ResMed (RMD) 10-K risk factor changes: FY2024 vs FY2023
The 2024-06-30 10-K against the 2023-06-30 one, compared heading by heading and sentence by sentence.
Item 1A189 rewritten78 added29 removed406 unchanged
All filing items1,072 rewritten477 added227 removed2,259 unchanged
Summary
counted, not written
- Item 1A lists 34 risk factor headings: 1 new, 12 reworded and 21 unchanged since FY2023. 2 headings from FY2023 no longer appear.
- Sentence by sentence, 477 added, 227 removed, 1,072 rewritten and 2,259 unchanged across 21 items that differ.
- New this year: Item 1C. CYBERSECURITY.
New Item 1A headings (1)
- Healthcare reform or other cost-cutting measures, including changes in coverage policy for our products, by government or commercial payors may have a material adverse effect on our industry and our results of operations.
Removed Item 1A headings (2)
- Healthcare reform may have a material adverse effect on our industry and our results of operations.
- RESMED INC. AND SUBSIDIARIES condition, or results of operations.
Reworded Item 1A headings (12)
- Our inability to compete successfully
[removed: in our markets]may harm our business. - Consolidation in the
[removed: health care][added: healthcare] industry [added: and healthcare payment reform] could have an adverse effect on our revenues and results of operations. - Our business, financial condition and results of operations could
[removed: continue to]be harmed by the effects of[removed: outbreaks of COVID-19][added: pandemics, epidemics,] or[removed: similar][added: other] public health crises. - Actual or attempted breaches of security, unauthorized disclosure of information, attacks [added: which reduce availability of systems] such as denial of service, or the perception that personal and/or other sensitive or confidential information in our possession is not secure, could result in a material loss of business, substantial legal liability or significant harm to our reputation.
- If we are unable to support our continued
[removed: growth,][added: growth or achieve expected operating efficiencies,] our business could suffer. - Our SaaS business depends substantially on customers
[removed: entering into,][added: entering,] renewing, upgrading and expanding their agreements for cloud services, term licenses, and maintenance and support agreements with us. Any decline in our customer renewals, upgrades or expansions could adversely affect our future operating results. - If our SaaS products fail to perform properly or if we fail to develop enhancements, we could lose customers, become subject to service performance or warranty claims and our
[removed: market share][added: sales] could decline. - Climate change and
[removed: related]natural disasters, or other events beyond our control, could negatively impact our business operations and financial condition. - We are subject to various risks relating to our compliance with fraud and abuse laws and transparency laws relating to our interactions with our customers,
[removed: health care][added: healthcare] providers, and patients, which could subject us to government investigation, litigation, or other penalties to the extent our activities or relationships are found not to[removed: comply,][added: comply or could otherwise cause us to incur significant costs to defend our actions,] and could result in [added: substantial fines, penalties, harm our reputation in the market, divert our management’s attention, or result in] changes in our business operations that could harm our ability to successfully market and sell our products and services. - Our use and disclosure of personal information, including health information, is subject to federal, state and foreign
[removed: privacy][added: privacy, artificial intelligence, data, biometrics] and security regulations, and our failure to comply with those regulations or to adequately secure the information we hold could result in significant[removed: liability][added: liability, regulatory investigations, legal actions,] or reputational harm. - We are subject to substantial regulation related to quality standards applicable to our manufacturing and quality processes. Our failure to comply with these standards could have an adverse effect on our business, financial [added: condition, or results of operations.]
[removed: Environmental, social,][added: Sustainability] and corporate governance[removed: (ESG)]issues may have an adverse effect on our business, financial condition and results of operations and reputation.
A heading is new when no FY2023 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
189 rewritten, 78 added, 29 removed, 406 unchanged
*Before deciding to purchase, hold or sell our common stock, you should carefully consider the risks described below in addition to the other cautionary statements and risks described elsewhere, and the other information [removed: contained,] [added: contained] in this Report and in our other filings with the SEC, including our subsequent reports on Forms 10-Q and 8-K.
The risks and uncertainties described below are not the only [removed: ones] [added: risks] we face.
If any of these known or unknown risks or uncertainties actually [removed: occurs] [added: occurs,] with material adverse effects on us, our business, financial condition and results of operations could be seriously harmed.
- Our inability to compete successfully [removed: in our markets] may harm our business.
- Consolidation in the [removed: health care] [added: healthcare] industry [added: and healthcare payment reform] could have an adverse effect on our revenues and results of operations.
- Global macroeconomic conditions, including inflation, supply chain disruptions, and fluctuations in foreign currency exchange rates, could [removed: continue to] adversely affect our operations and profitability.
- Our business, financial condition and results of operations could [removed: continue to] be harmed by the effects of [removed: outbreaks of COVID-19] [added: pandemics, epidemics,] or [removed: similar] [added: other] public health crises.
- If we fail to source, develop and retain key [removed: employees] [added: employees,] our business may suffer.
- Actual or attempted breaches of security, unauthorized disclosure of information, attacks [added: which reduce availability of systems] such as denial of service, or the perception that personal and/or other sensitive or confidential information in our possession is not secure, could result in a material loss of business, substantial legal liability or significant harm to our reputation.
- If we are unable to support our continued [removed: growth,] [added: growth or achieve expected operating efficiencies,] our business could suffer.
- Our SaaS business depends substantially on customers [removed: entering into,] [added: entering,] renewing, upgrading and expanding their agreements for cloud services, term licenses, and maintenance and support agreements with us.
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- If our SaaS products fail to perform properly or if we fail to develop enhancements, we could lose customers, become subject to service performance or warranty claims and our [removed: market share] [added: sales] could decline.
- Climate change and [removed: related] natural disasters, or other [added: environmental] events beyond our control, could negatively impact our business operations and financial condition.
- Healthcare reform [added: or other cost-cutting measures, including changes in coverage policy for our products, by government or commercial payors] may have a material adverse effect on our industry and our results of operations.
- We are subject to various risks relating to our compliance with fraud and abuse laws and transparency laws relating to our interactions with our customers, [removed: health care] [added: healthcare] providers, and patients, which could subject us to government investigation, litigation, or other penalties to the extent our activities or relationships are found not to [removed: comply,] [added: comply or could otherwise cause us to incur significant costs to defend our actions,] and could result in [added: substantial fines, penalties, harm our reputation, divert our management’s attention, or result in] changes in our business operations that could harm our ability to successfully market and sell our products and services.
- Our use and disclosure of personal information, including health information, is subject to federal, state and foreign [removed: privacy] [added: privacy, artificial intelligence, data, biometrics] and security regulations, and our failure to comply with those regulations or to adequately secure the information we hold could result in significant [removed: liability] [added: liability, regulatory investigations, legal actions,] or reputational harm.
- [removed: Environmental, social,] [added: Sustainability] and corporate governance [removed: (ESG)] issues may have an adverse effect on our business, financial condition and results of operations and reputation.
Our inability to compete successfully [removed: in our markets] may harm our business. The [added: geographic] markets for our products, which encompass Sleep and Respiratory Care products and SaaS offerings, are highly competitive and are characterized by frequent product improvements and evolving technology.
Our ability to compete successfully depends, in part, on our ability to develop, manufacture and [removed: market] [added: sell] innovative new products and [added: to] enhance existing products.
For SaaS, the [removed: market] [added: demand] for business management software is highly competitive, rapidly evolving, subject to changing technology, with low barriers to entry, shifting customer needs and frequent introductions of new products and services.
Additionally, some of our [removed: competitors] [added: competitors, including those described above,] have greater financial, research and development, manufacturing and marketing resources than we do.
The past several years have seen a trend towards consolidation in the healthcare industry and in the [added: geographic] markets for our products.
[removed: Conversely, the health care] [added: The healthcare] space is attractive to many companies, particularly new entrants interested in developing digital health models to compete with offerings of more established companies like us.
We cannot predict the timing or nature of their substantial return [removed: to the market] or the impact to our business, financial condition, and results of operations.
If we are unable to develop innovative new products, maintain competitive pricing, enhance existing products, and offer products that [removed: consumers] [added: purchasers] perceive to be as good as those of our competitors, our sales and gross margins could decrease which would harm our business.
Consolidation in the [removed: health care] [added: healthcare] industry [added: and healthcare payment reform] could have an adverse effect on our revenues and results of operations. Many home [removed: health care] [added: healthcare] dealers and [removed: out-of-hospital] [added: OOH] health providers are consolidating, which may result in greater concentration of purchasing power.
Numerous initiatives and reforms by legislators, regulators, and third-party [removed: payers] [added: payors] to curb the rising cost of healthcare have catalyzed a consolidation of aggregate purchasing power [removed: within the markets in which] [added: where] we sell our products.
As the [removed: health care] [added: healthcare] industry consolidates, competition to provide goods and services to industry participants may become more intense.
These industry participants may try to use their market power to negotiate price concessions or [added: volume] reductions for medical devices and components produced by us.
If we are forced to reduce our prices because of consolidation in the [removed: health care] [added: healthcare] industry, our revenues may decrease and our consolidated earnings, financial condition, and/or cash flows may suffer.
Global macroeconomic conditions, including inflation, supply chain disruptions, and fluctuations in foreign currency exchange rates, could continue to adversely affect our operations and profitability. [removed: The global decline in] [added: Global] economic conditions, geopolitical instability, and other macroeconomic factors, including inflation, supply chain disruptions, [added: such as recent shipping disruptions in the Red Sea,] interest rate and foreign currency rate fluctuations, and volatility in the capital markets could [removed: continue to] negatively impact our business, financial condition, and results of operations.
Deterioration in the global economic environment may cause decreased demand for our products which could result in lower product sales, lower prices for our products, [removed: and] [added: or] reduced reimbursement rates by third-party [removed: payers,] [added: payors,] while increasing the cost of operating our business.
Macroeconomic conditions [removed: have impacted] [added: may impact] our global supply chain, primarily through constraints on raw materials and electronic components.
[removed: These constraints on raw materials and electronic components are also impacting companies outside] of our direct industry, which [removed: has and continues to] [added: could] result in a competitive supply environment causing higher costs, requiring us to commit to minimum purchase obligations as well as make upfront payments to our suppliers.
These disruptions [removed: have impacted and] may [removed: continue to] impact our ability to produce and supply products in quantities necessary to [added: satisfy customer demand, which could negatively impact our results of operations.]
[removed: These highly] [added: Highly] competitive and constrained supply chain conditions [removed: are increasing] [added: may increase] our cost of sales, which [removed: has and] may [removed: continue to] adversely impact our profitability.
Global economic conditions [removed: have also impacted] [added: may impact] foreign currency exchange rates relative to the U.S. dollar.
Although the majority of our net sales and cash generation have been made in the U.S., as our business in [removed: markets] [added: countries] outside of the U.S. continues to increase, our exposure to foreign currency exchange risk related to our foreign sales and operations will increase.
Fluctuations in the rate of exchange between the U.S. dollar and foreign currencies, primarily the Australian Dollar, Singapore Dollar, Euro, Chinese Yuan, and Canadian Dollar, have had and could [removed: continue to] [added: in the future] have an adverse effect on our financial results, including our net sales, margins, gains and losses, as well as on the values of our assets and liabilities.
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For example, certain pharmaceutical treatments, such as GLP-1’s currently used to treat diabetes or for weight loss, may enhance patient health, lower the occurrence of obesity, potentially reduce the severity of OSA, or be approved for treatment of OSA.
These constraints on raw materials and electronic components may also impact companies outside
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Further, it is not possible to
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Our sales into Russia and Ukraine did not constitute a material portion of our total revenue in fiscal year 2024.
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We are increasingly dependent on information technology systems and infrastructure. We rely on information technology systems and infrastructure, including technologies and services provided by third parties, to support our business processes and activities, products and customers.
Our business therefore depends on effective, reliable and secure operation of our technology systems and related infrastructure.
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We continually assess opportunities for improved operational efficiency and to better align expenses with revenues, while preserving our ability to make investments in research and development projects, product and technology acquisitions and our people, which we believe is important to our long-term success.
As a result of these assessments, there have been, and may in the future be, restructuring activities, realignment of strategies and cost reduction initiatives.
These measures could yield unintended consequences, such as distraction of our management and employees, reduced employee productivity, business disruption, and inability to attract or retain key personnel, which could negatively affect our business.
Moreover, our restructuring and optimization initiatives could incur additional costs which impact our operating results.
We cannot guarantee that the activities under our restructuring plans or other initiatives will result in the desired efficiencies and estimated cost savings.
In addition, productivity initiatives may at times involve reorganization or relocation of manufacturing activities.
Such manufacturing realignment may result in the interruption of production, which could increase our costs and reduce our sales.
Any interruption in production capability could require us to make substantial capital expenditures to fill customer orders, which could negatively affect our profitability and financial condition.
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For example, if a natural disaster strikes our manufacturing facilities, such as those in Sydney, Australia and Singapore which are vulnerable to such events, we may be unable to
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The Budget Control Act of 2011 required, among other things, mandatory across-the-board reductions in certain types of federal spending, also known as sequestration.
Medicare claims with dates-of-service or dates-of-discharge on or after July 1, 2022 and effective until further notice, incur a 2% reduction in Medicare payment, known as Medicare Sequestration Payment Reductions.
More recently, the Consolidated Appropriations Act of 2024 (CAA) was signed into law in March 2024.
Among other things, the CAA reduced by half the 3.37% reduction to 2023’s Medicare Physician Fee Schedule conversion factor that had been in place since January 1, 2024, increasing the conversion factor to $33.32 for services furnished between March 9 and December 31, 2024.
Absent from the CAA are extensions of the Medicare telehealth flexibilities set to expire at the end of 2024.
Without Congressional action, Medicare will no longer cover most telehealth services furnished to beneficiaries in their home or to individuals residing in urban areas after the end of the year which could have an adverse impact on rates of diagnosis of OSA.
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on our results of operations or financial condition.
- the federal Anti-Kickback Statute, which prohibits, among other things, persons and entities from knowingly and willfully soliciting, receiving, offering, or paying remuneration, directly or indirectly, in cash or in kind, in
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Most of the obligations of the CIA expire on December 18, 2024.
Absent an inquiry for additional materials from the OIG, we expect to close out the CIA by the end of fiscal year 2025.
To provide our covered entity clients with services that
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satisfy customer demand, which could negatively impact our results of operations.
a sufficient supply of raw materials necessary to meet the quantity and/or timing of our product demands.
In response to the global semiconductor supply shortage, we expanded our global offering of devices to include Card-to-Cloud (C2C) versions of our prior model AirSense 10 and AirCurve 10 offerings that do not incorporate a communications module.
We introduced C2C models to address the growing backlog of patients waiting for therapy with our devices during and after the COVID-19 pandemic.
