Agilent Technologies Inc. (A) 2024年年度報告「NYSE」.pdf

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1、UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549_Form 10-K _(MARK ONE)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934.For the fiscal year ended October 31,2024 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF

2、 1934.For transition period from to Commission File Number:001-15405 _Agilent Technologies,Inc.(Exact name of registrant as specified in its charter)Delaware77-0518772(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)Address of principal executive offices

3、:5301 Stevens Creek Blvd.,Santa Clara,California 95051 Registrants telephone number,including area code:(800)227-9770 Securities registered pursuant to Section 12(b)of the Act:Title of each ClassTrading SymbolName of each Exchange on which registeredCommon Stock,$0.01 par valueANew York Stock Exchan

4、geSecurities registered pursuant to Section 12(g)of the Act:None _Indicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15

5、(d)of the Act.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been

6、 subject to such filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)during the preceding 12 months(or for such s

7、horter period that the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company or an emerging growth company.See the definitions of large accelerated filer

8、,accelerated filer,smaller reporting company and emerging growth company in Rule 12b-2 of the Exchange Act.Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth companyIf an emerging growth company,indicate by check mark if the registrant has elected n

9、ot to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness o

10、f its internal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financia

11、l statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.Indicate by checkmark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the re

12、gistrants executive officers during the relevant recovery period pursuant to 240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).Yes No The aggregate market value of the registrants common equity held by non-affiliates as of Apr

13、il 30,2024,was approximately$30.0 billion.Shares of stock held by officers,directors and 5 percent or more stockholders have been excluded in that such persons may be deemed to be affiliates.This determination of affiliate status is not necessarily a conclusive determination for other purposes.As of

14、 December 9,2024 there were 285,595,302 outstanding shares of common stock,par value$0.01 per share._DOCUMENTS INCORPORATED BY REFERENCEDocument Description10-K Part Portions of the Proxy Statement for the Annual Meeting of Stockholders(the Proxy Statement)to be held on March 13,2025,and to be filed

15、 pursuant to Regulation 14A within 120 days after registrants fiscal year ended October 31,2024 are incorporated by reference into Part III of this ReportIII 1TABLE OF CONTENTS PageForward-Looking Statements .3 PART IItem 1Business .3 Item 1ARisk Factors .17 Item 1BUnresolved Staff Comments .29 Item

16、 1CCybersecurity .29 Item 2Properties .30 Item 3Legal Proceedings .30 Item 4Mine Safety Disclosures .30 PART IIItem 5Market for the Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities .31 Item 6Reserved .32 Item 7Managements Discussion and Analysis of Fina

17、ncial Condition and Results of Operations .32 Item 7AQuantitative and Qualitative Disclosures About Market Risk .56 Item 8Financial Statements and Supplementary Data .57 Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure .120 Item 9AControls and Procedures .12

18、0 Item 9BOther Information .120 Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections .120PART IIIItem 10Directors,Executive Officers and Corporate Governance .121 Item 11Executive Compensation .121 Item 12Security Ownership of Certain Beneficial Owners and Management and Relate

19、d Stockholder Matters .121 Item 13Certain Relationships and Related Transactions,and Director Independence .122 Item 14Principal Accounting Fees and Services .122 PART IVItem 15Exhibits and Financial Statement Schedules .123 Item 16Form 10-K Summary .128 Signatures .129 2Forward-Looking Statements T

20、his report contains forward-looking statements including,without limitation,statements regarding growth opportunities,including for and in our end markets,new product and service introductions,the position and strength of our businesses,products and services,market demand for and adoption of our pro

21、ducts and solutions,the ability of our products and solutions to address customer needs and meet industry requirements,our focus on enhancing our customers experience,delivering differentiated product solutions and driving productivity improvements,our investments,including in manufacturing infrastr

22、ucture,research and development and expanding and improving our applications and solutions portfolios,expanding our position in developing countries and emerging markets,our contributions to our defined benefit plans,our hedging programs and other actions to offset the effects of foreign currency an

23、d interest rate movements,our future effective tax rate,unrecognized tax benefits,reimbursement incentives,our ability to satisfy our liquidity requirements,including through cash generated from operations,the potential impact of adopting new accounting pronouncements,indemnification obligations,our

24、 sales,our purchase commitments,our capital expenditures,the integration,effects and timing of our acquisitions and other transactions,expense reduction and other results from our restructuring programs and other cost saving initiatives,our stock repurchase program and dividends,macroeconomic and ma

25、rket conditions,the recovery and health of our end markets,seasonality,mix,future financial results,our operating margin,our geographical diversification,interest rates,inflationary pressures and local regulations and restrictions,that involve risks and uncertainties.Our actual results could differ

26、materially from the results contemplated by these forward-looking statements due to various factors,including those discussed in Part I Item 1A and elsewhere in this Form 10-K.PART IItem 1.Business OverviewAgilent Technologies Inc.(we,Agilent or the company),incorporated in Delaware in May 1999,is a

