8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 29, 2010

ev3 Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-51348	32-0138874
(State or Other Jurisdiction of	(Commission File Number)	(I.R.S. Employer Identification
Incorporation)		Number)

3033 Campus Drive
Plymouth, Minnesota	55441
(Address of Principal Executive Offices)	(Zip Code)

(763) 398-7000
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

     On April 29, 2010, ev3 Inc. issued a press release announcing its financial results for its fiscal first quarter ended April 4, 2010. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference. ev3 also made available an accompanying presentation posted on the Investor Relations section of www.ev3.net. A copy of the presentation materials is furnished as Exhibit 99.2 to this report and is incorporated herein by reference.

     The information contained in Item 2.02 and Exhibits 99.1 and 99.2 to this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any filings made by ev3 Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as may be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

     (d) Exhibits.

Exhibit No.	Description
99.1	Press Release issued April 29, 2010
99.2	Presentation materials posted on the Investor Relations section of www.ev3.net

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 29, 2010	ev3 Inc.
	By:	/s/ Kevin M. Klemz
	Name:	Kevin M. Klemz
	Title:	Senior Vice President, Secretary
		and Chief Legal Officer

ev3 Inc.
CURRENT REPORT ON FORM 8-K

EXHIBIT INDEX

Exhibit No.	Description	Method of Filing
99.1	Press Release issued April 29, 2010	Furnished herewith
99.2	Presentation materials posted on the Investor Relations section of www.ev3.net	Furnished herewith

EX-99.1

Exhibit 99.1

CONTACT INFORMATION:

INVESTORS and MEDIA:
Julie Tracy
Sr. Vice President, Chief Communications Officer
ev3 Inc.
(949) 680-1375
jtracy@ev3.net

ev3 Reports 2010 First Quarter Financial Results

First Quarter Net Sales Increase 23% to $123.9 million

First Quarter GAAP EPS Increases to $0.09

Cash and Cash Equivalents Increase to $116.8 Million

Full-Year 2010 Revenue and Earnings Guidance Increased

PLYMOUTH, Minn. — April 29, 2010 — ev3 Inc. (NASDAQ: EVVV), a global endovascular device company, today reported financial results for its fiscal first quarter and updated financial guidance for 2010. ev3’s net sales totaled $123.9 million in the first quarter of 2010 compared to $100.4 million in the same quarter of the prior year. Excluding $2.9 million of positive impact due to foreign currency exchange rates, net sales increased 21% versus the prior year quarter.

Reconciliations of non-GAAP financial measures used in this release to the most comparable U.S. GAAP measures for the respective periods can be found immediately following the detail of net sales by geography in this release.

Robert Palmisano, president and chief executive officer of ev3 Inc., commented, “We achieved another quarter of significant sales growth in both our neurovascular and peripheral vascular segments that outpaced market growth rates in U.S. and international markets. Our neurovascular segment, which grew 44% in the first quarter compared to the prior year quarter, reflects the broad penetration we are making across our entire product line and the positive response to the international launch of our Pipeline Embolization Device and Solitaire FR Revascularization Device for ischemic stroke.”

Palmisano continued, “I am especially pleased by the 13% sales growth we saw in our peripheral vascular segment during the quarter, which was led by an outstanding performance from our U.S. sales organization and the launch of our TurboHawk Plaque Excision System, TrailBlazer Support Catheter and new PowerCross PTA balloon.”

ev3’s GAAP net income for the first quarter of 2010 was $9.9 million, or $0.09 per diluted share, compared to a net loss of $(1.8) million, or $(0.02) per diluted share, in the first quarter of 2009. Non-GAAP adjusted net income in the first quarter of 2010 was $22.3 million, or $0.20 per diluted share, compared to adjusted net income of $7.1 million, or $0.07 per diluted share, in the first quarter of 2009.

Cash and cash equivalents totaled $116.8 million as of the end of the first quarter of 2010, an increase of $18.8 million compared to the end of the fourth quarter of 2009.

Palmisano concluded, “Operationally, this was another very strong quarter for ev3. In addition to sales growth, we continue to emphasize gross margin improvement and profitability as our primary objectives, so I was very pleased to see sequential quarter gross margin expansion of 50 basis points to 76.4%. We will continue to focus on improving execution, driving manufacturing efficiencies and increasing leverage.”

Sales Review

By product segment, peripheral vascular net sales increased 13% in the first quarter of 2010 versus the prior year quarter and 11% on a constant currency basis. Neurovascular net sales increased 44% versus the prior year quarter and 38% on a constant currency basis.

On a geographic basis, U.S. net sales increased 18% versus the prior year quarter. International net sales increased 31% versus the prior year quarter and 24% on a constant currency basis. Changes in foreign currency exchange rates had a positive impact of $2.9 million on net sales compared to the first quarter of the prior year.