Because C2C devices do not include communications capability they are not as appealing to our customers creating a risk that we will be forced to liquidate inventory of those devices as communications modules become available for our AirSense 10 and AirSense 11 devices.
A material cyberattack or security incident could
In addition, on July 26, 2023, the SEC issued a new proposed rule intended to enhance and standardize disclosures regarding cybersecurity risk management, strategy, governance and cybersecurity incident reporting, which will require us to develop additional policies and procedures to comply with these new rules and provide additional disclosure on our Annual Report on Form 10-K for the fiscal year ended June 30, 2024.
For example, we acquired MatrixCare in November 2018, Propeller Health in January 2019, and MEDIFOX DAN in November 2022.
We have from time to time found defects in our
These changes included an aggregate reduction in Medicare payments to providers of 2% per fiscal year, which went into effect on April 1, 2013.
The CARES Act, which was signed into law in March 2020 and subsequently amended, suspended the payment reductions from May 1, 2020 through December 31, 2020, and extended the sequester by one additional year, through 2030.
Additionally, all or a portion of the ACA and related subsequent legislation may be modified, repealed or otherwise invalidated through other judicial challenge.
On June 17, 2021, the U.S. Supreme Court dismissed the most recent judicial challenge to the ACA brought by several states without specifically ruling on the constitutionality of the ACA.
Prior to the Supreme Court’s decision, President Biden issued an executive order to initiate a special enrollment period for purposes of obtaining health insurance coverage through the ACA marketplace, which began on February 15, 2021 and remained open through August 15, 2021.
The executive order also instructed certain governmental agencies to review and reconsider their existing policies and rules that limit access to healthcare, including among others, reexamining Medicaid demonstration projects and waiver programs that include work requirements, and policies that create unnecessary barriers to obtaining access to health insurance coverage through Medicaid or the ACA.
The U.S.
The settlement agreement with the government and the CIA could result in reputational harm or the curtailment or restructuring of our operations, any of which could materially adversely affect our financial results and our ability to operate our business.
While HIPAA does not create a private
A To date, approximately ten additional US states have implemented comprehensive data privacy laws, certain of which became effective starting in January 1, 2023.
strengthening individual data rights, shortening timelines for data breach notifications, limiting retention periods and secondary use of information (including for research purposes), increasing requirements pertaining to health data and pseudonymized (i.e., key-coded) data and imposing additional obligations when we contract with third party processors in connection with the processing of the personal data.
In the 510(k) clearance process, the FDA must determine that a
condition, or results of operations. The FDA regulates the approval, manufacturing, and sales and marketing of many of our products in the United States.
clearance.
Changes or clarifications to U.S. tax laws could materially affect the tax treatment of our domestic and foreign earnings.
The Organisation for Economic Co-operation and Development, an international association of 34 countries, including the United States, released the final reports from its Base Erosion and Profit Shifting, or BEPS, Action Plans, which aim to standardize and modernize global tax policies.
The BEPS Action Plans propose revisions to numerous tax rules, including country-by-country reporting, permanent establishment, hybrid entities and instruments, transfer pricing, and tax treaties.
The BEPS Action Plans have been or are being enacted by countries where we have operations.
Additionally, the U.S. Treasury department recently proposed the adoption of a global minimum corporate tax rate of at least 15%, which, if enacted, could negatively impact our effective tax rate.
The rights of the holders of our common stock
An excerpt. Shown here: 40 of 189 rewritten, 40 of 78 added and all 29 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2024 filing and the FY2023 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
145 rewritten, 58 added, 28 removed, 214 unchanged
It is provided as a supplement to, and should be read in conjunction [removed: with] [added: with,] the selected financial data and consolidated financial statements and notes included in this report.
Our growth has been fueled by geographic expansion, our research and product development efforts, acquisitions and an increasing awareness of SDB and [removed: other] respiratory conditions like chronic obstructive pulmonary disease as significant health concerns.
During fiscal year [removed: 2023,] [added: 2024,] we invested [removed: $287.6] [added: $307.5] million on research and development activities, which represents [removed: 6.8%] [added: 6.6%] of net revenues with a continued focus on the development and commercialization of new, innovative products and solutions that improve patient outcomes, create efficiencies for our customers and help physicians and providers better manage chronic disease and lower healthcare costs.
During fiscal year [removed: 2023] [added: 2024,] we continued the launch of AirSense 11, which introduces new features such as a touch screen, algorithms for patients new to [removed: therapy and] [added: therapy,] digital enhancements and over-the-air update [removed: capabilities as well as continued our global offering of devices including Card-to-Cloud ("C2C") versions of our prior model AirSense 10 and AirCurve 10 products that do not incorporate a communications module.][added: capabilities.]
[removed: Due to multiple acquisitions, including] [added: Through our acquisitions of] Brightree in 2016, HEALTHCAREfirst and MatrixCare in 2018, and MEDIFOX DAN in November 2022, our operations [removed: now] include out-of-hospital software platforms designed to support the professionals and caregivers who help people stay healthy in the home or care setting of their choice.
Net revenue in fiscal year [removed: 2023] [added: 2024] increased to [removed: $4,223.0] [added: $4,685.3] million, an increase of [removed: 18%] [added: 11%] compared to fiscal year [removed: 2022.][added: 2023.]
Gross profit increased for the year ended June 30, [removed: 2023] [added: 2024] to [removed: $2,355.7] [added: $2,655.3] million, from [removed: $2,024.3] [added: $2,355.7] million for the year ended June 30, [removed: 2022,] [added: 2023,] an increase of [removed: $331.4] [added: $299.6] million or [removed: 16%.][added: 13%.]
Our net income for the year ended June 30, [removed: 2023] [added: 2024] was [removed: $897.6] [added: $1,021.0] million or [removed: $6.09] [added: $6.92] per diluted share compared to net income of [removed: $779.4] [added: $897.6] million or [removed: $5.30] [added: $6.09] per diluted share for the year ended June 30, [removed: 2022.][added: 2023.]
Total operating cash flow for fiscal year [removed: 2023] [added: 2024] was [removed: $693.3] [added: $1,401.3] million and at June 30, [removed: 2023,] [added: 2024,] our cash and cash equivalents totaled [removed: $227.9] [added: $238.4] million.
At June 30, [removed: 2023,] [added: 2024,] our total assets were [removed: $6.8] [added: $6.9] billion and our stockholders’ equity was [removed: $4.1] [added: $4.9] billion.
We paid a quarterly dividend of [removed: $0.44] [added: $0.48] per share during fiscal [removed: 2023] [added: 2024] with a total amount of [removed: $258.3] [added: $282.3] million paid to stockholders.
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[removed: In order to] [added: To] calculate our constant currency information, we translate the current period financial information using the foreign currency exchange rates that were in effect during the previous comparable period.
For discussion related to the results of operations and changes in financial condition for the fiscal year ended June 30, [removed: 2022] [added: 2023] compared to fiscal year June 30, [removed: 2021,] [added: 2022,] please refer to Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the Year Ended June 30, [removed: 2022,] [added: 2023,] which was filed with the United States Securities and Exchange Commission on August [removed: 12, 2022.][added: 11, 2023.]
Fiscal Year Ended June 30, [removed: 2023] [added: 2024] Compared to Fiscal Year Ended June 30, [removed: 2022][added: 2023]
Net revenue for the year ended June 30, [removed: 2023] [added: 2024] increased to [removed: $4,223.0] [added: $4,685.3] million from [removed: $3,578.1] [added: $4,223.0] million for the year ended June 30, [removed: 2022,] [added: 2023,] an increase of [removed: $644.9] [added: $462.3] million or [removed: 18% (a 21%] [added: 11% (an 11%] increase on a constant currency basis).
The following table summarizes our net revenue disaggregated by segment, product and region for the year ended June 30, [removed: 2023] [added: 2024] compared to the year ended June 30, [removed: 2022] [added: 2023] (in thousands):
| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | % Change | | | | | | Constant Currency* | | |
| Devices | | | $ | [removed: 1,444,361] [added: 1,522,758] | | | | | $ | [removed: 1,070,420] [added: 1,444,361] | | | | | [removed: 35] [added: 5] | | % | | | | | | |
| Masks and other | | | [removed: 1,039,026] [added: 1,199,798] | | | | | | [removed: 911,387] [added: 1,039,026] | | | | | | [removed: 14] [added: 15] | | | | | | | | |
| Total U.S., Canada and Latin America | | | $ | [removed: 2,483,387] [added: 2,722,556] | | | | | $ | [removed: 1,981,807] [added: 2,483,387] | | | | | [removed: 25] [added: 10] | | | | | | | | |
| Devices | | | $ | [removed: 826,341] [added: 921,253] | | | | | $ | [removed: 796,488] [added: 826,341] | | | | | [removed: 4] [added: 11] | | % | | | | [removed: 11] [added: 10] | | % |
| Masks and other | | | [removed: 415,289] [added: 457,363] | | | | | | [removed: 399,003] [added: 415,289] | | | | | | [removed: 4] [added: 10] | | | | | | [removed: 12] [added: 8] | | |
| Total Combined Europe, Asia and other markets | | | $ | [removed: 1,241,630] [added: 1,378,616] | | | | | $ | [removed: 1,195,491] [added: 1,241,630] | | | | | [removed: 4] [added: 11] | | | | | | [removed: 11] [added: 10] | | |
| Devices | | | $ | [removed: 2,270,702] [added: 2,444,011] | | | | | $ | [removed: 1,866,908] [added: 2,270,702] | | | | | [removed: 22] [added: 8] | | % | | | | [removed: 25] [added: 7] | | % |
| Masks and other | | | [removed: 1,454,315] [added: 1,657,161] | | | | | | [removed: 1,310,390] [added: 1,454,315] | | | | | | [removed: 11] [added: 14] | | | | | | [removed: 14] [added: 13] | | |
| Total Sleep and Respiratory Care | | | $ | [removed: 3,725,017] [added: 4,101,172] | | | | | $ | [removed: 3,177,298] [added: 3,725,017] | | | | | [removed: 17] [added: 10] | | | | | | [removed: 20] [added: 10] | | |
| Software as a Service | | | [removed: 497,976] [added: 584,125] | | | | | | [removed: 400,829] [added: 497,976] | | | | | | [removed: 24] [added: 17] | | | | | | | | |
| Total | | | $ | [removed: 4,222,993] [added: 4,685,297] | | | | | $ | [removed: 3,578,127] [added: 4,222,993] | | | | | [removed: 18] [added: 11] | | | | | | [removed: 21] [added: 11] | | |
Net revenue from our Sleep and Respiratory Care business for the year ended June 30, [removed: 2023] [added: 2024] increased to [removed: $3,725.0] [added: $4,101.2] million from [removed: $3,177.3] [added: $3,725.0] million for the year ended June 30, [removed: 2022,] [added: 2023,] an increase of [removed: $547.7] [added: $376.2] million or [removed: 17%.][added: 10%.]
Movements in international currencies against the U.S. dollar [removed: negatively] [added: positively] impacted net revenues by approximately [removed: $95.6] [added: $15.2] million for the year ended June 30, [removed: 2023.][added: 2024.]
Excluding the impact of currency movements, total net revenue from our Sleep and Respiratory Care business for the year ended June 30, [removed: 2023] [added: 2024] increased by [removed: 20%] [added: 10%] compared to the year ended June 30, [removed: 2022.][added: 2023.]
The increase in net revenue associated with [added: our] devices [added: and masks] was primarily attributable to increased [removed: demand, reduced competitive supply, increases in average selling prices,] [added: demand] and [removed: incremental sales of the C2C devices.][added: unit sales.]
Net revenue from our Sleep and Respiratory Care business in the United States, Canada and Latin America for the year ended June 30, [removed: 2023] [added: 2024] increased to [removed: $2,483.4] [added: $2,722.6] million from [removed: $1,981.8] [added: $2,483.4] million for the year ended June 30, [removed: 2022,] [added: 2023,] an increase of [removed: $501.6] [added: $239.2] million or [removed: 25%.][added: 10%.]
The increase in net revenue associated with our devices [added: and masks] was primarily attributable to increased [removed: demand, reduced competitive supply,] [added: demand] and [removed: incremental sales of the C2C devices.][added: unit sales.]
Net revenue from our Sleep and Respiratory Care business in combined Europe, Asia and other markets increased for the year ended June 30, [removed: 2023] [added: 2024] to [removed: $1,241.6] [added: $1,378.6] million from [removed: $1,195.5] [added: $1,241.6] million for the year ended June 30, [removed: 2022,] [added: 2023,] an increase of [removed: $46.1] [added: $137.0] million or [removed: 4% (an] 11% [added: (a 10%] increase on a constant currency basis).
The constant currency increase in device [added: and mask] sales in combined Europe, Asia and other was primarily attributable to increased demand [removed: as well as reduced competitive supply.][added: and unit sales.]
Net revenue from devices for the year ended June 30, [removed: 2023] [added: 2024] increased to [removed: $2,270.7] [added: $2,444.0] million from [removed: $1,866.9] [added: $2,270.7] million for the year ended June 30, [removed: 2022,] [added: 2023,] an increase of [removed: $403.8] [added: $173.3] million or [removed: 22%,] [added: 8%,] including an increase of [removed: 35%] [added: 5%] in the United States, Canada and Latin America and an increase of [removed: 4%] [added: 11%] in combined Europe, Asia and other markets [removed: (an 11%] [added: (a 10%] increase on a constant currency basis).
Excluding the impact of foreign currency movements, device sales for the year ended June 30, [removed: 2023] [added: 2024] increased by [removed: 25%.][added: 7%.]
Net revenue from masks and other for the year ended June 30, [removed: 2023] [added: 2024] increased to [removed: $1,454.3] [added: $1,657.2] million from [removed: $1,310.4] [added: $1,454.3] million for the year ended June 30, [removed: 2022,] [added: 2023,] an increase of [removed: 11%,] [added: 14%,] including an increase of [removed: 14%] [added: 15%] in the United States, Canada and Latin America and an increase of [removed: 4%] [added: 10%] in combined Europe, Asia and other markets (a [removed: 12%] [added: 8%] increase on a constant currency basis).
During fiscal year 2024, we announced a new operating model to accelerate long-term growth.
The new operating model introduces dedicated leadership in Product, Revenue, and Marketing to the global executive team.
This change aims to increase the velocity of product development and sharpen our customer and brand focus.
Ultimately, the goal is to accelerate profitable growth, while driving greater value and improved care throughout the outside hospital care continuum and the patient journey.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
The increase in gross margin was due primarily to reduced freight and manufacturing cost improvements, a favorable impact from our SaaS business, an increase in average selling prices and a favorable product mix, which were partially offset by $14.3 million of combined expenses associated with the field safety notifications for masks with magnets and Astral devices, and an increase in the amortization of acquired intangible assets.