27、 global leader in life sciences,diagnostics and applied chemical markets,providing application focused solutions that include instruments,software,services and consumables for the entire laboratory workflow.In the first quarter of fiscal year 2024,we announced a change in our operating segments to m

28、ove our cell analysis business from our life sciences and applied markets segment to our diagnostics and genomics operating segment in order to further strengthen growth opportunities for both organizations.Following this reorganization,we continued to have three business segments comprised of life

29、sciences and applied markets,diagnostics and genomics and Agilent CrossLab,each of which continues to comprise a reportable segment.All historical financial segment information has been recast to conform to this new presentation in our consolidated financial statements and accompanying notes.There w

30、as no change to our Agilent CrossLab business segment.See also Note 23,Subsequent Event for additional information on recent changes to our organizational structure.Our life sciences and applied markets business provides application-focused solutions that include instruments,consumables and software

31、 that enable customers to identify,quantify and analyze the physical and biological properties of substances and products,as well as enable customers in the clinical and life sciences research areas to interrogate samples at the molecular and cellular level.Our consumables portfolio is designed to i

32、mprove customer outcomes.Our diagnostics and genomics business is comprised of seven areas of activity providing active pharmaceutical ingredients(APIs)for oligo-based therapeutics as well as solutions that include reagents,instruments,software and consumables which enable customers in the clinical

33、and life sciences research areas to interrogate samples at the cellular and molecular level.The Agilent CrossLab business spans the entire lab with its extensive services portfolio,which is designed to improve customer outcomes.In addition,we conduct centralized order fulfillment and supply chain op

34、erations for our businesses through the order fulfillment and supply chain organization(OFS).OFS provides resources for manufacturing,engineering and strategic sourcing to our respective businesses.Each of our businesses,together with OFS,is supported by our global infrastructure organization,which

35、provides shared services in the areas of finance,information technology,legal,certain procurement services,workplace services and human resources.We sell our products primarily through direct sales,but we also utilize distributors,resellers,manufacturers representatives and electronic commerce.As of

36、 October 31,2024,we employed approximately 17,900 people worldwide.Our primary research and development and manufacturing sites are in California,Colorado,Delaware,Massachusetts,Texas and Vermont in the U.S.and in Australia,Canada,China,Denmark,Germany,Italy,Japan,Malaysia,Singapore and the United K

37、ingdom.3Life Sciences and Applied Markets Business Our life sciences and applied markets business provides application-focused solutions that include instruments,consumables and software that enable customers to identify,quantify and analyze the physical and biological properties of substances and p

38、roducts,as well as enable customers in the clinical and life sciences research areas to interrogate samples at the molecular and cellular level.Key product categories include:liquid chromatography(LC)systems and components;liquid chromatography mass spectrometry(LCMS)systems;gas chromatography(GC)sy

39、stems and components;gas chromatography mass spectrometry(GCMS)systems;inductively coupled plasma mass spectrometry(ICP-MS)instruments;atomic absorption(AA)instruments;microwave plasma-atomic emission spectrometry(MP-AES)instruments;inductively coupled plasma optical emission spectrometry(ICP-OES)in

40、struments;raman spectroscopy;laboratory software for sample tracking;information management and analytics;laboratory automation and robotic systems;dissolution testing;vacuum pumps and measurement technologies.Our consumables portfolio is designed to improve customer outcomes.Most of the portfolio i

41、s vendor neutral,meaning Agilent can serve and supply customers regardless of their instrument purchase choices.Solutions range from chemistries to supplies.Key product categories in consumables include GC and LC columns,sample preparation products,custom chemistries,and a large selection of laborat

42、ory instrument supplies.We employed approximately 6,000 people as of October 31,2024 in our life sciences and applied markets business.Life Sciences and Applied MarketsThe Pharmaceutical,Biopharmaceutical,CRO&CMO Market.This market consists of“for-profit”companies which participate across the pharma

43、ceutical value chain in the areas of therapeutic research,discovery&development,clinical trials,manufacturing and quality assurance and quality control.One sub-segment of this market is core and emerging pharmaceutical companies(pharma).A second sub-segment includes biopharmaceutical companies(bioph

44、arma),contract research organizations(CROs)and contract manufacturing organizations(CMOs).Biopharma companies and,to a somewhat lesser extent,CROs and CMOs typically participate in specific points in the pharmaceutical industry value chain.Additionally,due to the relatively low drug efficacy within

45、oncology,pharma companies are partnering with diagnostic companies to bring validated tests to the market with their new drugs.The Academic and Government Market.This market consists primarily of“not-for-profit”organizations and includes academic institutions,large government institutes and privatel

46、y funded organizations.The academic and government market plays an influential role in technology adoption and therapeutic developments for pharmaceutical and molecular diagnostics companies.After decades of investment in basic biomedical research by government funding bodies,the focus has widened t