An investor presentation summarizing the company’s first quarter of 2010 results is available at http://ir.ev3.net.

Outlook

ev3 has increased its full-year guidance and now expects fiscal year 2010 net sales to be in the range of $520 to $530 million compared to $449.1 million of net sales in 2009. Net sales growth is expected to be approximately 16% to 18%. At current average rates, foreign currency exchange rate fluctuations are expected to have a minimal impact on revenue in 2010 compared to 2009. ev3 expects non-GAAP adjusted earnings per share to be in the range of $0.87 to $0.92 per diluted share, an increase of 43% to 51% over prior year based on approximately 115.4 million shares outstanding. ev3’s adjusted net earnings per share guidance excludes estimated amortization expense of approximately $26.0 million, non-cash stock-based compensation of approximately $15.5 million, and charges relating to the estimated change in fair value of the future contingent consideration associated with the Chestnut acquisition of $17.2 million.

The company expects second quarter of 2010 net sales to be in the range of $129 to $133 million, an increase of 18% to 22% over the second quarter of 2009. At current average rates, foreign currency exchange rate fluctuations are expected to have a minimal impact on revenue growth in the second quarter of 2010. ev3 expects non-GAAP adjusted earnings per share to be in the range of $0.18 to $0.21 per diluted share, based on approximately 115.1 million shares outstanding, compared to $0.14 per diluted share in the second quarter of 2009. ev3’s non-GAAP adjusted earnings per share for the second quarter of 2010 excludes estimated amortization expense of approximately $6.5 million, non-cash stock-based compensation of approximately $3.9 million and charges relating to the estimated change in fair value of the future contingent consideration associated with the Chestnut acquisition of $8.1 million.

Earnings Call Information

ev3 will host a conference call today, April 29, 2010, beginning at 7:30 a.m. Central Time (8:30 a.m. Eastern Time) to review its results of operations for the first quarter of 2010 and future outlook, followed by a question and answer session.

The conference call will be available to interested parties through a live audio webcast at http://ir.ev3.net, where it will be archived and accessible for approximately 12 months. The live dial-in number for the call is 888-680-0860 (U.S.) or +1-617-213-4852 (International). The participant passcode is 68698365.

If you do not have access to the Internet and want to listen to an audio replay of the conference call, dial 888-286-8010 (U.S.) or +1-617-801-6888 (International) and enter passcode 82131781. The audio replay will be available beginning at 10:30 a.m. Central Time on Thursday, April 29, 2010 until Thursday, May 6, 2010.

About ev3 Inc.

Since its founding in 2000, ev3 has been dedicated to developing breakthrough and clinically proven technologies for the endovascular treatment of peripheral vascular and neurovascular diseases. The company offers a comprehensive portfolio of treatment options, including the primary interventional technologies used today — plaque excision systems, peripheral angioplasty balloons, stents, embolic protection devices, liquid embolics, embolization coils, flow diversion, thrombectomy catheters and occlusion balloons. More information about the company and its products can be found at http://www.ev3.net.

ev3, the ev3 logo, TurboHawk, TrailBlazer, PowerCross, Pipeline and Solitaire are trademarks of ev3 Inc. and its subsidiaries, registered in the U.S. and other countries. All other trademarks and trade names referred to in this press release are the property of their respective owners.

Forward-Looking Statements

Statements contained in this press release that relate to future, not past, events are forward-looking statements under the Private Securities Litigation Reform Act of 1995. Forward-looking statements often can be identified by words such as “expect,” “anticipate,” “intend,” “will,” “may,” “believe,” “could,” “continue,” “future,” “estimate,” “outlook,” “guidance,” or the negative of these words, other words of similar meaning or the use of future dates. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Uncertainties and risks may cause ev3’s actual results to be materially different than those expressed in or implied by ev3’s forward-looking statements. For ev3, particular uncertainties and risks include, among others, ev3’s future operating results and financial performance, fluctuations in foreign currency exchange rates, the effect of global economic conditions, the timing of regulatory approvals and introduction of new products, market acceptance of new products, success of clinical testing, availability of third party reimbursement, impact of competitive products and pricing, the effect of regulatory actions and the cost and effect of changes in tax and other legislation. More detailed information on these and additional factors that could affect ev3’s actual results are described in ev3’s filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K. Except as required by law, ev3 undertakes no obligation to publicly update its forward-looking statements.