The masks with magnets field safety notification expenses relate to estimated costs to provide alternative masks to patients in response to updated contraindications for use of masks that incorporate magnets.
The Astral field safety notification expenses relate to estimated costs associated with the replacement of a certain component in some of our Astral ventilation devices that were manufactured between 2013 to 2019.
| | | | 2024 | | | | | | 2023 | | | | | | | | | | | | | | | | | | | | |
Selling, general and administrative expenses,
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
Restructuring charges for the year ended June 30, 2024 were comprised of $28.6 million of employee severance and other one-time termination benefits, $33.2 million of intangible asset impairments associated with the wind down of certain business activities, and $2.4 million of other miscellaneous asset impairments.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
The masks with magnets field safety notification expenses relate to estimated costs to provide alternative masks to patients in response to updated contraindications for use of masks that incorporate magnets.
The Astral field safety notification expenses relate to estimated costs associated with the replacement of a certain component in some of our Astral ventilation devices that were manufactured between 2013 to 2019.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
| | | | 2024 | | | | | | 2023 | | |
| *Less*: Masks with magnets field safety notification expenses | | | (6,351) | | | | | | — | | |
| *Less*: Astral field safety notification expenses | | | (7,911) | | | | | | — | | |
| | | | 2024 | | | | | | 2023 | | |
| Masks with magnets field safety notification expenses | | | 6,351 | | | | | | — | | |
| Astral field safety notification expenses | | | 7,911 | | | | | | — | | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
| | | | 2024 | | | | | | 2023 | | |
| Amortization of acquired intangibles - cost of sales | | | 32,963 | | | | | | 30,396 | | |
| Amortization of acquired intangibles - operating expenses | | | 46,521 | | | | | | 42,020 | | |
| Restructuring expenses | | | 64,228 | | | | | | 9,177 | | |
| Masks with magnets field safety notification expenses | | | 6,351 | | | | | | — | | |
| Astral field safety notification expenses | | | 7,911 | | | | | | — | | |
| Acquisition-related expenses | | | 483 | | | | | | 10,949 | | |
| | | | | | | | | | | | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
| | | | | | | | | | | | |
| | | | 2024 | | | | | | 2023 | | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
In addition, we repurchased $150.0 million of treasury stock during the year ended June 30, 2024.
We did not purchase any shares under our share repurchase program during the year ended June 30, 2023.
| Debt | | | $ | 712,647 | | | | | $ | 12,647 | | | | | $ | 10,000 | | | | | $ | 440,000 | | | | | $ | — | | | | | $ | — | | | | | $ | 250,000 | |
| Interest on debt | | | 92,923 | | | | | | 28,831 | | | | | | 27,393 | | | | | | 19,209 | | | | | | 8,625 | | | | | | 8,625 | | | | | | 240 | | |
| Operating leases | | | 186,673 | | | | | | 32,490 | | | | | | 25,759 | | | | | | 21,675 | | | | | | 19,894 | | | | | | 18,262 | | | | | | 68,593 | | |
\-46-
The increase in masks was primarily due to an increase in unit sales.
\-47-
The decrease in gross margin was due primarily to unfavorable product mix, higher component and manufacturing costs, higher warehouse related costs, and unfavorable foreign currency movements, partially offset by increases in average selling prices and a decrease in the amortization of acquired intangible assets.
| | | | 2023 | | | | | | 2022 | | | | | | | | | | | | | | | | | | | | |
\-48-
We recorded the full amount of $9.2 million during the year ended June 30, 2023, of which $6.7 million related to our Sleep and Respiratory Care segment and $2.5 million related to our SaaS segment.
The restructuring expenses consisted primarily of severance to employees.
| | | | 2023 | | | | | | 2022 | | |
| (Gain) loss on equity investments | | | — | | | | | | 11,675 | | |
| Reserve for disputed tax positions | | | — | | | | | | 4,111 | | |
| Debt | | | $ | 1,447,164 | | | | | $ | 12,164 | | | | | $ | 10,000 | | | | | $ | 10,000 | | | | | $ | 1,165,000 | | | | | $ | — | | | | | $ | 250,000 | |
| Interest on debt | | | 306,715 | | | | | | 75,003 | | | | | | 74,344 | | | | | | 73,723 | | | | | | 65,676 | | | | | | 8,625 | | | | | | 9,344 | | |
| Operating leases | | | 190,723 | | | | | | 27,879 | | | | | | 23,246 | | | | | | 18,995 | | | | | | 17,661 | | | | | | 16,678 | | | | | | 86,264 | | |
| Purchase obligations | | | 1,390,640 | | | | | | 1,034,859 | | | | | | 345,033 | | | | | | 10,013 | | | | | | 735 | | | | | | — | | | | | | — | | |
| Total | | | $ | 3,335,242 | | | | | $ | 1,149,905 | | | | | $ | 452,623 | | | | | $ | 112,731 | | | | | $ | 1,249,072 | | | | | $ | 25,303 | | | | | $ | 345,608 | |
| Standby letter of credit | | | $ | 16,416 | | | | | $ | 3,969 | | | | | $ | 103 | | | | | $ | 593 | | | | | $ | — | | | | | $ | — | | | | | $ | 11,751 | |
| Guarantees* | | | 3,569 | | | | | | 3,039 | | | | | | 87 | | | | | | 75 | | | | | | 330 | | | | | | — | | | | | | 38 | | |
| Total | | | $ | 19,985 | | | | | $ | 7,008 | | | | | $ | 190 | | | | | $ | 668 | | | | | $ | 330 | | | | | $ | — | | | | | $ | 11,789 | |
(2)Income Tax. We assess our income tax positions and record tax benefits for all years subject to audit based upon management’s evaluation of the facts, circumstances and information available at the reporting date.
If we determine that it
is not more likely than not that we would be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to income tax expense in the period such determination is made.
Alternatively, if we determine that it is more likely than not that the net deferred tax assets would be realized, any previously provided valuation allowance is reversed.
These changes to the valuation allowance and resulting increases or decreases in income tax expense may have a material effect on our operating results.
The acquisition method of accounting involved the allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed.
We have finalized our allocation of consideration to net tangible and intangible assets acquired as of June 30, 2023.
Recently Issued Accounting Pronouncements
None
An excerpt. Shown here: 40 of 145 rewritten, 40 of 58 added and all 28 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2024 filing and the FY2023 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET AND BUSINESS RISKS
23 rewritten, 16 added, 14 removed, 65 unchanged
The initial fair value of hedge components excluded from the assessment of effectiveness is recognized in the statement of [removed: operations] [added: income] under a systematic and rational method over the life of the hedging instrument and is presented in interest (expense) income, net.
The notional value of outstanding foreign cross-currency swaps was [removed: $1,046.6] [added: $1,026.2] million at June 30, [removed: 2023.][added: 2024.]
The notional value of the outstanding non-designated hedges was [removed: $954.7] [added: $1,340.0] million and [removed: $602.0] [added: $954.7] million at June 30, [removed: 2023] [added: 2024] and June 30, [removed: 2022,] [added: 2023,] respectively.
These contracts mature at various dates prior to [removed: December] [added: September] 15, [removed: 2024.][added: 2025.]
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
The table below provides information (in U.S. dollars) on our significant foreign-currency-denominated financial assets by legal entity functional currency as of June 30, [removed: 2023] [added: 2024] (in thousands):
| Foreign Currency Hedges | | | [removed: (240,000)] [added: (360,000)] | | | | | | [removed: (76,424)] [added: (128,467)] | | | | | | — | | | | | | — | | |
The table summarizes information on instruments and transactions that are sensitive to foreign currency exchange rates, including foreign currency call options, collars, forward contracts and cross-currency swaps held at June 30, [removed: 2023.][added: 2024.]
| | | | | | | | | | | | | | | | Total | | | | | | June 30, [removed: 2023] [added: 2024] | | | | | | June 30, [removed: 2022] [added: 2023] | | |
| Contract amount | | | | | | | | | | | | | | | [removed: 335,000] [added: 495,000] | | | | | | [removed: (1,064)] [added: 730] | | | | | | [removed: (190)] [added: (1,064)] | | |
| Ave. contractual exchange rate | | | | | | | | | | | | | | | AUD 1 = USD [removed: 0.6708] [added: 0.6677] | | | | | | | | | | | | | | |
| Ave. contractual exchange rate | | | | | | | | | | | | | | | AUD 1 = EUR [removed: 0.6419] [added: 0.6275] | | | | | | | | | | | | | | |
| Ave. contractual exchange rate | | | | | | | | | | | | | | | SGD 1 = Euro [removed: 0.7022] [added: 0.6797] | | | | | | | | | | | | | | |
| Contract amount | | | | | | | | | | | | | | | [removed: 240,000] [added: 360,000] | | | | | | [removed: (4,133)] [added: (2,054)] | | | | | | [removed: (1,172)] [added: (4,133)] | | |
| Ave. contractual exchange rate | | | | | | | | | | | | | | | SGD 1 = USD [removed: 0.7566] [added: 0.7460] | | | | | | | | | | | | | | |
| Contract amount | | | | | | | | | | | | | | | [removed: 11,029] [added: 27,520] | | | | | | [removed: (31)] [added: (112)] | | | | | | [removed: (37)] [added: (31)] | | |
| Ave. contractual exchange rate | | | | | | | | | | | | | | | AUD 1 = CNY [removed: 4.7507] [added: 4.8538] | | | | | | | | | | | | | | |
| Ave. contractual exchange rate | | | | | | | | | | | | | | | USD 1 = EUR [removed: 1.0406] [added: .9610] | | | | | | | | | | | | | | |
| Contract amount | | | | | | | | | | | | | | | [removed: 30,219] [added: 29,238] | | | | | | [removed: 156] [added: (143)] | | | | | | [removed: (46)] [added: 156] | | |
| Ave. contractual exchange rate | | | | | | | | | | | | | | | CAD 1 = USD [removed: 0.7594] [added: 0.7274] | | | | | | | | | | | | | | |
At June 30, [removed: 2023,] [added: 2024,] we held cash and cash equivalents of [removed: $227.9] [added: $238.4] million principally comprising of bank term deposits and at-call accounts and are invested at both short-term fixed interest rates and variable interest rates.
At June 30, [removed: 2023,] [added: 2024,] there was [removed: $945.0] [added: $210.0] million outstanding under the revolving credit and term loan facilities, which were subject to variable interest rates.
A hypothetical 10% change in interest rates during the year ended June 30, [removed: 2023,] [added: 2024,] would not have had a material impact on pretax income.
\-61-
| Net Assets/(Liabilities) | | | 516,532 | | | | | | (198,361) | | | | | | — | | | | | | 33,605 | | |
| Foreign Currency Hedges | | | (495,000) | | | | | | 171,289 | | | | | | — | | | | | | (27,520) | | |
| Net Total | | | 21,532 | | | | | | (27,072) | | | | | | — | | | | | | 6,085 | | |
| Net Assets/(Liabilities) | | | — | | | | | | 303,896 | | | | | | 29,965 | | | | | | — | | |
| Foreign Currency Hedges | | | — | | | | | | (299,756) | | | | | | (29,238) | | | | | | — | | |
| Net Total | | | — | | | | | | 4,140 | | | | | | 727 | | | | | | — | | |
| Net Assets/(Liabilities) | | | 375,902 | | | | | | 125,365 | | | | | | — | | | | | | 1,747 | | |
| Net Total | | | 15,902 | | | | | | (3,102) | | | | | | — | | | | | | 1,747 | | |
\-62-
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
| Contract amount | | | | | | | | | | | | | | | 251,580 | | | | | | (1,610) | | | | | | (915) | | |
| Contract amount | | | | | | | | | | | | | | | 176,642 | | | | | | 825 | | | | | | (1,760) | | |
| Contract amount | | | | | | | | | | | | | | | 1,026,231 | | | | | | (31,743) | | | | | | (60,546) | | |
\-63-
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
\-57-
| Net Assets/(Liabilities) | | | 339,015 | | | | | | (115,192) | | | | | | — | | | | | | 20,452 | | |
| Foreign Currency Hedges | | | (335,000) | | | | | | 114,636 | | | | | | — | | | | | | (11,029) | | |
| Net Total | | | 4,015 | | | | | | (556) | | | | | | — | | | | | | 9,423 | | |
| Net Assets/(Liabilities) | | | — | | | | | | 311,950 | | | | | | 23,719 | | | | | | — | | |
| Foreign Currency Hedges | | | — | | | | | | (305,697) | | | | | | (30,219) | | | | | | — | | |
| Net Total | | | — | | | | | | 6,253 | | | | | | (6,500) | | | | | | — | | |
| Net Assets/(Liabilities) | | | 274,049 | | | | | | 102,676 | | | | | | — | | | | | | 1,323 | | |
| Net Total | | | 34,049 | | | | | | 26,252 | | | | | | — | | | | | | 1,323 | | |
\-58-
| Contract amount | | | | | | | | | | | | | | | 212,896 | | | | | | (915) | | | | | | (413) | | |
| Contract amount | | | | | | | | | | | | | | | 125,554 | | | | | | (1,760) | | | | | | 71 | | |
| Contract amount | | | | | | | | | | | | | | | 1,046,572 | | | | | | (60,546) | | | | | | — | | |
\-59-
Item 1. BUSINESS
131 rewritten, 57 added, 24 removed, 538 unchanged
Our comprehensive [removed: out-of-hospital] [added: out-of-hospital, or OOH,] software platforms support the professionals and caregivers who help people stay healthy in the home or care setting of their choice.
Following our formation in 1989, we commercialized a [added: continuous positive airway pressure, or CPAP,] treatment for obstructive sleep apnea, or [added: OSA, which was the first successful non-invasive treatment for] OSA.
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
[added: We also provide management software to agencies providing OOH care, including] but not limited to home medical equipment, or HME, home health and hospice, skilled nursing, life plan community, senior living, [added: outpatient therapy] and private duty services.
We employ over [removed: 10,140] [added: 9,980] people and sell our products in over 140 countries through a combination of wholly owned subsidiaries and independent distributors.
Information contained on our website [added: or in reports, other than those filed with or furnished to the SEC,] is not part of or incorporated into this report.
We make our periodic reports, together with any amendments, available on our [removed: website,] [added: investor relations website (https://investor.resmed.com),] free of charge, as soon as reasonably practicable after we electronically file or furnish the reports with the Securities and Exchange Commission, or SEC.
Our Australian subsidiary, ResMed Holdings [added: Pty] Limited, was originally organized in 1989 by Dr. Peter Farrell to acquire from Baxter Center for Medical Research Pty Limited, or Baxter, the rights to certain technology relating to CPAP treatment as well as Baxter’s existing CPAP device business.