47、o include translational research-multidisciplinary scientific efforts directed at accelerating therapy development.The Chemicals&Advanced Materials Market.Our products and solutions are used throughout the chemicals sector in the development,manufacturing,and quality control of commodity chemicals,s

48、pecialty and agrochemicals,and fine chemicals.Chemical market customers use our products to determine chemical composition,perform impurity analysis,qualify raw materials,conduct materials characterization,and verify and ensure the environmental safety of operations and employees.Our products are us

49、ed to test for safety,quality,and compliance across the value chains of advanced materials including semiconductors/electronics,batteries,specially engineered polymers and polymeric materials,minerals&metals,thin film&optics,consumer products and packing materials from the upstream raw materials,mat

50、erials production,and final products to the end markets and recycling.The upstream petroleum exploration and refining markets use our products to analyze natural gas,crude oil composition,perform intermediate material analysis,verify and improve refining processes and ensure the overall quality of g

51、asoline,fuels,lubricants and other products.The Environmental&Forensics Market.Our instruments,software and workflow solutions are used by the environmental market for applications such as laboratory and field analysis of regulated and unregulated chemical pollutants in air,water,soil and solid wast

52、e.Environmental industry customers include all levels of government,the industrial and manufacturing sectors,engineering and consulting companies,commercial testing laboratories,public and private utilities and colleges and universities.Drug testing and forensics laboratories use our instruments,sof

53、tware and workflow solutions for applications such as analyzing evidence associated with crime,screening athletes for performance enhancing drugs,analyzing samples for recreational drugs,or detecting and identifying biological and chemical warfare agents.Some of our instruments are used in mobile la

54、boratories as well.Customers include local,state,federal,and international law enforcement agencies and health laboratories.4The Food Market.Our instruments,software,and workflow solutions are used throughout the food production chain,including incoming inspection,new product development,quality con

55、trol and assurance,and packaging.For example,our mass spectrometer portfolio is used to analyze contaminants and residual pesticides in food.There is also a significant food safety market involved in analyzing food for pathogen contamination,accurate verification of species type and evidence of gene

56、tically modified content.The Diagnostics and Clinical Market.The diagnostics and clinical market focus within our life sciences and applied markets business is to provide instruments,software,reagents,and consumables that enable customers performing life sciences,pharmaceutical and clinical research

57、 to interrogate biologically relevant metabolites,lipids,protein,and cellular systems to understand fundamental biological processes,as well as the underlying mechanisms of cancer and other disease initiation and progression.The goal is to use this information to develop new therapeutic strategies a

58、nd drugs as well as new diagnostic tests.Our mass spectrometry technologies are employed by researchers to identify and quantify individual or whole classes of metabolites,lipids,or proteins involved in basic cellular processes and elucidate those which are quantitatively or qualitatively altered in

59、 disease states,as well as to identify those which may be useful as biomarkers for a disease.Life Sciences and Applied Markets Products and ApplicationsOur products fall into the following main areas of work:liquid chromatography,gas chromatography,mass spectrometry,spectroscopy,software and informa

60、tics,lab automation and robotics,vacuum technology,remarketed instruments and chemistries and supplies.Our key products and applications include the following technologies:Liquid ChromatographyA liquid chromatograph,high-performance liquid chromatograph(HPLC)or ultra-high performance liquid chromato

61、graph(“UHPLC”)is used to separate molecules of a liquid mixture to determine the quantity and identity of the molecules present.The Agilent LC portfolio is largely modular in construction and can be configured as analytical and preparative systems.These systems can be stepwise upgraded to highly sop

62、histicated,automated workflow solutions such as method development,multi-method/walk-up,high-capacity/high-throughput or multi-dimensional LC and can be extended to application-based analyzers(e.g.,for bio-molecular separations,chiral analysis or size exclusion chromatography).As a leader in liquid

63、chromatography,we continue to expand our application space with new HPLC columns,new services and ongoing instrument and software product enhancements.Gas ChromatographyAgilent is the worlds leading provider of gas chromatographs,both laboratory and portable models.Gas chromatographs are used to sep

64、arate any gas,liquid or solid that can be vaporized and then detect the molecules present to determine their identity and quantity.Agilent provides custom or standard analyzers configured for specific chemical analysis applications,such as detailed speciation of a complex hydrocarbon stream,calculat

65、ion of gas calorific values in the field,or analysis of a new bio-fuel formulation.We also offer related software,accessories and consumable products for these and other similar instruments.Mass SpectrometryA mass spectrometer(“MS”)identifies and quantifies compounds based on their molecular mass an

66、d characteristic patterns of fragment ion masses that result when a molecule is broken apart.MS is an important tool in analyzing a broad spectrum of analytes,from small molecules,such as pesticides,to large molecules,such as intact proteins and other biological entities.Liquid chromatography(LC)and

67、 gas chromatography(GC)are commonly used to separate compounds and introduce them to the MS system.Agilents LCMS portfolio includes instruments built around four main analyzer types-single quadrupole,triple quadrupole,time-of-flight(TOF)and quadrupole time-of-flight(QTOF).Agilents GC/MS portfolio in

