulting, asset write-downs
and compensation for employees dedicated to the program. 2025 restructuring
costs primarily relate to the Company’s Solventum Way program. Includes employee
termination costs of $5 million and other costs of $(3) million.
(b) Consists of costs specifically incurred in connection with the Company’s
separation from 3M.
(c) Consists of charges and recoveries related to certain litigation matters.
(d) Acquisition integration and separation related costs, including legal,
finance and tax advisory services. 2026 primarily consists of integration costs
related to the acquisition of Acera Surgical and costs associated with the
planned separation of the Company’s Health Information Systems business. 2025
consists of costs associated with the separation of the Company’s Purification
and Filtration business.
(e) Gain on sale of the Purification and Filtration business, net of applicable
tax impacts.
(f) Premium paid and related expenses incurred in connection with tender of
debt, net of gains from related interest rate hedging contracts.
5 Cost of sales is the combination of cost of product and cost of software and
rentals line items from the Condensed Consolidated Statements of Income and
represents the total Company’s cost of sales.
6 Operating expenses is the combination of selling, general and administrative
expenses and research and development expenses from the Condensed Consolidated
Statements of Income and represents the total Company’s other operating
expenses.
7 Non-operating expense (income), net is the combination of interest expense,
net, loss on debt extinguishment, net, and other expense (income), net line
items from the Consolidated Statements of Income and represents the total
Company’s non-operating expense.
Solventum Corporation
SUPPLEMENTAL FINANCIAL INFORMATION
NON-GAAP MEASURES – (CONTINUED)*
(Unaudited)
…
…
…
…
…
…
──────────────────────────────────────────────────────────────────────────────
… … …
… … … … …
… … … … … … …
… … … …
… …
$ … — — — — — $ …
$ … — … … — … $ …
… % — % … % … % — % … % …
$ … … … … … … $ …
$ … … … … — … $ …
$ … … … … … … $ …
$ … … … … … … $ …
… % … % … % … % … % … % …
$ … — — — — — $ …
$ … … … … … … $ …
$ … … … … … … $ …
$ … … … … … … $ …
… % …
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
…
…
…
…
…
…
──────────────────────────────────────────────────────────────────────────────
… …
… … … …
… … …
…
$ — — — $ …
$ — … — $ …
% — % … % — % …
$ … … … $ …
$ … … — $ …
$ … … … $ …
$ … … … $ …
% … % … % … % …
$ — — — $ …
$ … … … …
$ … … … …
$ … … … …
% …
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.
(a) 2026 restructuring costs primarily relate to the Company’s Transform for the
Future program. Includes employee termination costs of $23 million and other
costs of $109 million, which includes third-party consulting, asset write-downs
and compensation for employees dedicated to the program. 2025 restructuring
costs primarily related to the Company’s Solventum Way program. Includes
employee termination costs of $28 million.
(b) Consists of costs specifically incurred in connection with the Company’s
separation from 3M.
(c) Consists of charges and recoveries related to certain litigation matters.
(d) Acquisition integration and separation related costs, including legal,
finance and tax advisory services. 2026 primarily consists of integration costs
related to the acquisition of Acera Surgical, including amortization of
inventory step-up and costs associated with the planned separation of the
Company’s Health Information Systems business. 2025 consists of costs associated
with the separation of the Company’s Purification and Filtration business.
(e) Gain on sale of the Purification and Filtration business, net of applicable
tax impacts.
(f) Premium paid and related expenses incurred in connection with tender of
debt, net of gains from related interest rate hedging contracts.
5 Cost of sales is the combination of cost of product and cost of software and
rentals line items from the Consolidated Statements of Income and represents the
total Company’s cost of sales.
6 Operating expenses is the combination of selling, general and administrative
expenses and research and development expenses from the Consolidated Statements
of Income and represents the total Company’s other operating expenses.
7 Non-operating expense (income), net is the combination of interest expense,
net, loss on debt extinguishment, net, and other expense (income), net line
items from the Consolidated Statements of Income and represents the total
Company’s non-operating expense.
Solventum Corporation
SUPPLEMENTAL FINANCIAL INFORMATION
NON-GAAP MEASURES – (CONTINUED)*
(Unaudited)
Free Cash Flow (non-GAAP measure):
Free cash flow is not defined under U.S. GAAP. Therefore, it should not be
considered a substitute for income or cash flow data prepared in accordance with
U.S. GAAP and may not be comparable to similarly titled measures used by other
companies. The Company defines free cash flow as net cash provided by (used in)
operating activities less purchases of property, plant and equipment. It should
not be inferred that the entire free cash flow amount is available for
discretionary expenditures. The Company believes free cash flow is meaningful to
investors as it is a useful measure of liquidity and the Company uses this
measure as an indication of the strength of the Company and its ability to
generate cash. Free cash flow varies across quarters throughout the year. Below
find a recap of free cash flow.
Major Three Nine
GAAP months months
cash (Doll… ended ended
flow in Septem… Septe…
cate… milli… 2026 30, 2025 2026 30, 2025
──────────────────────────────────────────────────────────────────────────────
Net
cash
prov… $ 177 $ 75 $ 215 $ 274
by
oper…
acti…
Net
cash
used -80 3,766 -244 3,542
in
inve…
acti…
Net
cash
used $ -51 $ -2,693 $ -401 $ -2,942
in
fina…
acti…
Free
cash
flow
(non…
meas…
Net
cash
prov… $ 177 $ 75 $ 215 $ 274
by
oper…
acti…
Purc…
of
prop… -80 -97 -247 -316
plant
and
equi…
Free
cash $ 97 $ -22 $ -32 $ -42
flow
*Data in the schedule above is intentionally rounded to the nearest million and,
therefore, may not sum.