Use of Non-GAAP Financial Measures

To supplement ev3’s consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP), ev3 uses certain non-GAAP financial measures in this release. Reconciliations of the non-GAAP financial measures used in this release to the most comparable U.S. GAAP measures for the respective periods can be found in tables later in this release immediately following the detail of net sales by geography. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for ev3’s financial results prepared in accordance with GAAP.

ev3 Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(unaudited)

	For the Three Months Ended
	April 4,			April 5,
	2010			2009
Net sales	$	123,854		$	100,395
Operating expenses:
Cost of goods sold (a)		29,227			30,988
Sales, general and administrative (a)		61,827			55,648
Research and development (a)		13,839			11,578
Amortization of intangible assets		6,656			5,828
Contingent consideration		2,498			—
Total operating expenses		114,047			104,042
Income (loss) from operations		9,807			(3,647	)
Other expense (income):
Gain on investments, net		—			(4,067	)
Interest expense, net		197			213
Other expense, net		354			2,208
Income (loss) before income taxes		9,256			(2,001	)
Income tax benefit		(608	)		(192	)
Net income (loss)	$	9,864		$	(1,809	)
Earnings per share:
Net income (loss) per common share:
Basic	$	0.09		$	(0.02	)
Diluted	$	0.09		$	(0.02	)
Weighted average shares outstanding:
Basic		112,674,997			105,030,020
Diluted		114,386,308			105,030,020

(a) Includes stock-based compensation charges of:

Cost of goods sold	$	142	$	245
Sales, general and administrative		2,864		3,098
Research and development		308		368
	$	3,314	$	3,711

ev3 Inc.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share amounts)
(unaudited)

	April 4,			December 31,
	2010			2009
Assets
Current assets
Cash and cash equivalents	$	116,801		$	98,050
Accounts receivable, less allowance of $6,843 and $7,260, respectively		87,454			90,711
Inventories, net		46,138			45,054
Prepaid expenses and other current assets		9,736			6,645
Total current assets		260,129			240,460
Restricted cash		4,187			4,346
Property and equipment, net		27,909			29,159
Goodwill		367,575			367,486
Intangible assets, net		248,473			254,288
Other assets		509			550
Total assets	$	908,782		$	896,289
Liabilities and stockholders’ equity
Current liabilities
Current portion of long-term debt	$	2,500		$	2,500
Accounts payable		14,375			16,737
Accrued compensation and benefits		24,662			32,239
Accrued liabilities		24,892			22,453
Total current liabilities		66,429			73,929
Long-term debt		3,333			3,958
Other long-term liabilities		66,425			63,908
Total liabilities		136,187			141,795
Stockholders’ equity
Preferred stock, $0.01 par value, 100,000,000 shares authorized, none issued and outstanding as of April 4, 2010 and December 31, 2009		—			—
Common stock, $0.01 par value, 300,000,000 shares authorized, 112,956,788 and 112,345,500 shares issued and outstanding as of April 4, 2010 and December 31, 2009, respectively		1,130			1,123
Additional paid-in capital		1,836,789			1,828,655
Accumulated deficit		(1,064,880	)		(1,074,744	)
Accumulated other comprehensive loss		(444	)		(540	)
Total stockholders’ equity		772,595			754,494
Total liabilities and stockholders’ equity	$	908,782		$	896,289

ev3 Inc.
SELECTED NET SALES INFORMATION
(Dollars in thousands)
(unaudited)

NET SALES BY SEGMENT

	For the Three Months Ended
	April 4,		April 5,
	2010		2009		% change
Peripheral vascular:
Plaque excision*	$	20,485	$	18,308		12	%
Stents		29,873		28,174		6	%
Thrombectomy and embolic protection		9,445		8,047		17	%
Procedural support and other		14,974		11,673		28	%
Total peripheral vascular		74,777		66,202		13	%
Neurovascular:
Embolic products and stents		32,470		19,547		66	%
Neuro access and delivery products		16,607		14,646		13	%
Total neurovascular		49,077		34,193		44	%
Total net sales	$	123,854	$	100,395		23	%

NET SALES BY GEOGRAPHY

	For the Three Months Ended
	April 4,		April 5,
	2010		2009		% change
United States	$	72,957	$	61,654		18	%
International		50,897		38,741		31	%
Total net sales	$	123,854	$	100,395		23	%

* Formerly referred to as atherectomy

ev3 Inc.

NON-GAAP FINANCIAL MEASURES

To supplement ev3’s consolidated financial statements prepared in accordance with GAAP, ev3 uses certain non-GAAP financial measures in this release. Reconciliations of the non-GAAP financial measures used in this release to the most comparable U.S. GAAP measures for the respective periods can be found in the tables below. In addition, an explanation of the manner in which ev3’s management uses these non-GAAP measures to conduct and evaluate its business, the economic substance behind management’s decision to use these non-GAAP measures, the substantive reasons why management believes that these non-GAAP measures provide useful information to investors, the material limitations associated with the use of these non-GAAP measures and the manner in which management compensates for those limitations is included following the reconciliation tables below.

ev3 Inc.
RECONCILIATION OF NET SALES TO
NON-GAAP NET SALES ON A CONSTANT CURRENCY BASIS
(Dollars in thousands)
(unaudited)