68、cludes instruments built around three main analyzer types-single quadrupole,triple quadrupole,and quadrupole time-of-flight(QTOF).We significantly expanded our mass spectrometry portfolio in recent years with a focus on improving performance,sensitivity,precision,robustness,ease of use and onboard i

69、ntelligence.5SpectroscopySpectroscopy is a technique for analyzing the individual chemical components of substances based on the absorption or emission of electromagnetic radiation of specific wavelengths of light.Our spectroscopy instruments include AA spectrometers,microwave plasma-atomic emission

70、 spectrometers(MP-AES),ICP-OES,ICP-MS,fluorescence spectrophotometers,ultraviolet-visible(UV-Vis)spectrophotometers,Fourier Transform infrared(FT-IR)spectrometers,near-infrared(NIR)spectrometers,raman spectrometers and sample automation products.We also offer related software,accessories and consuma

71、ble products for these and other similar instruments.Software and InformaticsWe provide informatics and scientific software for instrument control,data acquisition,data analysis,secure storage of results,and laboratory information/workflow management.Our software facilitates the compliant use of ins

72、truments in pharmaceutical quality assurance/quality control environments.With our OpenLab Laboratory Software Suite,Agilent has a scalable,open software platform that enables customers to capture,analyze,and share scientific data throughout the lab and across the enterprise.Laboratory Automation an

73、d RoboticsWe offer a portfolio of unique sample preparation automated solutions that are key to a comprehensive suite of workflow solutions to our life science and genomics customers.This includes liquid handling,plate management,unique consumables and scheduling software with solutions that range f

74、rom standalone instrumentation to bench-top automation solutions.These solutions strengthen our offering of automated sample preparation across a broad range of applications which are integrated with several of our analytical and NGS platforms across the company.Vacuum TechnologyOur vacuum technolog

75、ies products are used to create,control,measure and test vacuum environments in life science,industrial and scientific applications where ultra-clean,high-vacuum environments are needed.Vacuum technologies customers are typically OEMs that manufacture equipment for these applications,or government a

76、nd research organizations that require vacuum solutions in their facilities.Products include a wide range of high and ultra-high vacuum pumps(diffusion,turbo molecular and ion getter),primary vacuum pumps(rotary vane and dry scroll),vacuum instrumentation(vacuum control instruments,sensor gauges and

77、 meters)and vacuum components(valves,flanges and other mechanical hardware).These products also include helium mass spectrometry and helium-sensing leak detection instruments used to identify and measure leaks in hermetic or vacuum environments.In addition to product sales,we also offer a wide range

78、 of services including an exchange and rebuild program,assistance with the design and integration of vacuum systems,applications support and training in basic and advanced vacuum technologies.Chemistries and SuppliesWe offer a broad range of market specific consumables and supplies to complete custo

79、mers analytical workflows from sample preparation through separation and analysis to storage,with the support of our technology platforms.This includes sample preparation consumables such as solid phase extraction(SPE)and filtration products,self-manufactured GC and LC columns,chemical standards,and

80、 instrument replacement parts.Consumable products also include scientific instrument parts and supplies such as filters and fittings for GC systems;xenon lamps and cuvettes for UV-Vis-NIR,fluorescence,FT-IR and raman spectroscopy instruments;and graphite furnace tubes,hollow cathode lamps and specia

81、lized sample introduction glassware for our AA,ICP-OES and ICP-MS products.Remarketed InstrumentsWe refurbish and resell certified pre-owned instruments to value-oriented customers who demand Agilent quality and performance at a budget conscious price.6Life Sciences and Applied Markets CustomersWe h

82、ad approximately 52,000 customers for our life sciences and applied markets business in fiscal year 2024.A significant number of our life sciences and applied markets customers are also customers of our Agilent CrossLab business.The life sciences and applied markets business is susceptible to season

83、ality in its orders and revenues primarily related to U.S.and foreign government budgets,chemicals and advanced materials and environmental customers and large pharmaceutical company budgets.Historically,the result is that our first and fourth fiscal quarters tend to deliver the strongest profits fo

84、r the life sciences and applied markets business.However,general economic trends,new product introductions and competition might overshadow this trend in any given year.Life Sciences and Applied Markets Sales,Marketing and SupportThe life sciences and applied markets channels focus on the therapeuti

85、cs and human disease research customer base(pharma,biopharma,CRO,CMO and generics),clinical customer base(high complexity clinical testing labs),emerging life sciences opportunities in life science research institutes and applied markets(chemicals and advanced materials,food,environmental and forens

86、ics).We deploy a multi-channel approach,marketing products to our customers through direct sales,electronic commerce,resellers,manufacturers representatives and distributors.We primarily use direct sales to market our solutions to our pharmaceutical,biopharmaceutical,clinical,life science research a