Since [removed: formation] [added: formation,] we have [removed: acquired] [added: grown organically through global expansion as well as by acquiring] a number of businesses, including distributors, suppliers, developers of medical equipment and related technologies, and software solution providers.
See Note 13 – Segment Information of the Notes to [added: Consolidated] Financial Statements (Part II, Item 8) for financial information regarding segment reporting.
Additionally, our software solutions are focused on [removed: out-of-hospital] [added: OOH] care, which we believe is fragmented and underserved, and where we see significant opportunity to transform and significantly improve [removed: out-of-hospital] [added: OOH] healthcare through a strategy of enabling better patient care, improving clinical decision support, and driving interoperability across [removed: out-of-hospital] [added: OOH] care settings.
While sleep apnea has been diagnosed in a [added: small portion of a] broad cross-section of the population, until recently, it has typically been diagnosed among middle-aged men [removed: who are obese.][added: with obesity.]
A study presented at the European Respiratory Society (ERS) International Congress in 2021 and later published in [removed: *CHEST*] [added: CHEST] in 2022 found that using PAP therapy as directed can significantly increase sleep apnea patients’ chances of living longer.
The study concluded that people with obstructive sleep apnea who [added: started and] continued PAP therapy were 39% more likely to survive over a three-year period than OSA patients who did not.
Patients with OSA have been shown to have impaired daytime performance in a variety of cognitive functions including problem- solving, response speed, and visual motor [removed: coordination, and] [added: coordination;] studies have linked OSA to increased occurrences of traffic and workplace accidents.
Simpler tests, using devices such as our ApneaLink Air, NightOwl, or our automatic [removed: positive airway pressure] [added: PAP] devices, monitor airflow during sleep, and use computer programs to analyze airflow patterns.
These tests allow sleep clinicians to detect [removed: any] sleep disturbances such as apneas, hypopneas, or subconscious awakenings.
[removed: Surgical] [added: Consequently, surgical] treatments are not considered first-line therapy for OSA.
Alternative pharmaceutical therapy treatments [removed: are reported] [added: expected] to be [added: indicated for OSA treatment are] under development.
[removed: Most are only partially effective, but] CPAP is a reliable treatment for all severities of OSA and is considered first-line therapy.
In recent years, [added: we have developed] product innovations to improve patient comfort and [removed: compliance have been developed.][added: compliance.]
These include more comfortable patient interface systems; delay timers that gradually increase air pressure allowing the patient to fall asleep more easily; bilevel air devices, including our AirCurve [removed: 10] [added: 11] Series [removed: and Lumis] devices, which provide different air pressures for inhalation and exhalation; heated humidification systems to make the airflow more comfortable; and auto-titration devices that modulate the average pressure delivered during the night.
Our aim is to provide respiratory care solutions to patients with [removed: COPD, asthma,] [added: COPD] and other chronic respiratory diseases, such as overlap syndrome, obesity hypoventilation syndrome, or OHS, and neuromuscular disease, including amyotrophic lateral sclerosis, or ALS.
We also provide data management systems designed to improve the management of [removed: patients.][added: patients by care providers.]
Patients with chronic bronchitis present with low level of oxygen (hypoxemia) and elevated levels of carbon dioxide (hypercapnia), a chronic productive cough, cor pulmonale, and [removed: are] commonly [removed: overweight.][added: have excess weight.]
Patients with emphysema have more normal blood gases, are usually thin and hyperinflated [removed: and have a decreased diffusion capacity.]
[added: In general,] the more hypoxic a COPD patient is during the day the more severe the hypoxemia experienced during sleep.
In patients with OHS, positive airway therapy, [removed: both] [added: with either] CPAP [removed: and] [added: or] NIV, has been shown to effectively treat upper airway obstruction and reverse daytime respiratory failure as well as reduce the work of breathing and improve respiratory drive.
Our SaaS strategy is to develop a portfolio that assists durable or home medical equipment (DME/HME) providers, and other long-term care providers operate more effectively and efficiently across various [removed: out-of-hospital] [added: OOH] care settings.
We believe the treatment of sleep apnea and respiratory care will continue to grow due to a number of factors, including increasing awareness of OSA, CSA and COPD; improved understanding of the role of sleep apnea treatment in the management of cardiac, neurologic, metabolic, and related disorders; improved understanding of the role of non-invasive [removed: ventilation in the management of COPD; and an increase in the use of digital and product technology to improve patient]
Our strategy for expanding our business operations and capitalizing on the growth of the sleep apnea and respiratory care, as well as growth in [removed: out-of-hospital] [added: OOH] care settings, consists of the following key elements:
We have introduced a full suite of masks in our AirFit and AirTouch and other ranges, and we offer advanced and expanded integrations of our therapy-based software [removed: solutions,] [added: solutions used by providers,] including AirView, to promote greater patient adherence to therapy.
Our acquisitions have [added: also] included adding a portfolio of sleep apnea products such as through our acquisition of Curative Medical in 2015.
Our [added: secure] cloud-based digital health applications, along with our devices, are designed to provide connected care to improve patient outcomes and efficiencies for our customers, allowing fewer professionals to manage more patients and empowering patients to track their own health outcomes.
We believe that the combination of continued product development, product and technology acquisitions and innovation are key factors [removed: to] [added: of] our ongoing success.
Approximately [removed: 17%] [added: 19%] of our employees are devoted to research and development activities.
- Expand SaaS Solutions in Out-of-Hospital Care Settings. Our vision is to transform and significantly improve [removed: out-of-hospital (OOH)] [added: OOH] healthcare through a strategy of enabling better patient care, improving clinical decision support, and driving interoperability across [removed: out-of-hospital] [added: OOH] healthcare settings.
Since acquiring Brightree in 2016, plus MatrixCare and HEALTHCAREfirst in 2018, we offer software solutions across multiple [removed: out-of-hospital] [added: OOH] healthcare settings including HME, home health and hospice, skilled nursing, life plan communities, senior living, and private duty.
Our acquisition of MEDIFOX DAN in [removed: 2022,] [added: 2022] expanded ResMed’s SaaS business [removed: outside of the U.S.] to [removed: Germany,] [added: Germany] and added new [removed: out-of-hospital] [added: OOH] care sectors to [removed: the business’] [added: our] ecosystem, including outpatient therapy.
We are connecting capabilities across the platforms in these [removed: out-of-hospital] [added: OOH] care settings to help our customers be more efficient, better serve people, keep them [removed: out-of-hospital,] [added: out of hospital,] and [added: provide care] in lower-cost, higher-quality care settings.
We also make available on our investor relations website, public financial information for which a report is not required to be filed with or furnished to the SEC.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
Most are only partially effective.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
and have a decreased diffusion capacity.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
ventilation in the management of COPD; and an increase in the use of digital and product technology to improve patient outcomes and create efficiencies for customers and providers.
Sleep is becoming a more important aspect of our customers' lives.
We believe increased adoption of wearables with sleep monitoring functionality will drive more sleep-concerned consumers into care pathways.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
We have also established a chair for the study of sleep medicine at Harvard Medical School.
We believe that recent interest in GLP-1 weight loss drugs will potentially drive additional patients into our treatment funnel, as previously untreated sleep apnea is diagnosed as part of their clinical evaluation.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
| AirCurve Bilevel Platform –AirCurve 11 VAuto –AirCurve 11 ASV –AirCurve 10 VAuto –AirCurve 10 ASV –AirCurve 10 S | | | Bilevel machines include two pressure level settings: a higher pressure when a patient inhales, and a lower pressure that makes it easier to exhale. AirCurve™ devices are for therapy users who benefit from greater pressure support. AirCurve™ 11 VAuto and AirCurve™ 10 VAuto treat patients with OSA and non-compliant OSA. AirCurve™ 11 ASV and AirCurve™ 10 ASV treat patients with CSA, OSA, mixed apneas or periodic breathing. AirCurve 11 includes myAir™, Care Check-In and Personal Therapy Assistant, digital health solutions designed to help users start therapy and stay on track. All AirCurve machines include a built-in humidifier, Climate Control Auto setting to provide breathing comfort and myAir™, an online support program and app that helps users track their therapy. | | |
| Lumis VPAP S, ST and ST-A | | | ResMed Lumis™ series ventilators are designed to provide personalized ventilation support for people with respiratory insufficiency or OSA and are suitable for non-invasive ventilation, either at home or in a healthcare setting. They are not a life support ventilator. The Lumis™ 150 VPAP ST and ST-A feature iVAPS™ technology to adjust to changing respiratory needs. | | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
In Germany, Australia, New
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
The most disruptive effects of the COVID-19 pandemic are behind us and the global recall instituted by one of our major competitors continues to drive global demand for our devices.
In some
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
Under the program, DMEPOS suppliers compete to become Medicare contract suppliers by submitting bids to furnish certain items in competitive bidding areas (CBAs).
The lower payment amounts resulting from the competition may replace the Medicare fee schedule amounts for the bid items in these areas.
Payment for Medicare-enrolled DMEPOS suppliers in former CBAs are based on 100% of the single payment amount, for the CBA increased by the projected percentage change in the Consumer Price Index for all Urban Consumers (CPI-U) from January 2023 to January 2024.
As of January 1, 2024, for items furnished in non-CBAs, fees are based on fully-adjusted rates per the applicable methodology under Code of Federal Regulations Title 42 414.210 (g).
Additionally, in 2022, the Department of Veterans Affairs (VA) proposed an adjustment through regulation to amend the previously adopted schedule of VA ratings for sleep apnea.
Specifically, the proposed rule would remove in its entirety the current 30% disability rating for veterans exhibiting excessive daytime sleepiness and instead replacing it with a 10% disability rating for veterans with a sleep apnea diagnosis with incomplete relief (as determined by a sleep study) with treatment including a CPAP machine, and further, remove the automatic 50% disability rating for veterans with a documented need for a CPAP machine (50% disability would instead require that the veteran have a sleep apnea diagnosis with ineffective treatment, as determined by a sleep study, or who is unable to use treatment due to comorbid conditions, without end-organ damage).
The VA has not yet adopted these changes to the disability ratings system for sleep apnea but should this proposal, or another similar proposal to limit disability ratings be adopted, fewer veterans may pursue treatment of sleep apnea using CPAP or more veterans would claim ineffective treatment with CPAP to obtain the higher rating.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
The adoption of new pharmaceuticals to treat obesity, a typical comorbidity of OSA, could impact our ongoing or future sales.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
We are required to adhere to
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
of a medical device that is already placed on the market.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
In some of our operations, such as those involving our cloud-based software digital health applications, we are a business associate under HIPAA.
This treatment, continuous positive airway pressure, or CPAP, was the first successful noninvasive treatment for OSA.
We offer a comprehensive digital solution suite for patients with COPD or asthma, including those using inhalers, as well as non-invasive or invasive ventilation.
We also provide management software to agencies providing out-of-hospital care, including
For example, in the United States our sleep and respiratory care products are sold by ResMed Corp. and our software is sold principally by our Brightree and MatrixCare subsidiaries.
In general,
outcomes and create efficiencies for customers and providers.
We also acquired a digital health platform for inhalers through our acquisition of Propeller Health in 2019, rounding out our portfolio to treat COPD patients through their therapy journey across different stages of their disease.
| AirSense 10 –AutoSet –AutoSet for Her –CPAP –Elite | | | AirSense™ 10 is one of the world’s most widely used series of CPAP and APAP machines, each designed to deliver high-quality therapy for a better night’s sleep. Features include a built-in humidifier, Climate Control Auto setting to provide breathing comfort, AutoRamp™ with sleep onset detection, and expiratory pressure relief (EPR™). | | |
| AirCurve 10 Bilevel –AirCurve 10 S –AirCurve 10 VAuto –AirCurve 10 ASV | | | AirCurve™ 10 bilevel machines include two pressure level settings: a higher pressure when you inhale, and a lower pressure that makes it easier to exhale. AirCurve 10 S and AirCurve 10 VAuto both treat obstructive sleep apnea, while AirCurve 10 ASV treats central sleep apnea. All machines include a built-in humidifier and Climate Control Auto setting to provide breathing comfort. | | |
| Propeller | | | Propeller's inhaler sensors track medication usage and pair with a companion smartphone application, giving people with asthma or COPD a better understanding of their disease and promoting increased adherence to treatment. The Propeller Provider Portal gives clinicians timely and accurate information they need to make better treatment decisions. | | |
The most disruptive effects of the COVID-19 pandemic are largely behind us.
We are actively working to mitigate the impact of supply constraints by multi-sourcing and qualifying alternate materials.
CMS stated in rulemaking that it will be paying the single payment amounts established during the DMEPOS Competitive Bidding Program updated by an inflation adjustment factor on an annual basis for products furnished in the competitive bidding areas.
In non-competitive bidding and non-rural areas, the Coronavirus Aid, Relief, and Economic Security (CARES) Act mandated that the fee schedule amounts for certain items furnished in rural and non-contiguous non-competitive bidding areas be based on a 50/50 blend of adjusted and unadjusted fee schedule amounts through the duration of the Public Health Emergency (PHE).
Through final rulemaking in December 2021, CMS finalized policy that they will continue paying suppliers the 50/50 blend of adjusted and unadjusted fee schedule rates for furnishing items and services in rural and non-contiguous areas regardless of the PHE.
The CARES Act also required payment in non-competitively bid areas other than rural or non-contiguous areas be based on a 75/25 blend of adjusted and unadjusted fee schedule amounts through the duration of the PHE, which ended on May 11, 2023.
The Consolidated Appropriations Act, 2023, requires that this 75/25 blended payment in non-competitively bid areas other than rural or non-contiguous areas continue beyond the end of PHE, through December 31, 2023.
for various reasons.
a death or serious injury.
discrimination and harassment, health and safety, and employee benefits reinforce this environment and facilitate talent attraction, retention, and development.
We are in our third year of having a BIDS team that strives to impact and develop our people, patients, and products.
Additionally, the CEO and senior leaders across the organization have diversity and inclusion objectives embedded in their annual and quarterly goals.
Each ERG/Mosaic is supported by an Executive Sponsor.
In 2022, we launched campaigns focused on collecting internal data and gathering diverse prospective candidates.
An excerpt. Shown here: 40 of 131 rewritten, 40 of 57 added and all 24 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2024 filing and the FY2023 filing.
Cover and table of contents
28 rewritten, 6 added, 5 removed, 76 unchanged
For the fiscal year ended June 30, [removed: 2023][added: 2024]
The aggregate market value of the voting and non-voting common equity held by non-affiliates of registrant as of December 31, [removed: 2022] [added: 2023] (the last business day of the registrant’s most recently completed second fiscal quarter), computed by reference to the closing sale price of such stock on the New York Stock Exchange, was
At August [removed: 7, 2023,] [added: 5, 2024,] the registrant had [removed: 147,071,404] [added: 146,932,119] shares of Common Stock, $0.004 par value, issued and outstanding.