	For the Three Months Ended
	April 4, 2010							April 5, 2009
			Foreign			Net sales				%			%
			exchange			on a				change of			change on
			impact as			constant				net sales,			a constant
	Net sales, as		compared to			currency		Net sales, as		as			currency
	reported		prior period			basis		reported		reported			basis
Net sales
Peripheral vascular:
Plaque excision	$	20,485	$	(65	)	$	20,420	$	18,308		12	%		12	%
Stents		29,873		(550	)		29,323		28,174		6	%		4	%
Thrombectomy and embolic protection		9,445		(130	)		9,315		8,047		17	%		16	%
Procedural support and other		14,974		(246	)		14,728		11,673		28	%		26	%
Total peripheral vascular		74,777		(991	)		73,786		66,202		13	%		11	%
Neurovascular:
Embolic products and stents		32,470		(1,291	)		31,179		19,547		66	%		60	%
Neuro access and delivery products		16,607		(587	)		16,020		14,646		13	%		9	%
Total neurovascular		49,077		(1,878	)		47,199		34,193		44	%		38	%
Total net sales	$	123,854	$	(2,869	)	$	120,985	$	100,395		23	%		21	%

ev3 Inc.
RECONCILIATION OF NET SALES BY GEOGRAPHY TO
NON-GAAP NET SALES BY GEOGRAPHY ON A CONSTANT CURRENCY BASIS
(Dollars in thousands)
(unaudited)

	For the Three Months Ended
	April 4, 2010							April 5, 2009
			Foreign			Net sales				%			%
			exchange			on a				change of			change on
			impact as			constant				net sales,			a constant
	Net sales, as		compared to			currency		Net sales, as		as			currency
	reported		prior period			basis		reported		reported			basis
United States	$	72,957	$	—		$	72,957	$	61,654		18	%		18	%
International		50,897		(2,869	)		48,028		38,741		31	%		24	%
Total net sales	$	123,854	$	(2,869	)	$	120,985	$	100,395		23	%		21	%

ev3 Inc.
RECONCILIATION OF NET INCOME (LOSS) TO
NON-GAAP ADJUSTED NET INCOME
(Dollars in thousands)
(unaudited)

	For the Three Months Ended
	April 4,		April 5,
	2010		2009
Net income (loss), as reported	$	9,864	$	(1,809	)
Amortization expense		6,656		5,828
Stock-based compensation		3,314		3,711
Contingent consideration		2,498		—
FoxHollow lease reserve adjustment		—		3,421
Realized gain on investment		—		(4,081	)
Non-GAAP adjusted net income	$	22,332	$	7,070

ev3 Inc.
RECONCILIATION OF NET INCOME (LOSS) PER DILUTED SHARE
TO NON-GAAP ADJUSTED NET EARNINGS PER DILUTED SHARE
(unaudited)

	For the Three Months Ended
	April 4,		April 5,
	2010		2009
Net income (loss) per diluted share, as reported	$	0.09	$	(0.02	)
Amortization expense		0.06		0.06
Stock-based compensation		0.03		0.04
Contingent consideration		0.02		—
FoxHollow lease reserve adjustment		—		0.03
Realized gain on investment		—		(0.04	)
Non-GAAP adjusted net earnings per diluted share	$	0.20	$	0.07
Weighted average diluted shares outstanding		114,386,308		105,157,042

ev3 Inc.
RECONCILIATION OF ESTIMATED NET EARNINGS PER DILUTED SHARE TO
ESTIMATED NON-GAAP ADJUSTED NET EARNINGS PER DILUTED SHARE
(unaudited)

	For the Three Months Ended				For the Twelve Months Ended
	July 4,		July 4,		December 31,		December 31,
	2010		2010		2010		2010
	Estimate (Low)		Estimate (High)		Estimate (Low)		Estimate (High)
Estimated net earnings per diluted share	$	0.02	$	0.05	$	0.36	$	0.41
Amortization expense		0.06		0.06		0.23		0.23
Stock-based compensation		0.03		0.03		0.13		0.13
Contingent consideration		0.07		0.07		0.15		0.15
Estimated non-GAAP adjusted net earnings per diluted share	$	0.18	$	0.21	$	0.87	$	0.92
Estimated weighted average diluted shares outstanding		115,100,000		115,100,000		115,400,000		115,400,000