87、nd applied market accounts.Sales agents supplement direct sales by providing broader geographic coverage and coverage of smaller accounts.Our active reseller program augments our ability to provide more complete solutions to our customers.We sell our consumable products through distributors,electron

88、ic commerce and direct sales.Our products typically come with standard warranties,and extended warranties are available for additional cost.Life Sciences and Applied Markets ManufacturingOur manufacturing supports our diverse product range and customer-centric focus.We assemble highly configurable p

89、roducts to individual customer orders and make standard products to stock.We employ advanced manufacturing techniques and supply chain management systems to reduce costs and manufacturing cycle times.Our manufacturing process then converts these designs into standard as well as custom products for s

90、hipment to customers.We selectively use third parties to provide some supply chain processes for manufacturing,warehousing and logistics.Inside the U.S.,we have manufacturing facilities in California,Delaware and Rhode Island.Outside of the U.S.,we have manufacturing facilities in Australia,China,Ge

91、rmany,Italy,Malaysia,Netherlands,Singapore and the United Kingdom.We have FDA registered sites in California,Germany and Singapore.Life Sciences and Applied Markets CompetitionThe markets for analytical instruments in which we compete are characterized by evolving industry standards and intense comp

92、etition.Our principal competitors in the life sciences and applied markets arena include:Danaher Corporation,PerkinElmer Inc.,Shimadzu Corporation,Thermo Fisher Scientific Inc.and Waters Corporation.We compete on the basis of product performance,reliability,support quality,applications expertise,glo

93、bal channel coverage and price.Diagnostics and Genomics BusinessOur diagnostics and genomics business includes the cell analysis,advanced manufacturing partnerships and research and development,pathology,companion diagnostics,reagent partnership,genomics and biomolecular analysis businesses.Our diag

94、nostics and genomics business is comprised of seven areas of activity providing active pharmaceutical ingredients(APIs)for oligo-based therapeutics as well as solutions that include reagents,instruments,software and consumables,which enable customers in the clinical and life sciences research areas

95、to interrogate samples at the cellular and molecular level.First,our cell analysis business includes instruments,reagents,software,and labware associated with unique live-cell analysis platforms in addition to mainstream flow cytometers,plate-readers,and plate washers/dispensers which are used acros

96、s a broad range of applications.Second,our advanced manufacturing partnerships business is a contract and development manufacturing organization that provides services related to and the production of synthesized oligonucleotides under pharmaceutical good manufacturing practices(GMP)conditions for u

97、se as API in a class of drugs that utilize nucleic acid molecules for disease therapy.Together,our BIOVECTRA and nucleic acid solutions businesses offer a broader range of contract and development manufacturing services to our customers.They also provide clinical-to-commercial scale production capab

98、ilities focused mainly on mRNA manufacturing.Third,our pathology solutions business is focused on product offerings for cancer diagnostics and anatomic pathology workflows.The broad portfolio of offerings includes immunohistochemistry 7(IHC),in situ hybridization(ISH),hematoxylin and eosin(H&E)stain

99、ing and special staining.Fourth,we also collaborate with a number of major pharmaceutical companies to develop new potential tissue pharmacodiagnostics,also known as companion diagnostics,which may be used to identify patients most likely to benefit from a specific targeted therapy.Fifth,the reagent

100、 partnership business provides clinical flow cytometry reagents for routine cancer diagnostics.This business also provides bulk antibodies as raw materials and associated assay development services to in vitro diagnostics(IVD)manufacturers,biotechnology and pharmaceutical companies.Sixth,our genomic

101、s business includes arrays and next generation sequencing(NGS).This business also includes solutions that enable clinical labs to identify DNA variants associated with genetic disease and help direct cancer therapy.Finally,our biomolecular analysis business provides complete workflow solutions,inclu

102、ding instruments,consumables and software,for quality control analysis of nucleic acid samples.Samples are analyzed using quantitative and qualitative techniques to ensure accuracy in further genomics analysis techniques including NGS,utilized in clinical and life science research applications.We em

103、ployed approximately 4,600 people as of October 31,2024 in our diagnostics and genomics business.Diagnostics and Genomics MarketThe Diagnostics and Clinical Market.The diagnostics and clinical market focus within the diagnostics and genomics business is to provide instruments,software,reagents,and c

104、onsumables that enable customers to perform clinical research and routine testing.Our high-quality,automated pathology tissue staining platforms and solutions are used most heavily by the large labs located in hospitals,medical centers,and reference labs.The market focus is on mature economies prima

105、rily in North America,Western Europe and Japan.The mix is changing,however,as emerging markets increase spending on human health.The clinical market for genomics consists of high complexity clinical labs performing patient testing,including“for-profit”reference laboratories,hospital labs,and molecul

106、ar diagnostic companies.While some labs purchase IVD labeled testing kits,others often develop and validate their own molecular based tests.Analyte Specific Reagents(ASRs)are often used by these labs.Additionally,our Seahorse,xCELLigence,Novocyte,and BioTek platform technologies are used both stand-