This number excludes [removed: 41,836,234] [added: 42,664,067] shares held by the registrant as treasury shares.
Portions of the registrant’s definitive Proxy Statement to be delivered to stockholders in connection with the registrant’s [removed: 2023] [added: 2024] Annual Meeting of Stockholders, to be filed within 120 days after the end of the fiscal year covered by this Form 10-K, are incorporated by reference into Part III of this report.
| | | | | | | [Cautionary Note Regarding Forward Looking [removed: Statements](#i516b66c1c1ab48168478bc517c9ed3d2_13)] [added: Statements](#i7fe754a0eb594e619b22be4f3387c577_13)] | | | [removed: [1](#i516b66c1c1ab48168478bc517c9ed3d2_13)] [added: [1](#i7fe754a0eb594e619b22be4f3387c577_13)] | | |
| [Part [removed: I](#i516b66c1c1ab48168478bc517c9ed3d2_10)] [added: I](#i7fe754a0eb594e619b22be4f3387c577_10)] | | | [Item [removed: 1](#i516b66c1c1ab48168478bc517c9ed3d2_16)] [added: 1](#i7fe754a0eb594e619b22be4f3387c577_16)] | | | [removed: [Business](#i516b66c1c1ab48168478bc517c9ed3d2_16)] [added: [Business](#i7fe754a0eb594e619b22be4f3387c577_16)] | | | [removed: [1](#i516b66c1c1ab48168478bc517c9ed3d2_16)] [added: [1](#i7fe754a0eb594e619b22be4f3387c577_16)] | | |
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| [Part [removed: II](#i516b66c1c1ab48168478bc517c9ed3d2_34)] [added: II](#i7fe754a0eb594e619b22be4f3387c577_34)] | | | [Item [removed: 5](#i516b66c1c1ab48168478bc517c9ed3d2_37)] [added: 5](#i7fe754a0eb594e619b22be4f3387c577_37)] | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i516b66c1c1ab48168478bc517c9ed3d2_37)] [added: Securities](#i7fe754a0eb594e619b22be4f3387c577_37)] | | | [removed: [43](#i516b66c1c1ab48168478bc517c9ed3d2_37)] [added: [46](#i7fe754a0eb594e619b22be4f3387c577_37)] | | |
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| [Part [removed: III](#i516b66c1c1ab48168478bc517c9ed3d2_187)] [added: III](#i7fe754a0eb594e619b22be4f3387c577_193)] | | | [Item [removed: 10](#i516b66c1c1ab48168478bc517c9ed3d2_190)] [added: 10](#i7fe754a0eb594e619b22be4f3387c577_196)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i516b66c1c1ab48168478bc517c9ed3d2_190)] [added: Governance](#i7fe754a0eb594e619b22be4f3387c577_196)] | | | [removed: [101](#i516b66c1c1ab48168478bc517c9ed3d2_190)] [added: [103](#i7fe754a0eb594e619b22be4f3387c577_196)] | | |
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| [Part [removed: IV](#i516b66c1c1ab48168478bc517c9ed3d2_205)] [added: IV](#i7fe754a0eb594e619b22be4f3387c577_211)] | | | [Item [removed: 15](#i516b66c1c1ab48168478bc517c9ed3d2_208)] [added: 15](#i7fe754a0eb594e619b22be4f3387c577_214)] | | | [Exhibits and Consolidated Financial Statement [removed: Schedules](#i516b66c1c1ab48168478bc517c9ed3d2_208)] [added: Schedules](#i7fe754a0eb594e619b22be4f3387c577_214)] | | | [removed: [102](#i516b66c1c1ab48168478bc517c9ed3d2_208)] [added: [104](#i7fe754a0eb594e619b22be4f3387c577_214)] | | |
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
The words “believe,” “expect,” “intend,” “anticipate,” “will continue,” “will,” “estimate,” “plan,” “future” and other similar expressions, and negative statements of such expressions, generally identify forward-looking statements, including, in particular, statements regarding expectations of future revenue or earnings, expenses, new product development, new product launches, new markets for our products, the integration of acquisitions, our supply chain, domestic and international regulatory developments, litigation, tax outlook, [added: and] the expected impact of [removed: COVID-19, its variants, and similar epidemics or pandemics, and] macroeconomic conditions on our business.
In addition, important factors to consider in evaluating such forward-looking statements include changes or developments in healthcare reform, social, macroeconomic, market, legal or regulatory circumstances, including the impact of public health [removed: crises such as COVID-19 and its variants;] [added: crises;] changes in our business or growth strategy or an inability to execute our strategy due to changes in our industry or the economy generally, the emergence of new or growing competitors, disruptions and delays in the supply chain, the actions or omissions of third parties, including suppliers, customers, competitors and governmental authorities, geopolitical and economic conditions in foreign jurisdictions impacting our business, and various other factors.
$25,155,017,346.
| | | | Item 1C | | | [Cybersecurity](#i7fe754a0eb594e619b22be4f3387c577_788) | | | [43](#i7fe754a0eb594e619b22be4f3387c577_788) | | |
| | | | [Item 9B](#i7fe754a0eb594e619b22be4f3387c577_187) | | | [Other Information](#i7fe754a0eb594e619b22be4f3387c577_187) | | | [102](#i7fe754a0eb594e619b22be4f3387c577_187) | | |
| | | | [Item 11](#i7fe754a0eb594e619b22be4f3387c577_199) | | | [Executive Compensation](#i7fe754a0eb594e619b22be4f3387c577_199) | | | [103](#i7fe754a0eb594e619b22be4f3387c577_199) | | |
| | | | [Item 16](#i7fe754a0eb594e619b22be4f3387c577_217) | | | [Form 10-K Summary](#i7fe754a0eb594e619b22be4f3387c577_217) | | | [105](#i7fe754a0eb594e619b22be4f3387c577_217) | | |
| | | | | | | [Signatures](#i7fe754a0eb594e619b22be4f3387c577_220) | | | [106](#i7fe754a0eb594e619b22be4f3387c577_220) | | |
$30,200,969,929.
| | | | [Item 9B](#i516b66c1c1ab48168478bc517c9ed3d2_184) | | | [Other Information](#i516b66c1c1ab48168478bc517c9ed3d2_184) | | | [100](#i516b66c1c1ab48168478bc517c9ed3d2_184) | | |
| | | | [Item 11](#i516b66c1c1ab48168478bc517c9ed3d2_193) | | | [Executive Compensation](#i516b66c1c1ab48168478bc517c9ed3d2_193) | | | [101](#i516b66c1c1ab48168478bc517c9ed3d2_193) | | |
| | | | [Item 16](#i516b66c1c1ab48168478bc517c9ed3d2_211) | | | [Form 10-K Summary](#i516b66c1c1ab48168478bc517c9ed3d2_211) | | | [103](#i516b66c1c1ab48168478bc517c9ed3d2_211) | | |
| | | | | | | [Signatures](#i516b66c1c1ab48168478bc517c9ed3d2_214) | | | [104](#i516b66c1c1ab48168478bc517c9ed3d2_214) | | |
Item 1C. CYBERSECURITY
0 rewritten, 46 added, 0 removed, 0 unchanged
New section this year
Risk Management and Strategy
We seek to address cybersecurity risks through a cross-functional approach that is focused on preserving the confidentiality, integrity, and availability of the information that we collect and store by identifying, preventing, and mitigating cybersecurity threats and effectively responding to cybersecurity incidents when they occur.
Our cybersecurity program is designed to protect information and information systems from unauthorized access, use, disclosure, disruption,
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[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| PART I | | | Item 1B — 4 | | |
| RESMED INC. AND SUBSIDIARIES | | | | | |
modification, or destruction.
Our management team has adopted policies, standards, processes, and practices and implemented controls and procedures that allow us to assess, identify and manage material risks from cybersecurity threats enabling our board of directors to actively oversee the strategic direction, objectives, and effectiveness of our cybersecurity risk management framework.
Our processes are integrated into our overall enterprise risk management program, as implemented by management and as overseen by our board of directors.
Our board of directors has an important role in risk oversight.
To identify and assess material risks from cybersecurity threats, we use a risk assessment process aligned with standard industry frameworks such as the National Institute of Standards and Technology (NIST), International Organization for Standardization (ISO) 27001 and other industry standards.
We engage in regular network and endpoint monitoring, vulnerability assessments, and penetration testing, among other exercises.
We continuously monitor threats and unauthorized access to our network through both internal and external third-party resources.
We have developed incident response plans which include triage, assessing the severity of incidents, escalation protocols, containment of incidents, investigation of incidents, and remediation.
We provide annual privacy and security training for all employees which incorporates awareness of cyber threats (including but not limited to malware, ransomware, and social engineering attacks), password hygiene and incident reporting processes.
We have also implemented processes to identify, monitor and address material risks from cybersecurity threats associated with our use of critical third-party service providers, including those in our supply chain or who have access to our systems, data or facilities that house such systems or data.
Additionally, we require those third parties that could introduce significant cybersecurity risk to us to provide ISO certifications or Service Organization Controls (SOC) 2 reports as evidence of a cybersecurity audit and these reports are reviewed and assessed for risk.
We review our cybersecurity risk framework and related policies both internally and externally by third parties at least annually.
Our risk management program is also reviewed annually as part of SOC 2 and Health Information Trust Alliance (HITRUST) Common Security Framework audits.
We are not aware of any known risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations, or financial condition.
Despite our security measures, however, there can be no assurance that we, or the third parties with which we interact, will not experience a cybersecurity incident in the future that may materially affect us.
For additional information, see Item 1A.
“Risk Factors” for a discussion of cybersecurity risks that we face.
Governance
*Role of the Board of Directors and the Audit Committee*
As part of the board of directors’ role in overseeing our enterprise risk management program, which includes our cybersecurity risk management framework, the board of directors is responsible for exercising oversight of management’s identification and management of, and planning for, material cybersecurity risks that may reasonably be expected to impact us.
The board of directors is informed of our cybersecurity risk management and receives an overview of our cybersecurity program from the Chief Information Security Officer (CISO) at least annually.
That overview covers, among other topics, cybersecurity risk landscape and trends, data security posture, results from third-party assessments, training and vulnerability testing, our incident response plan, material cybersecurity risks, whether developing or actual, as well as the steps management has taken to respond to such risks, emerging cybersecurity regulations, technologies and best practices.
*Role of Management*
Our CISO, our Chief Financial Officer, our Global General Counsel, internal audit, and privacy teams are responsible for management’s oversight of cybersecurity governance, awareness, and security compliance.
Our CISO meets regularly with this group to review the cybersecurity program designed to protect our information systems from cybersecurity threats and to respond to incidents in accordance with our incident response plan.
The CISO manages a team that is responsible for day-to-day tracking, assessing and management of threats.
Through ongoing communications, the CISO and key stakeholders are informed about and monitor the prevention, detection, mitigation and remediation of cybersecurity incidents and progress on cybersecurity infrastructure initiatives.
In the event of a material cybersecurity incident or investigation, management will, in compliance with escalation protocols in place,
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[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
| | | | | | |
An excerpt. Shown here: all 0 rewritten, 40 of 46 added and all 0 removed. The counts are complete. For every sentence, read Item 1C. CYBERSECURITY in the FY2024 filing.
Item 2. PROPERTIES
6 rewritten, 2 added, 0 removed, 13 unchanged
Other facilities are in Atlanta, Georgia, Moreno Valley, California, Chatsworth, California, and [removed: Bloomington, Minnesota,] [added: Calabasas, California,] U.S.A.; Singapore; Munich, Germany; Lyon, France; Suzhou, China; Halifax, Canada; and Johor Bahru, Malaysia.
We believe that our facilities [removed: are adequate to] meet the needs of our current business operations.
At June 30, [removed: 2023,] [added: 2024,] our principal owned and leased properties were as follows:
| Chatsworth, [removed: California] [added: California(1)] | | | Leased | | | 72,000 | | | Manufacturing, engineering, research and development | | |
| Munich, Germany | | | Leased | | | [removed: 61,000] [added: 46,000] | | | Sales and distribution | | |
| Lyon, France | | | Leased | | | [removed: 52,000] [added: 60,000] | | | Sales, manufacturing and distribution | | |
| Calabasas, California(1) | | | Leased | | | 129,000 | | | Manufacturing, engineering, research and development | | |
(1)We expect to transition operations from our Chatsworth, California location to our Calabasas, California location during fiscal year 2025.
Item 4. MINE SAFETY DISCLOSURES
1 rewritten, 1 added, 1 removed, 6 unchanged
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
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Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
10 rewritten, 13 added, 8 removed, 20 unchanged
As of July 31, [removed: 2023,] [added: 2024,] there were 28 holders of record of our common stock, although the actual number of stockholders of our common stock is greater than this number of holders of record and many of these holders of record own shares as nominees on behalf of other beneficial owners.
[added: As of] June 30, [removed: 2023, 12.9] [added: 2024, 12.1] million additional shares can be repurchased under the approved share repurchase program.
While we have historically paid dividends to holders of our common stock on a quarterly basis, the declaration and payment of future dividends will depend on many factors, including, but not limited to, our earnings, financial condition, business development needs and regulatory considerations, and are at the discretion of our board of [removed: directors.][added: directors pursuant to authority delegated to our audit committee.]
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
The following graph compares the cumulative total stockholders return on our common stock from June 30, [removed: 2018] [added: 2019] through June 30, [removed: 2023,] [added: 2024,] with the comparable cumulative return of the S&P 500 index, the S&P 500 Health Care index, and the Dow Jones U.S. Select Medical Equipment index.
The graph assumes that $100 was invested in our common stock and each index on June 30, [removed: 2018.][added: 2019.]
[removed: ][added: ]
The following table shows total indexed return of stock price plus reinvestments of dividends, assuming an initial investment of $100 at June 30, [removed: 2018,] [added: 2019,] for the indicated periods.
| Index | | | [removed: 2018 | | |] 2019 | | | 2020 | | | 2021 | | | 2022 | | | 2023 | | | [added: 2024 | | |]
| Dow Jones U.S. Select Medical Equipment | | | 100 | | | [removed: 120] [added: 110] | | | [removed: 133] [added: 150] | | | [removed: 182] [added: 125] | | | [removed: 152] [added: 141] | | | [removed: 171] [added: 140] | | |
The following table summarizes our purchases of common stock during the three months ended June 30, 2024:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Period | | | | | | Total Number of Shares Purchased | | | | | | Average Price Paid per Share (USD) | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Programs | | | | | | Maximum Number of Shares that May Yet Be Purchased Under the Program | | |
| April 1 - 30, 2024 | | | | | | — | | | | | | $ | — | | | | | 42,432,422 | | | | | | 12,283,591 | | |
| May 1 - 31, 2024 | | | | | | 231,645 | | | | | | 215.85 | | | | | | 42,664,067 | | | | | | 12,051,946 | | |
| June 1 - 30, 2024 | | | | | | — | | | | | | — | | | | | | 42,664,067 | | | | | | 12,051,946 | | |
| Total | | | | | | 231,645 | | | | | | $ | 215.85 | | | | | 42,664,067 | | | | | | 12,051,946 | | |
Since approval of the share repurchase program in 2014 through June 30, 2024, we have repurchased, during open window periods following earnings releases, a total of 7.9 million shares for an aggregate of $562.7 million as of June 30, 2024.