Use and Economic Substance of Non-GAAP Financial Measures Used by ev3 and Usefulness of Such Non-GAAP Financial Measures to Investors

ev3 uses the non-GAAP financial measures described above as supplemental measures of performance and believes these measures facilitate operating performance comparisons from period to period and company to company by factoring out potential differences caused by acquisitions, dispositions, charges not related to ev3’s regular, ongoing business, variations in capital structure, tax positions, depreciation, non-cash charges and certain large and unpredictable charges. ev3’s management uses the non-GAAP financial measures used in this release to analyze the underlying trends in ev3’s business, assess the performance of ev3’s core operations, establish operational goals and forecasts that are used in allocating resources and evaluate ev3’s performance period over period and in relation to its competitors’ operating results. Additionally, ev3’s management is evaluated on the basis of some of these non-GAAP financial measures when determining achievement of their incentive compensation performance targets.

ev3 believes that presenting the non-GAAP financial measures used in this release provides investors greater transparency to the information used by ev3’s management for its financial and operational decision-making and allows investors to see ev3’s results “through the eyes” of management. ev3 also believes that providing this information better enables ev3’s investors to understand ev3’s operating performance and evaluate the methodology used by ev3’s management to evaluate and measure such performance. ev3’s management believes that non-GAAP financial measures are useful to investors to evaluate ev3’s performance period over period and in relation to its competitors’ operating results. Because ev3 historically has reported some of these non-GAAP results to the investment community, management also believes that the disclosure of these non-GAAP measures provides consistency in ev3’s financial reporting and facilitates investors’ understanding of ev3’s historic operating trends by providing an additional basis for comparisons to prior periods.

The following is an explanation of each of the items that management excluded from one or more of the non-GAAP financial measures used in this release. ev3’s management believes that in order to properly understand the underlying business trends and performance of ev3’s ongoing operations, management has found and investors may find it useful to consider excluding the following items recorded for the first quarter of 2010 and 2009:

• Foreign exchange impact and estimated foreign exchange impact. The impact of foreign exchange rates is highly variable and difficult to predict. The foreign exchange impact is the impact from foreign exchange rates on current period sales compared to prior period sales using the prior period’s foreign exchange rates. Estimated foreign exchange impact is the estimated impact of foreign exchange rates on future net sales compared to prior period net sales using estimated future period foreign exchange rates.

• Contingent consideration. In the second quarter of 2009, ev3 acquired Chestnut Medical Technologies, Inc. (Chestnut). Under the terms of the agreement and plan of merger with Chestnut, ev3 made an initial closing payment in the amount of $79.4 million. In addition to the initial closing payment, ev3 may be obligated to make an additional contingent consideration payment of up to $75.0 million if the Food and

	Drug Administration issues a letter granting pre-market approval for the commercialization of Chestnut’s Pipeline Embolization Device in the United States pursuant to an indication to treat intracranial aneurysms on or before December 31, 2012. At each reporting date, ev3 remeasures the contingent consideration at fair value until the contingency is resolved. The change in fair value of $2.5 million for the first quarter of 2010 was recognized in ev3’s consolidated statements of operations.
•	FoxHollow lease reserve adjustment. In the first quarter of 2009, ev3 recorded a $3.4 million adjustment to its lease reserve for leases acquired in connection with the FoxHollow acquisition. This reserve adjustment is not indicative of ev3’s ongoing operating performance.
•	Realized gain on the divestiture of non-strategic investment assets. In the first quarter of 2009, ev3 recorded a gain of $4.1 million on the sale of certain non-strategic investment assets. This gain is not indicative of ev3’s ongoing operating performance.
•	Non-cash stock-based compensation. ev3 excludes stock-based compensation expense from its non-GAAP financial measures primarily because such expense, while constituting an ongoing and recurring expense, is not an expense that requires cash settlement and is not used by ev3’s management to assess the core profitability of ev3’s business operations.
•	Amortization expense. ev3 excludes amortization expense from its non-GAAP financial measures primarily because such expense, while constituting an ongoing and recurring expense, is not an expense that requires cash settlement and is not used by ev3’s management to assess the core profitability of ev3’s business operations.

Material Limitations Associated with the Use of Non-GAAP Financial Measures and Manner in which ev3 Compensates for these Limitations

Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for ev3’s financial results prepared in accordance with GAAP. Some of the limitations associated with ev3’s use of these non-GAAP financial measures are as follows:

• Items such as amortization expense, stock-based compensation, and contingent consideration do not directly affect ev3’s cash flow position; however, such items reflect economic costs to ev3 and are not reflected in ev3’s “non-GAAP adjusted net income” or “non-GAAP adjusted net earnings per share,” and therefore these non-GAAP measures do not reflect the full economic effect of these items.

• Items such as the FoxHollow lease reserve adjustment and realized gain on the divestiture of non-strategic investment assets are items that do not reflect ev3’s ongoing business activities. The effect of these items is not included in ev3’s “non-GAAP adjusted net income” or “non-GAAP adjusted net earnings per share.” However, these items involve economic costs that are not reflected in the non-GAAP measures.

• Non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles and therefore other companies may calculate similarly titled non-GAAP financial measures differently than ev3, limiting the usefulness of those measures for comparative purposes.