107、alone and in conjunction with mass spectrometry to understand underlying cellular physiology and interactions in normal and diseased states,as well to help understand how new drugs and therapies alter the composition,function,or interaction of cells.In addition,our XCELLigence and Novocyte technolog

108、ies can be used to characterize and quantify immune cell response(for example cytotoxicity).The Pharmaceutical,Biopharmaceutical,CRO&CMO Market.This market consists of“for-profit”companies which participate across the pharmaceutical value chain in the areas of therapeutic research,discovery&developm

109、ent,clinical trials,manufacturing and quality assurance and quality control.One sub-segment of this market is core and emerging pharmaceutical companies(pharma).A second sub-segment includes biopharmaceutical companies(biopharma),contract research organizations(CROs)and contract manufacturing organi

110、zations(CMOs).Our primary focus is on biopharma working with advanced therapeutic modalities(e.g.,cell and gene therapies)where we provide a suite of research tools and companion diagnostic development services.Additionally,we provide active pharmaceutical ingredient(API)contract development and man

111、ufacturing services for oligonucleotide-based therapeutic modalities.With the acquisition of BIOVECTRA,we will offer our pharmaceutical customers even more specialized manufacturing capabilities for targeted therapeutics,from sterile-fill finish to a single source for gene editing solutions.Diagnost

112、ics and Genomics ProductsOur products fall into these main areas of work:pathology products,cell analysis,specific proteins and flow cytometry reagents,companion diagnostics,target enrichment,cytogenetic research solutions and microarrays,qPCR instrumentation and molecular biology reagents,advanced

113、manufacturing partnerships and automated electrophoresis and microfluidics solutions.PathologyThis area consists of routine clinical solutions for tissue-based cancer diagnostics with solutions that comprise antibodies,reagents,instruments and software targeting both primary and advanced cancer diag

114、nostics.Our CoverStainer and Artisan based product families target primary cancer diagnostics through hematoxylin and eosin staining as well as special stains for additional insights and detection of potentially carcinogenic tissue.Dako Omnis and Autostainer based IHC solution and Instant Quality Fl

115、uorescence In Situ Hybridization(IQFISH)technologies provide advanced tumor typing through investigation of protein and gene expression.These products also include companion diagnostic tests that are used to help identify patients most likely to benefit from a specific targeted therapy.8Cell Analysi

116、sOur cell analysis tools are used to study cell signaling pathways,general cell function and behavior through metabolic profile analysis,real-time cellular impedance measurements,and traditional cytometry techniques.Characterizing cellular behavior and function is an increasingly critical step in un

117、derstanding normal behavior versus diseased states,advancements of those diseases,and response to therapies,providing researchers with a more targeted approach for drug discovery and ultimately more effective therapeutics.Our cell analysis portfolio includes cell analysis plate-based assays,flow cyt

118、ometer,real-time cell analyzer,microplate reader,cell imaging system and related consumables.Bulk Antibodies and Flow Cytometry ReagentsIn our Bulk Antibodies business we partner with IVD manufacturers,biotechnology and pharmaceutical companies by offering antibodies as raw materials and a range of

119、associated assay development services and solutions.We operate in several areas of clinical relevance for the customers and address multiple technologies such as turbidimetry,gel techniques and chemiluminescence immunoassays.In the area of Flow Cytometry Reagents we provide reagents and kits directl

120、y to clinical laboratories working in routine cancer diagnostics,with particular focus on blood cancers.Companion DiagnosticsIn our companion diagnostics business,we partner with a number of major pharmaceutical companies to develop new potential pharmacodiagnostics,which may be used to identify pat

121、ients most likely to benefit from a specific targeted therapy.We support pharmaceutical companies during each phase of their drug development process,from early pre-clinical through commercial launch activities.Companion diagnostics has a history of developing clinically relevant and validated tests

122、,with accurate and effective scoring and interpretation guidelines,that enable successful regulatory approvals in our worldwide markets.Target EnrichmentWe provide a target enrichment portfolio via our SureSelect products,which enables customers to select specific target regions of the genome for se

123、quencing.Customers can customize our products for their regions of interest using the SureDesign software,or they can choose from a range of catalog products,including gene panels for specific applications and Exome designs,which allow analysis of the entire coding sequences of the genome.SureSelect

124、 provides a sample prep workflow that can be automated with the Agilent Bravo platform for scalability or leverages the Magnis NGS sample prep ecosystem of instruments and consumables for maximum ease-of-use.These products are used for mutation detection and genotyping.Our solutions also enable clin

125、ical labs to identify DNA variants associated with genetic diseases and help direct cancer therapy.Cytogenetic Research Solutions and MicroarraysWe provide microarrays for comparative genomic hybridization(“CGH”),mostly used by customers in cytogenetic laboratories.The arrays allow customers to dete

126、ct genome-wide copy number alterations,with high levels of resolution(from entire chromosomal copy number changes to specific microdeletions or duplications).The arrays are offered in many formats allowing the customers to choose from different levels of resolution and number of samples per arrays.A