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| ResMed Inc. | | | 100 | | | 158 | | | 206 | | | 175 | | | 184 | | | 162 | | |
| S&P 500 | | | 100 | | | 105 | | | 146 | | | 129 | | | 151 | | | 186 | | |
| S&P 500 Health Care | | | 100 | | | 109 | | | 137 | | | 139 | | | 144 | | | 159 | | |
We suspended our share repurchase program in fiscal year 2019.
As a result, we did not repurchase any shares during the twelve months ended June 30, 2023.
However, there is no expiration date for this program, and we may, at any time, elect to resume the share repurchase program as the circumstances allow.
Since the inception of the share buyback programs, we have repurchased 41.8 million shares at a total cost of $1.6 billion.
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| ResMed Inc. | | | 100 | | | 119 | | | 190 | | | 246 | | | 210 | | | 221 | | |
| S&P 500 | | | 100 | | | 108 | | | 114 | | | 158 | | | 139 | | | 164 | | |
| S&P 500 Health Care | | | 100 | | | 111 | | | 121 | | | 152 | | | 155 | | | 160 | | |
Item 6. SELECTED FINANCIAL DATA
36 rewritten, 3 added, 2 removed, 19 unchanged
The following table summarizes certain selected consolidated financial data for, and as of the end of, each of the fiscal years in the five-year period ended June 30, [removed: 2023.][added: 2024.]
The consolidated statement of income data for the years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] and the consolidated balance sheet data as of June 30, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] are derived from our audited consolidated financial statements included elsewhere in this report.
The consolidated statement of income data for the years ended June 30, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] and the consolidated balance sheet data as of June 30, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] are derived from our audited consolidated financial
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
| (In thousands, except per share data): | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |
| Net revenue | | | | | | $ | [removed: 4,222,993] [added: 4,685,297] | | | | | $ | [removed: 3,578,127] [added: 4,222,993] | | | | | $ | [removed: 3,196,825] [added: 3,578,127] | | | | | $ | [removed: 2,957,013] [added: 3,196,825] | | | | | $ | [removed: 2,606,572] [added: 2,957,013] | |
| Cost of sales (exclusive of amortization shown separately below) | | | | | | [removed: 1,836,935] [added: 1,997,031] | | | | | | [removed: 1,514,166] [added: 1,836,935] | | | | | | [removed: 1,312,598] [added: 1,514,166] | | | | | | [removed: 1,189,624] [added: 1,312,598] | | | | | | [removed: 1,069,987] [added: 1,189,624] | | |
| Amortization of acquired intangible assets | | | | | | [removed: 30,396] [added: 32,963] | | | | | | [removed: 39,650] [added: 30,396] | | | | | | [removed: 45,127] [added: 39,650] | | | | | | [removed: 49,603] [added: 45,127] | | | | | | [removed: 42,514] [added: 49,603] | | |
| Total cost of sales | | | | | | [removed: 1,867,331] [added: 2,029,994] | | | | | | [removed: 1,553,816] [added: 1,867,331] | | | | | | [removed: 1,357,725] [added: 1,553,816] | | | | | | [removed: 1,239,227] [added: 1,357,725] | | | | | | [removed: 1,112,501] [added: 1,239,227] | | |
| Gross profit | | | | | | [removed: 2,355,662] [added: 2,655,303] | | | | | | [removed: 2,024,311] [added: 2,355,662] | | | | | | [removed: 1,839,100] [added: 2,024,311] | | | | | | [removed: 1,717,786] [added: 1,839,100] | | | | | | [removed: 1,494,071] [added: 1,717,786] | | |
| Selling, general and administrative expenses | | | | | | [removed: 874,003] [added: 917,136] | | | | | | [removed: 737,508] [added: 874,003] | | | | | | [removed: 670,387] [added: 737,508] | | | | | | [removed: 676,689] [added: 670,387] | | | | | | [removed: 645,010] [added: 676,689] | | |
| Research and development expenses | | | | | | [removed: 287,642] [added: 307,525] | | | | | | [removed: 253,575] [added: 287,642] | | | | | | [removed: 225,284] [added: 253,575] | | | | | | [removed: 201,946] [added: 225,284] | | | | | | [removed: 180,651] [added: 201,946] | | |
| Amortization of acquired intangible assets | | | | | | [removed: 42,020] [added: 46,521] | | | | | | [removed: 31,078] [added: 42,020] | | | | | | 31,078 | | | | | | [removed: 30,092] [added: 31,078] | | | | | | [removed: 32,424] [added: 30,092] | | |
| Restructuring expenses | | | | | | [removed: 9,177] [added: 64,228] | | | | | | [removed: —] [added: 9,177] | | | | | | [removed: 8,673] [added: —] | | | | | | [removed: —] [added: 8,673] | | | | | | [removed: 9,401] [added: —] | | |
| Litigation settlement expenses | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: (600)] [added: —] | | | | | | [removed: 41,199] [added: (600)] | | |
| Acquisition related expenses | | | | | | [removed: 10,949] [added: —] | | | | | | [removed: 1,864] [added: 10,949] | | | | | | [removed: —] [added: 1,864] | | | | | | — | | | | | | [removed: 6,123] [added: —] | | |
| Total operating expenses | | | | | | [removed: 1,223,791] [added: 1,335,410] | | | | | | [removed: 1,024,025] [added: 1,223,791] | | | | | | [removed: 935,422] [added: 1,024,025] | | | | | | [removed: 908,127] [added: 935,422] | | | | | | [removed: 914,808] [added: 908,127] | | |
| Income from operations | | | | | | [removed: 1,131,871] [added: 1,319,893] | | | | | | [removed: 1,000,286] [added: 1,131,871] | | | | | | [removed: 903,678] [added: 1,000,286] | | | | | | [removed: 809,659] [added: 903,678] | | | | | | [removed: 579,263] [added: 809,659] | | |
| Interest [removed: income (expense),] [added: expense,] net | | | | | | [removed: (47,379)] [added: (45,708)] | | | | | | [removed: (22,312)] [added: (47,379)] | | | | | | [removed: (23,627)] [added: (22,312)] | | | | | | [removed: (39,356)] [added: (23,627)] | | | | | | [removed: (33,857)] [added: (39,356)] | | |
| Loss attributable to equity method investments | | | | | | [removed: (7,265)] [added: (1,848)] | | | | | | [removed: (8,486)] [added: (7,265)] | | | | | | [removed: (11,205)] [added: (8,486)] | | | | | | [removed: (25,058)] [added: (11,205)] | | | | | | [removed: (15,833)] [added: (25,058)] | | |
| Gain on insurance recoveries | | | | | | [removed: 20,227] [added: —] | | | | | | [removed: —] [added: 20,227] | | | | | | — | | | | | | — | | | | | | — | | |
| Other, net | | | | | | [removed: 4,210] [added: (7,539)] | | | | | | [removed: (9,005)] [added: 4,210] | | | | | | [removed: 14,816] [added: (9,005)] | | | | | | [removed: (12,157)] [added: 14,816] | | | | | | [removed: (10,726)] [added: (12,157)] | | |
| Total other income (loss), net | | | | | | [removed: (30,207)] [added: (55,095)] | | | | | | [removed: (39,803)] [added: (30,207)] | | | | | | [removed: (20,016)] [added: (39,803)] | | | | | | [removed: (76,571)] [added: (20,016)] | | | | | | [removed: (60,416)] [added: (76,571)] | | |
| Income before income taxes | | | | | | [removed: 1,101,664] [added: 1,264,798] | | | | | | [removed: 960,483] [added: 1,101,664] | | | | | | [removed: 883,662] [added: 960,483] | | | | | | [removed: 733,088] [added: 883,662] | | | | | | [removed: 518,847] [added: 733,088] | | |
| Income taxes | | | | | | [removed: 204,108] [added: 243,847] | | | | | | [removed: 181,046] [added: 204,108] | | | | | | [removed: 409,157] [added: 181,046] | | | | | | [removed: 111,414] [added: 409,157] | | | | | | [removed: 114,255] [added: 111,414] | | |
| Net income | | | | | | $ | [removed: 897,556] [added: 1,020,951] | | | | | $ | [removed: 779,437] [added: 897,556] | | | | | $ | [removed: 474,505] [added: 779,437] | | | | | $ | [removed: 621,674] [added: 474,505] | | | | | $ | [removed: 404,592] [added: 621,674] | |
| Basic earnings per share | | | | | | $ | [removed: 6.12] [added: 6.94] | | | | | $ | [removed: 5.34] [added: 6.12] | | | | | $ | [removed: 3.27] [added: 5.34] | | | | | $ | [removed: 4.31] [added: 3.27] | | | | | $ | [removed: 2.83] [added: 4.31] | |
| Diluted earnings per share | | | | | | $ | [removed: 6.09] [added: 6.92] | | | | | $ | [removed: 5.30] [added: 6.09] | | | | | $ | [removed: 3.24] [added: 5.30] | | | | | $ | [removed: 4.27] [added: 3.24] | | | | | $ | [removed: 2.80] [added: 4.27] | |
| Dividends per share | | | | | | $ | [removed: 1.76] [added: 1.92] | | | | | $ | [removed: 1.68] [added: 1.76] | | | | | $ | [removed: 1.56] [added: 1.68] | | | | | $ | 1.56 | | | | | $ | [removed: 1.48] [added: 1.56] | |
| Basic shares outstanding | | | | | | [removed: 146,765] [added: 147,021] | | | | | | [removed: 146,066] [added: 146,765] | | | | | | [removed: 145,313] [added: 146,066] | | | | | | [removed: 144,338] [added: 145,313] | | | | | | [removed: 143,111] [added: 144,338] | | |
| Diluted shares outstanding | | | | | | [removed: 147,455] [added: 147,550] | | | | | | [removed: 147,043] [added: 147,455] | | | | | | [removed: 146,451] [added: 147,043] | | | | | | [removed: 145,652] [added: 146,451] | | | | | | [removed: 144,484] [added: 145,652] | | |
| Consolidated Balance Sheet Data (In thousands): | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |
| Working capital | | | | | | $ | [removed: 1,609,297] [added: 1,447,064] | | | | | $ | [removed: 1,242,179] [added: 1,609,297] | | | | | $ | [removed: 662,991] [added: 1,242,179] | | | | | $ | [removed: 920,698] [added: 662,991] | | | | | $ | [removed: 589,375] [added: 920,698] | |
| Total assets | | | | | | [removed: 6,751,708] [added: $] | [added: 6,872,394] | | | | | [removed: 5,095,853] [added: $] | [added: 6,751,708] | | | | | [removed: 4,728,125] [added: $] | [added: 5,095,853] | | | | | [removed: 4,587,376] [added: $] | [added: 4,728,125] | | | | | [removed: 4,107,682] [added: $] | [added: 4,587,376] | |
| Long-term debt, less current maturities | | | | | | [removed: 1,431,234] [added: $] | [added: 697,313] | | | | | [removed: 765,325] [added: $] | [added: 1,431,234] | | | | | [removed: 643,351] [added: $] | [added: 765,325] | | | | | [removed: 1,164,133] [added: $] | [added: 643,351] | | | | | [removed: 1,258,861] [added: $] | [added: 1,164,133] | |
| Total stockholders’ equity | | | | | | $ | [removed: 4,129,903] [added: 4,864,043] | | | | | $ | [removed: 3,360,751] [added: 4,129,903] | | | | | $ | [removed: 2,885,679] [added: 3,360,751] | | | | | $ | [removed: 2,497,027] [added: 2,885,679] | | | | | $ | [removed: 2,072,193] [added: 2,497,027] | |
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[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
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Item 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
453 rewritten, 166 added, 96 removed, 766 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#i516b66c1c1ab48168478bc517c9ed3d2_94)] [added: Firm](#i7fe754a0eb594e619b22be4f3387c577_91)] (KPMG LLP, San Diego, CA, Auditor Firm ID: 185) | | | [removed: [61](#i516b66c1c1ab48168478bc517c9ed3d2_94)] [added: [65](#i7fe754a0eb594e619b22be4f3387c577_91)] | | |
| [Consolidated Balance Sheets as of June 30, [removed: 2023] [added: 2024] and [removed: 2022](#i516b66c1c1ab48168478bc517c9ed3d2_97)] [added: 2023](#i7fe754a0eb594e619b22be4f3387c577_94)] | | | [removed: [64](#i516b66c1c1ab48168478bc517c9ed3d2_97)] [added: [67](#i7fe754a0eb594e619b22be4f3387c577_94)] | | |
| [Consolidated Statements of [added: Comprehensive] Income for the years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i516b66c1c1ab48168478bc517c9ed3d2_100)] [added: 2022](#i7fe754a0eb594e619b22be4f3387c577_100)] | | | [removed: [65](#i516b66c1c1ab48168478bc517c9ed3d2_100)] [added: [69](#i7fe754a0eb594e619b22be4f3387c577_100)] | | |
| [Consolidated Statements of [removed: Comprehensive] Income for the years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i516b66c1c1ab48168478bc517c9ed3d2_103)] [added: 2022](#i7fe754a0eb594e619b22be4f3387c577_97)] | | | [removed: [66](#i516b66c1c1ab48168478bc517c9ed3d2_103)] [added: [68](#i7fe754a0eb594e619b22be4f3387c577_97)] | | |
| [Consolidated Statements of Stockholders’ Equity for the years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i516b66c1c1ab48168478bc517c9ed3d2_106)] [added: 2022](#i7fe754a0eb594e619b22be4f3387c577_103)] | | | [removed: [67](#i516b66c1c1ab48168478bc517c9ed3d2_106)] [added: [70](#i7fe754a0eb594e619b22be4f3387c577_103)] | | |
| [Consolidated Statements of Cash Flows for the years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i516b66c1c1ab48168478bc517c9ed3d2_109)] [added: 2022](#i7fe754a0eb594e619b22be4f3387c577_106)] | | | [removed: [68](#i516b66c1c1ab48168478bc517c9ed3d2_109)] [added: [71](#i7fe754a0eb594e619b22be4f3387c577_106)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i516b66c1c1ab48168478bc517c9ed3d2_112)] [added: Statements](#i7fe754a0eb594e619b22be4f3387c577_109)] | | | [removed: [69](#i516b66c1c1ab48168478bc517c9ed3d2_112)] [added: [72](#i7fe754a0eb594e619b22be4f3387c577_109)] | | |
| [Schedule II – Valuation and Qualifying Accounts and [removed: Reserves](#i516b66c1c1ab48168478bc517c9ed3d2_169)] [added: Reserves](#i7fe754a0eb594e619b22be4f3387c577_172)] | | | [removed: [95](#i516b66c1c1ab48168478bc517c9ed3d2_169)] [added: [98](#i7fe754a0eb594e619b22be4f3387c577_172)] | | |
Quarterly Financial Information (unaudited)—The quarterly results for the years ended June 30, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] are summarized below (in thousands, except per share amounts):
| Gross profit | | | | | | [added: $ |] 540,810 | | | | | [added: $] | 579,715 | | | | | [added: $] | 617,752 | | | | | [added: $] | 617,386 | | | | | [added: $] | 2,355,662 | | [removed: |]
| Net income | | | | | | [added: $ |] 210,478 | | | | | [added: $] | 224,914 | | | | | [added: $] | 232,500 | | | | | [added: $] | 229,664 | | | | | [added: $] | 897,556 | | [removed: |]
| Basic earnings per share | | | | | | [added: $ |] 1.44 | | | | | [added: $] | 1.53 | | | | | [added: $] | 1.58 | | | | | [added: $] | 1.56 | | | | | [added: $] | 6.12 | | [removed: |]
| Diluted earnings per share | | | | | | [added: $ |] 1.43 | | | | | [added: $] | 1.53 | | | | | [added: $] | 1.58 | | | | | [added: $] | 1.56 | | | | | [added: $] | 6.09 | | [removed: |]
| [removed: 2022] [added: 2024] | | | | | | First Quarter | | | | | | Second Quarter | | | | | | Third Quarter | | | | | | Fourth Quarter | | | | | | Fiscal Year | | |
| Basic earnings per share | | | [removed: | | | 1.40 | | | | | | 1.38 | | | | |] [added: $] | [removed: 1.22] [added: 6.94] | | | | | [added: $] | [removed: 1.33] [added: 6.12] | | | | | [added: $] | 5.34 | | [removed: |]
| Diluted earnings per share | | | [removed: | | | 1.39 | | | | | | 1.37 | | | | |] [added: $] | [removed: 1.22] [added: 6.92] | | | | | [added: $] | [removed: 1.33] [added: 6.09] | | | | | [added: $] | 5.30 | | [removed: |]
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
We have audited the accompanying consolidated balance sheets of ResMed Inc. and subsidiaries (the Company) as of June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended June 30, [removed: 2023,] [added: 2024,] and the related notes and financial statement schedule II (collectively, the consolidated financial statements).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the years in the three-year period ended June 30, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated August [removed: 10, 2023] [added: 8, 2024] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the consolidated financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
The communication of [added: a] critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]
As discussed in Notes 2(i) and [removed: 4] [added: 5] to the consolidated financial statements, the Company’s goodwill balance was [removed: $2,770] [added: $2,842] million as of June 30, [removed: 2023.][added: 2024.]