• ev3’s management exercises judgment in determining which types of charges or other items should be excluded from the non-GAAP financial measures ev3 uses.

ev3 compensates for these limitations by relying primarily upon its GAAP results and only using non-GAAP financial measures on a supplemental basis. ev3 provides full disclosure of each non-GAAP financial measure ev3 uses and detailed reconciliations of each non-GAAP measure to its most directly comparable GAAP measure. ev3 encourages investors to review these reconciliations. ev3 qualifies its use of non-GAAP financial measures with cautionary statements as to their limitations.

###

EX-99.2

Exhibit 99.2

1Q 2010 Highlights April 29, 2010

2 Forward-Looking Statements Statements contained in this presentation that relate to future, not past, events are forward-looking statements under the Private Securities Litigation Reform Act of 1995. Forward-looking statements often can be identified by words such as "expect," "anticipate," "intend," "plan," "will," "may," "believe," "could," "continue," "future," "estimate," "outlook," "guidance," or the negative of these words, other words of similar meaning or the use of future dates. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Uncertainties and risks may cause ev3's actual results to be materially different than those expressed in or implied by ev3's forward-looking statements. For ev3, particular uncertainties and risks include, among others, ev3's future operating results and financial performance, fluctuations in foreign currency exchange rates, the effect of worldwide economic conditions, the timing of regulatory approvals and introduction of new products, market acceptance of new products, success of clinical testing, availability of third party reimbursement, impact of competitive products and pricing, the effect of regulatory actions and the cost and effect of changes in tax and other legislation. More detailed information on these and additional factors that could affect ev3's actual results are described in ev3's filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K. Except as required by law, ev3 undertakes no obligation to publicly update its forward-looking statements.

3 Use of Non-GAAP Financial Measures ev3 uses certain non-GAAP financial measures in this presentation. ev3 uses non-GAAP financial measures as supplemental measures of performance and believes these measures provide useful information to investors in evaluating our operations, period over period. However, non-GAAP financial measures have limitations as analytical tools, and should not be considered in isolation or as a substitute for ev3's financial results prepared in accordance with GAAP. In addition, investors should note that any non- GAAP financial measures ev3 uses may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as that of other companies. We have posted a reconciliation of our non- GAAP financial measures to the most directly comparable GAAP financial measures on our website at www.ev3.net.

4 Q1 '10 Financial Summary Net sales of $123.9 million +23% vs. Q1 2009; +21% constant currency* Peripheral vascular sales +13% vs. Q1 2009; +11% constant currency* Plaque excision +12% vs. Q1 2009, +12% constant currency* Peripheral stents +6% vs. Q1 2009; +4% constant currency* Thrombectomy and embolic protection +17%; +16% constant currency* Procedural support and other (PTA, support catheters, guidewires, etc.) +28%; +26% constant currency* Neurovascular sales +44% vs. Q1 2009; +38% constant currency* Embolic product and stents (Embolic Coils, Onyx, Pipeline, Solitaire) +66% vs. Q1 2009; +60% constant currency* Neuro access and delivery products (Neuro Balloons, Catheters, Alligator) +13% vs. Q1 2009; +9% constant currency* International revenue +31% vs. Q1 2009; +24% constant currency* Gross margin was 76.4%, an improvement of 730 basis points over Q1 2009 GAAP EPS of $0.09 Non-GAAP adjusted EPS* of $0.20; +186% vs. Q1 2009 Cash flow from operating activities totaled $17.3 million in Q1 2010; cash and cash equivalents totaled $116.8M at end of Q1 2010 * These are non-GAAP financial measures. Non-GAAP net sales on a constant currency basis exclude the foreign exchange impact. The foreign exchange impact is the impact from foreign exchange rates on the current period sales compared to prior period sales using the prior period's foreign exchange rates. Non-GAAP adjusted net EPS and non-GAAP adjusted net income excludes amortization and non-cash stock-based compensation. Q1 2009 also excludes a non-cash FoxHollow lease reserve adjustment and a realized gain on divestiture of investments. Q1 2010 also excludes charges relating to the change in fair value of contingent consideration. For reconciliations of ev3's non-GAAP financials, see ev3's website at www.ev3.net.