127、rrays can also be customized using the SureDesign software.In addition to the microarrays,our solution includes reagents for sample processing,hardware for reading the microarrays,and software to help users view the data in a meaningful way.In addition to the CGH portfolio,the cytogenetics solution

128、comprises a line of oligonucleotide probes for fluorescent in situ hybridization(FISH)called SureFISH.Additionally,we provide a wide range of microarrays to the research market for different types of applications:gene expression,microRNA,methylation,splice variants,and chromatin immunoprecipitation

129、applications.Arrays are offered as catalog designs or customizable designs,with no minimum order size and short delivery time,which differentiates us from other vendors and enables researchers the maximum flexibility in their studies.qPCR Instrumentation and Molecular Biology ReagentsQuantitative PC

130、R(qPCR)or real time PCR is also a standard method used in genomic research facilities to measure the amount of a specific nucleic acid sequence within a sample.There are several applications for qPCR;among the most common are identifying the expression level of a specific gene or calculating the amo

131、unt of a specific pathogen present in a sample.We offer a complete portfolio of qPCR instruments,as well as specialty enzymes for amplifying difficult sample types.In addition to qPCR enzymes,we offer a wide range of molecular biology reagents including tools for cloning and mutagenesis applications

132、.9Advanced Manufacturing Partnerships Our advanced manufacturing partnerships business is a contract manufacturing and development services business with equipment and expertise focused on mid to large scale production of synthesized oligonucleotide APIs under pharmaceutical GMP conditions for a cla

133、ss of drugs that utilize oligonucleotide molecules for disease therapy.These drugs have advanced from single strand DNA molecules to complex,highly modified molecules including antisense,aptamers,double-stranded RNA,and guide RNA.These advancements in the technology have greatly improved the efficac

134、y of delivery and stability of the oligos in-vivo.Our nucleic acid solutions business offers industry leading experience to efficiently advance our customers oligo drug candidates from clinical trials to commercial scale volumes with a common goal of patient health and safety.With the acquisition of

135、 BIOVECTRA,we will offer our pharmaceutical customers even more specialized manufacturing capabilities for targeted therapeutics,from sterile-fill finish to a single source for gene editing solutions.Automated Electrophoresis and MicrofluidicsAutomated electrophoresis is a separation technique for b

136、iomolecules such as proteins,peptides and nucleic acids(RNA and DNA)and is used to determine the identity of a molecule by either size or charge.It is widely used as a QC tool to check sample integrity prior to subsequent analysis.Prominent examples are nucleic acid preparation products in front of

137、polymerase chain reaction,NGS and microarrays.More recently,quality control based on automated electrophoresis products has become essential throughout in-vitro transcription(IVT)mRNA workflows,including vaccine development and therapeutics.Diagnostics and Genomics CustomersWe had approximately 14,0

138、00 customers for our diagnostics and genomics business in fiscal year 2024.Diagnostics and Genomics Sales,Marketing and SupportThe diagnostics and genomics channels focus on the therapeutics and human disease research customer base(pharma,biopharma,CRO,CMO and generics),clinical customer base(pathol

139、ogy labs and high complexity clinical testing labs)and on emerging life sciences opportunities in life science research institutes.We deploy a multi-channel approach,marketing products to our customers through direct sales,electronic commerce,resellers,manufacturers representatives and distributors.

140、We primarily use direct sales to market our solutions to our pharmaceutical,biopharmaceutical and clinical accounts.Sales agents supplement direct sales by providing broader geographic coverage and coverage of smaller accounts.Our active reseller program augments our ability to provide more complete

141、 solutions to our customers.We sell our consumable products through distributors,telesales,electronic commerce and direct sales.We utilize telesales for more mature product lines,as well as for reorders of reagent products.Diagnostics and Genomics ManufacturingOur manufacturing supports our diverse

142、product range and customer-centric focus.We assemble highly configurable products to individual customer orders and make standard products to stock.We employ advanced manufacturing techniques and supply chain management systems to reduce costs and manufacturing cycle times.We selectively use third p

143、arties to provide some supply chain processes for manufacturing,warehousing and logistics.In the U.S.,we have manufacturing facilities in California,Colorado,Iowa,Massachusetts,Texas and Vermont.Outside of the U.S.,we have manufacturing facilities in Canada,China,Denmark,Germany,Malaysia and Singapo

144、re.Our FDA registered sites include California,Colorado,Texas,Vermont and Denmark.Diagnostics and Genomics CompetitionThe markets for diagnostics and genomics analytical products in which we compete are characterized by evolving industry standards and intense competition.Our principal competitors in

145、 the diagnostics and genomics arena include:Abbott Laboratories,Affymetrix,Inc.,a division of Thermo Fisher Scientific Inc.,Avecia,a division of Nitto Denko,Illumina,Inc.,Leica Biosystems,Inc.,a division of Danaher Corporation,Revvity,Inc.,Roche Ventana Medical Systems,Inc.,a member of the Roche Gro