[added: After completing Step 0, the Company determined] that goodwill was not more likely than not impaired and, therefore, no Step 1, or quantitative assessment, was necessary.
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_1)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
June 30, [added: 2024,] 2023 and 2022
| | | | June 30, [added: 2024 | | | | | | June 30,] 2023 | | | | | | June 30, 2022 | | |
| Cash and cash equivalents [removed: |] [added: at beginning of period] | | [removed: $] | 227,891 | | | | | [removed: $] | 273,710 | | [added: | | | | 295,278 | | |]
| Accounts receivable, net of allowances of [removed: $23,603] [added: $21,132] and [removed: $23,259] [added: $23,603] at June 30, [removed: 2023] [added: 2024] and June 30, [removed: 2022,] [added: 2023,] respectively | | | [removed: 704,909] [added: 837,275] | | | | | | [removed: 575,950] [added: 704,909] | | |
| Inventories (note [removed: 3)] [added: 4)] | | | [removed: 998,012] [added: 822,250] | | | | | | [removed: 743,910] [added: 998,012] | | |
| Prepaid expenses and other current assets (note [removed: 3)] [added: 4)] | | | [removed: 437,018] [added: 459,833] | | | | | | [removed: 337,908] [added: 437,018] | | |
| Total current assets | | | [removed: 2,367,830] [added: 2,357,719] | | | | | | [removed: 1,931,478] [added: 2,367,830] | | |
| Property, plant and equipment, net (note [removed: 3)] [added: 4)] | | | [removed: 537,856] [added: 548,025] | | | | | | [removed: 498,181] [added: 537,856] | | |
| Operating lease right-of-use assets (note 9) | | | [removed: 127,955] [added: 151,121] | | | | | | [removed: 132,314] [added: 127,955] | | |
| Goodwill (note [removed: 4)] [added: 5)] | | | [removed: 2,770,299] [added: 2,842,055] | | | | | | [removed: 1,936,442] [added: 2,770,299] | | |
| Other intangible assets, net (note [removed: 4)] [added: 5)] | | | [removed: 552,341] [added: 485,904] | | | | | | [removed: 345,944] [added: 552,341] | | |
| Deferred income taxes (note 12) | | | [removed: 132,974] [added: 203,569] | | | | | | [removed: 79,746] [added: 132,974] | | |
| Prepaid taxes and other non-current assets | | | [removed: 262,453] [added: 284,001] | | | | | | [removed: 171,748] [added: 262,453] | | |
| Total non-current assets | | | [removed: 4,383,878] [added: 4,514,675] | | | | | | [removed: 3,164,375] [added: 4,383,878] | | |
| Total assets | | | $ | [removed: 6,751,708] [added: 6,872,394] | | | | | $ | [removed: 5,095,853] [added: 6,751,708] | |
| Net revenue | | | | | | $ | 1,102,321 | | | | | $ | 1,162,801 | | | | | $ | 1,196,980 | | | | | $ | 1,223,195 | | | | | $ | 4,685,297 | |
| Gross profit | | | | | | $ | 600,060 | | | | | $ | 646,934 | | | | | $ | 692,781 | | | | | $ | 715,527 | | | | | $ | 2,655,303 | |
| Net income | | | | | | $ | 219,422 | | | | | $ | 208,800 | | | | | $ | 300,492 | | | | | $ | 292,237 | | | | | $ | 1,020,951 | |
| Basic earnings per share | | | | | | $ | 1.49 | | | | | $ | 1.42 | | | | | $ | 2.04 | | | | | $ | 1.99 | | | | | $ | 6.94 | |
| Diluted earnings per share | | | | | | $ | 1.49 | | | | | $ | 1.42 | | | | | $ | 2.04 | | | | | $ | 1.98 | | | | | $ | 6.92 | |
August 8, 2024
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_1)
| | | | June 30, 2024 | | | | | | June 30, 2023 | | |
| Cash and cash equivalents | | | $ | 238,361 | | | | | $ | 227,891 | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_1)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_1)
Years Ended June 30, 2024, 2023 and 2022
| Net income | | | $ | 1,020,951 | | | | | $ | 897,556 | | | | | $ | 779,437 | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_1)
Years ended June 30, 2024, 2023 and 2022
| Treasury stock purchases | | | — | | | | | | (2) | | | | | | 2 | | | | | | (828) | | | | | | (150,011) | | | | | | | | | | | | | | | | | | (150,011) | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,020,951 | | | | | | — | | | | | | 1,020,951 | | |
| Balance, June 30, 2024 | | | 189,565 | | | | | | $ | 588 | | | | | $ | 1,896,604 | | | | | (42,664) | | | | | | $ | (1,773,267) | | | | | $ | 4,991,647 | | | | | $ | (251,529) | | | | | $ | 4,864,043 | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_1)
Years ended June 30, 2024, 2023 and 2022
| | | | June 30, 2024 | | | | | | June 30, 2023 | | | | | | June 30, 2022 | | |
| Net income | | | $ | 1,020,951 | | | | | $ | 897,556 | | | | | $ | 779,437 | |
| Restructuring expenses (note 18) | | | 33,239 | | | | | | 9,177 | | | | | | — | | |
| Purchases of treasury stock | | | (150,011) | | | | | | — | | | | | | — | | |
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
(j)Business Combinations
We allocate the purchase price to the estimated fair values of the assets acquired and liabilities assumed.
This allocation process involves the use of estimates and assumptions made in connection with determining the fair value of assets acquired and liabilities assumed including cash flows expected to be derived from the use of the asset, the timing of such cash flows, the remaining useful life of assets and applicable discount rates.
If actual results vary from the estimates or assumptions used in the valuation or allocation process, we may be required to record an impairment charge or an increase in depreciation or amortization in future periods, or both.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
substantially liquidated.
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
During the year ended June 30, 2024, we recorded $33.2 million of restructuring related intangible asset impairments associated with the wind down of certain business activities.
Refer to Note 18 – Restructuring Expenses for additional information regarding restructuring costs.
(3) New Accounting Pronouncements
(a)Recently issued accounting standards not yet adopted
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| Net revenue | | | | | | $ | 904,015 | | | | | $ | 894,874 | | | | | $ | 864,500 | | | | | $ | 914,737 | | | | | $ | 3,578,127 | |
| Gross profit | | | | | | 506,289 | | | | | | 504,318 | | | | | | 491,197 | | | | | | 522,506 | | | | | | 2,024,311 | | |
| Net income | | | | | | 203,613 | | | | | | 201,751 | | | | | | 179,012 | | | | | | 195,061 | | | | | | 779,437 | | |
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| PART II | | | Item 8 | | |
| RESMED INC. AND SUBSIDIARIES | | | | | |
After completing Step 0, the Company determined
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The following are the primary procedures we performed to address this critical audit matter.
*Evaluation of acquisition-date fair value of intangible assets*
As discussed in Note 17 to the consolidated financial statements, the Company acquired MediFox-Dan Investment GmbH and its subsidiaries (MEDIFOX DAN) on November 21, 2022, for a total purchase price of $997.5 million, which is net of cash acquired and debt assumed.
In connection with the transaction, the Company recorded customer relationships, developed technology, and trade names intangible assets (collectively, the intangible assets).
The acquisition-date fair value for the intangible assets was $250.6 million as of June 30, 2023.
We identified the evaluation of the acquisition-date fair value of certain intangible assets acquired in the MEDIFOX DAN transaction as a critical audit matter.
Due to limited observable market information, a high degree of subjective auditor judgment was required to evaluate key assumptions used to determine the fair value of the intangible assets, specifically the forecasted revenue growth rates, forecasted earnings before interest, tax, depreciation, and amortization (EBITDA) margins, and weighted-average cost of capital (WACC), including the discount rate.
In addition, valuation professionals with specialized skills and knowledge were required to assist in performing certain audit procedures related to evaluating the WACC and discount rate.
We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s acquisition-date valuation process, including controls over the development of the key assumptions.
We evaluated the Company’s forecasted revenue growth rates by comparing forecasted growth assumptions to those of MEDIFOX DAN peers and industry reports, as well as historical results of MEDIFOX DAN.
We assessed the Company’s ability to accurately forecast by comparing the Company’s forecasted revenue growth rates and EBITDA margins of the acquired business to actual results subsequent to the acquisition date.
In addition, we involved valuation professionals with specialized skills and knowledge, who assisted in:
- evaluating the Company’s discount rate by comparing it against a discount rate range that was independently developed using publicly available market data for comparable peers
- assessing the Company’s WACC by comparing it against an independently developed WACC based on inputs obtained through published surveys and studies.
\-62-
August 10, 2023
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| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance, June 30, 2020 | | | 186,723 | | | | | | $ | 580 | | | | | $ | 1,570,694 | | | | | (41,836) | | | | | | $ | (1,623,256) | | | | | $ | 2,832,991 | | | | | $ | (283,982) | | | | | $ | 2,497,027 | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 474,505 | | | | | | — | | | | | | 474,505 | | |
| Cumulative effect adjustment from adoption of the credit loss standard, net of tax | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,143) | | | | | | — | | | | | | (1,143) | | |
| Cash and cash equivalents at beginning of period | | | 273,710 | | | | | | 295,278 | | | | | | 463,156 | | |
We have not identified any impairment of intangible assets during any of the periods presented.
(o)Provision for Warranty
We provide for the estimated cost of product warranties on our Sleep and Respiratory Care products at the time the related revenue is recognized.
We determine the amount of this provision by using a financial model, which takes into consideration actual historical expenses and potential risks associated with our different products.
We use this financial model to calculate the future probable expenses related to warranty and the required level of the warranty provision.
Although we engage in product improvement programs and processes, our warranty obligation is affected by product failure rates and costs incurred to correct those product failures.
Should actual product failure rates or estimated costs to repair those product failures differ from our estimates, we would be required to revise our estimated warranty provision.
An excerpt. Shown here: 40 of 453 rewritten, 40 of 166 added and 40 of 96 removed. The counts are complete. For every sentence, read Item 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2024 filing and the FY2023 filing.
Item 9A. CONTROLS AND PROCEDURES
9 rewritten, 5 added, 14 removed, 48 unchanged
As required by SEC Rule 13a-15(b), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, [removed: 2023.][added: 2024.]
Based on the foregoing, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of June 30, [removed: 2023.][added: 2024.]
[removed: Except as noted above, there] [added: There] has been no change in our internal control over financial reporting during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
Management assessed the effectiveness of our internal control over financial reporting as of June 30, [removed: 2023.][added: 2024.]
Based on that assessment under the framework in Internal Control-Integrated Framework (2013), management concluded that the company’s internal control over financial reporting was effective as of June 30, [removed: 2023.][added: 2024.]
We have audited ResMed Inc. and subsidiaries' (the Company) internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended June 30, [removed: 2023,] [added: 2024,] and the related notes and financial statement schedule II (collectively, the consolidated financial statements), and our report dated August [removed: 10, 2023] [added: 8, 2024] expressed an unqualified opinion on those consolidated financial statements.
\-100-
[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
August 8, 2024
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[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
On November 21, 2022, we completed the acquisition of MEDIFOX DAN.
Under guidelines established by the SEC, companies are permitted to exclude acquisitions from their assessment of internal control over financial reporting during the first year of an acquisition while integrating the acquired company.
Based on those guidelines, our assessment of the effectiveness of our internal control over financial reporting will exclude MEDIFOX DAN's internal control over financial reporting associated with total assets of $65.0 million and total revenues of $64.5 million included in our consolidated financial statements as of and for the year ended June 30, 2023.
We are in the process of integrating MEDIFOX DAN into our system of internal control over financial reporting.