5 Recent Operational Highlights - - Peripheral Vascular Continuing progress in U.S. launch of TurboHawk(tm) Plaque Excision System Incremental opportunity to treat calcified above-the-knee lesions PowerCross(tm) .018 PTA balloon launched globally in 1Q'10 - in addition to EverCross(tm) and NanoCross(tm) balloons, ev3 now offers complete PTA platform Supply agreement with MEDRAD announced in April in preparation for DEFINITIVE AR pilot study DURABILITY II clinical study enrollment completed - - 287 patients enrolled Clinical trial enrollment progressing: DEFINITIVE Ca++ U.S. IDE study: 82/133 patients DEFINITIVE LE study: 286/800 patients

6 A CLOSER LOOK: DEFINITIVE AR (Anti-Restenosis) Pilot Study Pilot study will evaluate combination of Hawk Plaque Excision and MEDRAD's Cotavance(tm) drug-coated PTA balloon for treatment of lower extremity peripheral arterial disease Combination may allow for enhanced drug uptake, improved acute result and durability in treated vessel Preserves native vessel - no metal left behind Pilot study will evaluate up to 125 patients in Europe; anticipated to begin 4Q'10 Anticipate global, multicenter pivotal trial will follow upon completion of pilot study Restenosis in vessel

7 Recent Operational Highlights - - Neurovascular International launch for Pipeline(tm) Embolization Device (PED) and Solitaire FR Revascularization Device for ischemic stroke progressing very well Now have approx. 113 physicians who are certified or working towards Pipeline certification Early launch of Axium(tm) MicroFX PGLA & Nylon coils in 1Q'10 in U.S. and Europe Patient enrollment initiated in SWIFT (Solitaire With Intention For Thrombectomy) U.S. IDE study in February 2010 - 13/200 patients enrolled Pipeline Embolization Device PMA expected to be submitted to FDA for approval in May 2010 Anticipate PMA approval in 2011

8 A CLOSER LOOK: SWIFT (Solitaire with Intention for Thrombectomy) Study Investigational Use Only in the United States: Not FDA approved or cleared Flow restoration upon deployment Clot retrieval Multi-center, prospective, randomized controlled trial comparing recanalization rates of Solitaire(tm) FR Flow Restoration device and Concentric Medical's Merci Retriever(r) in treatment of acute ischemic stroke Designed to enroll 200 patients at 20 centers in U.S. and one European center Study will measure arterial recanalization of occluded target vessel without any symptomatic intracranial hemorrhage, time to achieve initial recanalization and assess patient neurological condition at 90 days

9 Actual Results vs. Last Quarter & Year Ago * Constant Currency; For reconciliations, see our website at www.ev3.net. ** All quarters presented are adjusted for amortization and non-cash stock-based compensation. Q1 2009 is also adjusted for a non-cash FoxHollow lease reserve adjustment and a realized gain on divestiture of investments. Q4 2009 and Q1 2010 are also adjusted for charges relating to the change in fair value of contingent consideration. For reconciliations, see our website at www.ev3.net. Q4 2009 Actual Q1 2009 Actual $000's except EPS Net sales Gross profit Gross margin GAAP net income (loss) GAAP earnings (loss) per share Adjusted net income** Adjusted earnings per share** $100,395 $69,407 69.1% $(1,809) $(0.02) $7,070 $0.07 $126,753 $96,214 75.9% $25,716 $0.23 Q1 2010 Actual $123,854 $9,864 $0.09 $22,332 $0.20 $94,627 76.4% Peripheral vascular (PV) Plaque excision Neurovascular (NV) Embolic products and stents International % Chg Seq. % Chg YOY/CC* $74,777 $20,485 $49,077 $32,470 $50,897 $73,705 $24,048 $53,048 $33,482 $53,571 $66,202 $18,308 $34,193 $19,547 $38,741 1% - -15% - -7% - -3% - -5% 13%/11% 12%/12% 44%/38% 66%/60% 31%/24% - -2% 23%/21% - -2% 36% $13,001 $0.12 - -24% - -25% - -13% - -13% 216% 186%

10 Total Q1 '10 Revenue Growth of 21%* Total International ($M) +24%* Worldwide Peripheral Vascular ($M) +11%* Worldwide Neurovascular ($M) +38%* *Constant currency compared to Q1 2009; For reconciliations, see our website at www.ev3.net. +21%* Q1 Total Worldwide Sales ($M) Q1 2009 2010 Q1 Q1

11 Key 2010 Financial Indicators $M Operating Margin Net Sales Adjusted EPS1 Cash Flow from Operations $ SG&A as % of net sales 50% 49% 47% 1. All quarters presented are adjusted for amortization, non-cash stock-based compensation and charges relating to the change in fair value of contingent consideration. Q2 2009 is also adjusted for a non-cash tax benefit resulting from the acquisition of Chestnut. For reconciliations, see our website at www.ev3.net. $ M Q2 % Q3 Q4 Q2 Q3 Q4 GAAP EPS $0.23 $0.06 $0.12 Q1 $0.09 Q1 Q2 Q3 Q4 Q1 50% 2010 2009

12 Balance Sheet is Strengthening - - We are Generating Cash Cash / Cash Equivalents Cash flow from operating activities totaled $17.3M in Q1'10 Cash/cash equivalents increased $18.8M in Q1'10 vs Q4'09 Total debt decreased to $5.8M *Q2 09 included $26.2M payment for Chestnut Medical