\-96-
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| PART II | | | Items 9 – 9C | | |
| RESMED INC. AND SUBSIDIARIES | | | | | |
\-97-
The Company acquired MediFox-Dan Investment GmbH during November 2022, and management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of June 30, 2023, MediFox-Dan Investment GmbH’s internal control over financial reporting associated with total assets of $65.0 million and total revenues of $64.5 million included in the consolidated financial statements of the Company as of and for the year ended June 30, 2023.
Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of MediFox-Dan Investment GmbH.
\-98-
August 10, 2023
Item 9B. OTHER INFORMATION
1 rewritten, 16 added, 0 removed, 0 unchanged
During the quarterly period ended June 30, [removed: 2023, no director] [added: 2024, none of our directors] or [removed: officer] [added: executive officers terminated a Rule 10b5-1 trading plan or] adopted or terminated [removed: any Rule] [added: a non-Rule] 10b5-1 trading arrangement [removed: (as such terms are] [added: (each term as] defined [removed: pursuant to] [added: in] Item [removed: 408(a)] [added: 408] of Regulation S-K).
Our directors and executive officers may purchase or sell shares of our common stock in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule 10b5-1 under the Exchange Act and in compliance with guidelines specified by our insider trading policy.
In accordance with Rule 10b5-1 and our insider trading policy, directors, officers and certain employees who, at such time, are not in possession of material non-public information are permitted to enter into written plans that pre-establish amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of our stock, including shares acquired pursuant to our equity incentive plans.
Under a Rule 10b5-1 trading plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them.
The use of these trading plans permits asset diversification as well as personal financial and tax planning.
Our directors and executive officers also may buy or sell additional shares outside of a Rule 10b5-1 plan when they are not in possession of material nonpublic information, subject to compliance with SEC rules, the terms of our insider trading policy and certain minimum holding requirements.
The following table describes any contracts, instructions or written plans for the sale or purchase of the Company’s securities and intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act that were adopted by our directors and executive officers during the quarterly periods ended June 30, 2024 and March 31, 2024, for which the plan adoptions were inadvertently omitted and further adjustments were required to the disclosure included in the Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2024 filed with the SEC on April 26, 2024:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Name and Title | | | | | | Plan Action | | | | | | Plan Adoption Date | | | | | | Scheduled Expiration Date of Rule 10b5-1 Trading Plan(1) | | | | | | Aggregate Number of Securities to Be Sold (Up to) | | |
| Michael J. Farrell *Chief Executive Officer* | | | | | | Adoption | | | | | | January 31, 2024 | | | | | | November 15, 2024 | | | | | | 102,781 | | |
| Jan De Witte *Director* | | | | | | Adoption | | | | | | February 2, 2024 | | | | | | November 12, 2024 | | | | | | 1,156 | | |
| Brett A. Sandercock *Chief Financial Officer* | | | | | | Adoption | | | | | | February 6, 2024 | | | | | | April 30, 2025 | | | | | | 24,000 | | |
| Kaushik Ghoshal *Chief Commercial Officer, SaaS* | | | | | | Adoption | | | | | | April 29, 2024 | | | | | | November 14, 2025 | | | | | | 19,260 | | |
| Michael J. Rider *Global General Counsel and Secretary* | | | | | | Adoption | | | | | | May 11, 2024 | | | | | | April 1, 2025 | | | | | | 1,292 | | |
| Peter C. Farrell *Chair Emeritus* | | | | | | Adoption | | | | | | May 28, 2024 | | | | | | September 2, 2025 | | | | | | 24,000 | | |
(1)A trading plan may also expire on such earlier date that all transactions under the trading plan are completed.
Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
1 rewritten, 1 added, 1 removed, 6 unchanged
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
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Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
2 rewritten, 0 added, 0 removed, 3 unchanged
Information required by this Item is premised on information that will be included in our definitive proxy statement for our next annual meeting of stockholders, which will be filed with the Securities and Exchange Commission within 120 days after June 30, [removed: 2023.][added: 2024.]
We have filed as exhibits to this report for the year ended June 30, [removed: 2023,] [added: 2024,] the certifications of our chief executive officer and chief financial officer required by Section 302 of the Sarbanes-Oxley Act of 2002.
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 0 removed, 0 unchanged
Information required by this Item is incorporated by reference from our definitive proxy statement for our next annual meeting of stockholders, which will be filed with the Securities and Exchange Commission within 120 days after June 30, [removed: 2023.][added: 2024.]
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
1 rewritten, 0 added, 0 removed, 0 unchanged
Information required by this Item is incorporated by reference from our definitive proxy statement for our next annual meeting of stockholders, which will be filed with the Securities and Exchange Commission within 120 days after June 30, [removed: 2023.][added: 2024.]
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
Information required by this Item is incorporated by reference from our definitive proxy statement for our next annual meeting of stockholders, which will be filed with the Securities and Exchange Commission within 120 days after June 30, [removed: 2023.][added: 2024.]
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
2 rewritten, 1 added, 1 removed, 5 unchanged
Information required by this Item is incorporated by reference from our definitive proxy statement for our next annual meeting of stockholders, which will be filed with the Securities and Exchange Commission within 120 days after June 30, [removed: 2023.][added: 2024.]
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
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Item 15. EXHIBITS AND CONSOLIDATED FINANCIAL STATEMENT SCHEDULES
19 rewritten, 5 added, 2 removed, 22 unchanged
| 3.2 | | | [removed: [Seventh Amended] [added: [Eight](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm)[h](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm) [Amended] and Restated Bylaws of ResMed Inc., a Delaware Corporation (as Approved and Adopted by Board [removed: Resolution September 10, 2021) (Incorporated] [added: Resolution](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm) [No](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm)[vember 17, 2023](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm)[)](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm)[.](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm) [(Incorporated] by reference to Exhibit 3.1 to the Registrant’s Report on Form 8-K filed [removed: on September 13, 2021)](https://www.sec.gov/Archives/edgar/data/943819/000119312521271405/d215540dex31.htm)] [added: on](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm) [November 20, 2023](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm)[)](https://www.sec.gov/Archives/edgar/data/943819/000119312523280656/d892007dex31.htm)] | | |
| 4.2 | | | [Description of ResMed Inc.’s securities registered pursuant to Section 12 of the Securities Exchange Act of [removed: 1934 (Incorporated by reference to Exhibit 4.2 to the Registrant’s Report on Form 10-K filed on August 13, 2020)](https://www.sec.gov/Archives/edgar/data/943819/000094381920000013/rmd-20200630xex4_2.htm)] [added: 1934](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit42-descriptionofres.htm)[.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit42-descriptionofres.htm)] | | |
| 10.7* | | | [Form of Stock Option Grant for Executive Officers.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm) [added: [](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm)[(Incorporated by reference to Exhibit 10.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm)[7](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm) [to the Registrant’s Report on Form 10-K filed on August 1](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm)[1](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm)[, 202](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm)[3](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm)[)](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex107-formofstockoptiongra.htm)] | | |
| 10.9* | | | [Form of Performance-Based Restricted Stock Unit Award Agreement for Executive Officers.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex109-formofpsuagreementfo.htm) [added: [(Incorporated by reference to Exhibit 10.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex109-formofpsuagreementfo.htm)[9](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex109-formofpsuagreementfo.htm) [to the Registrant’s Report on Form 10-K filed on August 11, 2023)](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex109-formofpsuagreementfo.htm)] | | |
| [removed: 10.10*] [added: 10.11*] | | | [Form of Executive Restricted Stock Unit Award Agreement for Executive Officers.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex1010-formofexecutiverest.htm) [added: [](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex1010-formofexecutiverest.htm)[(Incorporated by reference to Exhibit 10.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex1010-formofexecutiverest.htm)[10](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex1010-formofexecutiverest.htm) [to the Registrant’s Report on Form 10-K filed on August 11, 2023)](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex1010-formofexecutiverest.htm)] | | |
| [removed: 10.11] [added: 10.12] | | | [Second Amended and Restated Credit Agreement dated as of June 29, 2022, by and among ResMed Inc., as borrower, MUFG Union Bank, N.A., as administrative agent, joint lead arranger, sole book runner, swing line lender and letter of credit issuer, Westpac Banking Corporation, as syndication agent and joint lead arranger, HSBC Bank Australia Limited, as syndication agent and joint lead arranger, HSBC Bank USA, National Association, as syndication agent and joint lead arranger, Wells Fargo Bank, National Association, as documentation agent, and each of the lenders identified therein. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Report on Form 8-K filed on June 29, 2022)](https://www.sec.gov/Archives/edgar/data/943819/000119312522186327/d363805dex101.htm) | | |
| [removed: 10.12] [added: 10.13] | | | [Second Amended and Restated Unconditional Guaranty dated as of June 29, 2022, by each of the Revolving Facility Guarantors, in favor of MUFG Union Bank, N.A., in its capacity as administrative agent under the Revolving Credit Agreement. (Incorporated by reference to Exhibit 10.2 to the Registrant’s Report on Form 8-K filed on June 29, 2022)](https://www.sec.gov/Archives/edgar/data/943819/000119312522186327/d363805dex102.htm) | | |
| [removed: 10.13] [added: 10.14] | | | [Second Amendment to Syndicated Facility Agreement and First Amendment to Unconditional Guaranty Agreement, dated as of June 29, 2022, by and among ResMed Pty Limited, as borrower, ResMed, Inc., the other parties party thereto, and MUFG Union Bank, N.A., as administrative agent. (Incorporated by reference to Exhibit 10.3 to the Registrant’s Report on Form 8-K filed on June 29, 2022)](https://www.sec.gov/Archives/edgar/data/943819/000119312522186327/d363805dex103.htm) | | |
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
| [removed: 10.14] [added: 10.15] | | | [Unconditional Guaranty dated as of April 17, 2018, by each of the guarantors identified on the Term Facility Guaranty’s signature pages as a guarantor, in favor of MUFG Union Bank, N.A., in its capacity as administrative agent under the Term Credit Agreement. (Incorporated by reference to Exhibit 10.4 to the Registrant’s Report on Form 8-K filed on April 19, 2018).](https://www.sec.gov/Archives/edgar/data/943819/000119312518122818/d572927dex104.htm) | | |
| [removed: 10.15] [added: 10.16] | | | [The ResMed Inc. 2018 Employee Stock Purchase Plan. (Incorporated by reference to Appendix B of ResMed Inc.’s Proxy Statement filed with the Securities and Exchange Commission on October 3, 2018.)](https://www.sec.gov/Archives/edgar/data/943819/000119312518291742/d612931ddef14a.htm) | | |
| [removed: 10.16] [added: 10.17] | | | [Note Purchase Agreement, dated July 10, 2019 by and among ResMed Inc. and the purchasers party to that agreement (including form of 3.24% Series A Senior Note due 2026, form of Series B 3.45% Senior Note due 2029, and form of Subsidiary Guaranty Agreement). (Incorporated by reference to Exhibit 10.1 to the Registrant’s Report on Form 8-K filed on July 15, 2019)](https://www.sec.gov/Archives/edgar/data/943819/000119312519194005/d755232dex101.htm) | | |
| 21.1 | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/exhibit211-subsidiariesq4f.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit211-subsidiariesq4f.htm)] | | |
| 23.1 | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/exhibit231-auditorconsentq.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit231-auditorconsentq.htm)] | | |
| 31.1 | | | [Certification of Chief Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex311-ceocertificationq4fy.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/ex311-ceocertificationq4fy.htm)] | | |
| 31.2 | | | [Certification of Chief Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex312-cfocertificationq4fy.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/ex312-cfocertificationq4fy.htm)] | | |
| 32.1 | | | [Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/943819/000094381923000011/ex321-ceoandcfocertificati.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/ex321-ceoandcfocertificati.htm)] | | |
| 101 | | | The following materials from ResMed Inc.’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2023] [added: 2024] formatted in Inline XBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Stockholders' Equity, (v) the Consolidated Statements of Cash Flows and (vi) related notes. | | |
| 104 | | | The cover page from ResMed Inc.’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2023,] [added: 2024,] formatted in Inline XBRL and contained in Exhibit 101. | | |
| 10.5* | | | [Amended and Restated ResMed Inc. Deferred Compensation Plan.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit105-deferredcompens.htm) | | |
| 10.10* | | | [Form of Performance-Based Restricted Stock Unit Award Agreement for Executive Officers. (Incorporated by reference to Exhibit 10.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000003/ex101-formofpsuagreementfo.htm)[1](https://www.sec.gov/Archives/edgar/data/943819/000094381924000003/ex101-formofpsuagreementfo.htm) [to the Registrant’s Report on Form 10-](https://www.sec.gov/Archives/edgar/data/943819/000094381924000003/ex101-formofpsuagreementfo.htm)[Q](https://www.sec.gov/Archives/edgar/data/943819/000094381924000003/ex101-formofpsuagreementfo.htm) [filed on](https://www.sec.gov/Archives/edgar/data/943819/000094381924000003/ex101-formofpsuagreementfo.htm) [January 25, 2024](https://www.sec.gov/Archives/edgar/data/943819/000094381924000003/ex101-formofpsuagreementfo.htm)[)](https://www.sec.gov/Archives/edgar/data/943819/000094381924000003/ex101-formofpsuagreementfo.htm) | | |
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| 19 | | | [Insider Trading Policy and Guidelines](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit19-resmedinsidertra.htm)[.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit19-resmedinsidertra.htm) | | |
| 97 | | | [Compensation Recovery Policy.](https://www.sec.gov/Archives/edgar/data/943819/000094381924000013/exhibit97-resmedclawbackpo.htm) | | |
| 10.5* | | | [ResMed Inc. Deferred Compensation Plan. (Incorporated by reference to Exhibit 4.4 to the Registrant’s Report on Form S-8 filed on May 21, 2021)](https://www.sec.gov/Archives/edgar/data/943819/000094381921000014/rmd-20210521xex4_4.htm) | | |
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Item 16. FORM 10-K SUMMARY
13 rewritten, 3 added, 2 removed, 45 unchanged
[Table of [removed: Contents](#i516b66c1c1ab48168478bc517c9ed3d2_7)][added: Contents](#i7fe754a0eb594e619b22be4f3387c577_7)]
DATED August [removed: 10, 2023][added: 8, 2024]
| /S/ MICHAEL J. FARRELL | | | | | | Chief Executive Officer and Chairman | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ BRETT A. SANDERCOCK | | | | | | Chief Financial Officer | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ PETER C. FARRELL | | | | | | Director and Chair Emeritus | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ CAROL J. BURT | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ JAN De WITTE | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ KAREN DREXLER | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ HARJIT GILL | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ JOHN HERNANDEZ | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ RICHARD SULPIZIO | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ DESNEY TAN | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
| /S/ RON TAYLOR | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |
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[Table of Contents](#i7fe754a0eb594e619b22be4f3387c577_7)
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