13 Improving Cost Structure - Continuing Progress Gross Margin % of sales SG&A % of sales Improved manufacturing efficiencies, volume growth and favorable product mix Continued focus on leveraging cost structure and improving margins

14 Financial Summary: Continuing to Improve Performance Net Sales $123,854 $100,395 $109,086 $112,838 $126,753 Gross Profit $94,627 $69,407 $78,608 $84,230 $96,214 Gross Margin 76.4% 69.1% 72.1% 74.6% 75.9% Net Income (Loss) $9,864 $(1,809) $23,989 $6,736 $13,001 Adjusted EPS per Diluted Share* $0.20 $0.07 $0.14 $0.17 $0.23 GAAP Diluted EPS (Loss) $0.09 $(0.02) $0.23 $0.06 $0.12 Q1 2010 Q1 2009 Q2 2009 Q3 2009 Q4 2009 $000's except EPS Adjusted Net Income* $22,332 $7,070 $14,614 $19,435 $25,716 * All quarters presented are adjusted for amortization and non-cash stock-based compensation. Q1 2009 is also adjusted for a non-cash FoxHollow lease reserve adjustment and a realized gain on divestiture of investments. Q2 2009 is also adjusted for charges relating to the change in fair value of contingent consideration and a non-cash tax benefit resulting from the acquisition of Chestnut. Q3 2009, Q4 2009 and Q1 2010 are also adjusted for charges relating to the change in fair value of contingent consideration. For reconciliations, see our website at www.ev3.net.

15 Guidance - As of April 29, 2010 Full-Year 2010 Guidance Revenues: Q2 2010: $129 to $133 million Full-Year 2010: $520 to $530 million Adjusted EPS1 per diluted share: Q2 2010: $0.18 to $0.211,2 Full-Year 2010: $0.87 to $0.921,2 Adjusted EPS guidance is based on weighted average diluted shares outstanding of approximately 115.1 and 115.4 million for Q2 10 and full-year 2010, respectively, and is adjusted to exclude the impact of amortization expense, non-cash stock-based compensation, and charges relating to the change in fair value of contingent consideration. These are forward-looking non-GAAP financial measures. For reconciliations, see our website at www.ev3.net. Q2 10 GAAP EPS: $0.02 to $0.05; Full-Year 2010 GAAP EPS: $0.36 to $0.41

16 2008 % of sales 2007 2010 Goal Business Model Structure - - Select P&L Information Sales 100% 100% 100% Gross margin 66% 65% 73% Selling, general & administrative* 55% 69% 50% Research & development 12% 17% 11% Stock-based comp, amortization & contingent consideration 11% 11% 10% Adjusted net income (loss)** 2.3% (22.4%) 15% * SG&A includes operating impact of Chestnut from the date of acquisition. ** Adjusted net income (loss) excludes amortization and non-cash stock-based compensation. For the year ended December 31, 2007, Adjusted net loss also excludes $70.7M of Acquired IPR&D. For the year ended December 31, 2008, Adjusted net income also excludes non-cash goodwill and other intangible asset impairment charges of $299.3M. For the year ended December 31, 2009, Adjusted net income also excludes a non-cash FoxHollow lease reserve adjustment of $3.4M, realized gain on investments of $4.1M, accounting charges relating to the change in fair value of contingent consideration of $4.9M and a non-cash tax benefit resulting from the purchase accounting for the acquisition of Chestnut of $19.0M. For the year ended December 31, 2010, Adjusted net income also excludes charges relating to the change in fair value of contingent consideration of $17.2M. These are non-GAAP financial measures. For reconciliations, see our website at www.ev3.net. 100% 77% 47% 11% 11% 20% 2009

Growth Drivers / Milestones Next 3-9 Months Procedure penetration, improving margins and leveraging existing cost structure Peripheral Vascular business increased sales force productivity growth in plaque excision business - TurboHawk(tm) above-the-knee new product launches TurboHawk(tm) below-the-knee 4Q'10 EverFlex+ 4Q'10 ongoing progress in clinical studies initial data from DEFINITIVE LE clinical study start of DEFINITIVE AR pilot study in Europe 4Q'10 Neurovascular business new product launches OUS launch of Pipeline(tm) Embolization Device to treat large/giant aneurysms OUS launch of Solitaire(tm) FR device for ischemic stroke Axium(tm) MicroFX PGLA and Nylon coils ongoing progress in clinical studies submit U.S. PMA for Pipeline PUFS study continuing enrollment in U.S. SWIFT and COCOA clinical trials International market penetration, expansion to new geographies, direct distribution

NASDAQ: EVVV www.ev3.net Contact Info: Julie Tracy - Sr. VP, Chief Communications Officer (949) 680-1375 jtracy@ev3.net