146、up,Sartorius and Twist Bioscience Corporation.We compete on the basis of product performance,reliability,support quality,applications expertise,whole solution offering,global channel coverage and price.10Diagnostics and Genomics Government RegulationSome of the products the diagnostics and genomics

147、business sells are subject to regulatory approval by the FDA and other regulatory bodies throughout the world.These regulations govern a wide variety of product related activities,from quality management,design and development to labeling,manufacturing,promotion,sales and distribution.We continually

148、 invest in our manufacturing infrastructure to gain and maintain certifications necessary for the level of clearance.Agilent CrossLab Business The Agilent CrossLab business spans the entire lab with its extensive services portfolio,which is designed to improve customer outcomes and represents a broa

149、d range of offerings designed to serve customer needs across end-markets regardless of instrument manufacturer.The services portfolio includes repairs,parts,maintenance,installations,training,compliance support,software as a service,asset management,consulting and various other custom services to su

150、pport the customers laboratory operations.Custom services are tailored to meet the specific application needs of various industries and to keep instruments fully operational and compliant with the respective industry requirements.Our Agilent CrossLab business employed approximately 5,400 people as o

151、f October 31,2024.Agilent CrossLab MarketsThe Pharmaceutical,Biopharmaceutical,CRO,CDMO&CMO Market.Our services support customers in this market consisting of“for-profit”companies which participate across the pharmaceutical value chain in the areas of therapeutic research,discovery and development,c

152、linical trials,manufacturing and quality assurance and quality control.One sub-segment of this market is core and emerging pharmaceutical companies(pharma).A second sub-segment includes biopharmaceutical companies(biopharma),contract research organizations(CROs),contract development and manufacturin

153、g organizations(CDMOs)and contract manufacturing organizations(CMOs).Biopharma companies and,to a somewhat lesser extent,CROs,CDMOs and CMOs typically participate in specific points in the pharmaceutical industry value chain.Additionally,due to the relatively low drug efficacy within oncology,pharma

154、 companies are partnering with diagnostic companies to bring validated tests to the market with their new drugs.The Academic and Government Market.Our services support customers in this market that consist primarily of“not-for-profit”organizations and include academic institutions,large government i

155、nstitutes and privately funded organizations.The academic and government market plays an influential role in technology adoption and therapeutic developments for pharmaceutical and molecular diagnostics companies.After decades of investment in basic biomedical research by government funding bodies,t

156、he focus has widened to include translational research-multidisciplinary scientific efforts directed at accelerating therapy development.The Chemicals&Advanced Materials Market.Our services,software and technical support are used throughout the chemicals sector in the development,manufacturing,and q

157、uality control of commodity chemicals,specialty and agrochemicals,and fine chemicals.Chemical market customers use our services,software and technical support to maintain,optimize,and enable higher productivity and profitability for labs,and support quality control and compliance with environmental

158、and safety regulations.Additionally,our services,software and technical support are used to support the testing for safety,quality,and compliance across the value chains of advanced materials including semiconductors,batteries,and specially engineered polymers and polymeric materials.The natural gas

159、 and petroleum exploration and refining markets use our services,software and technical support to support quality control,environmental safety reviews,analysis of crude oil composition,and improve their refining processes and quality of products.The Environmental&Forensics Market.Our services suppo

160、rt the environmental industry customers that perform laboratory and field analysis of chemical pollutants in air,water,soil and solid waste.Environmental industry customers include all levels of government,the industrial and manufacturing sectors,engineering and consulting companies,commercial testi

161、ng laboratories and colleges and universities.Our services also support drug testing and forensics laboratories that are involved with analyzing evidence associated with crime,screening athletes for performance enhancing drugs,analyzing samples for recreational drugs,or detecting and identifying bio

162、logical and chemical warfare agents.Customers include local,state,federal,and international law enforcement agencies and commercial testing laboratories.The Food Market.Our services support the food production chain,including incoming inspection,new product development,quality control and assurance,

163、and packaging.Our services also support the food safety market in their work to analyze food for concerns ranging from pathogen contamination and genetic modification to species verification and others.11The Diagnostics and Clinical Market.Our services support clinical diagnostic customers in pathol

164、ogy labs throughout the world.Agilent CrossLab Services and ApplicationsServices and SupportWe offer a wide range of startup,operational,educational and compliance support services for our measurement and data handling systems.Our support services include maintenance,troubleshooting,repair and train

165、ing for all of our chemical and bioanalytical instrumentation hardware and software products.With advances in digital and virtual support technologies,many of those services can be offered remotely.Special service bundles have also been designed to meet the specific application needs of various indu

166、stries.As customers continue to outsource laboratory operations and consolidate suppliers,our enterprise services consist of a broad portfolio of integrated laboratory management services including instrument services,lab supply management,asset management,procurement,informatics and scientific serv

167、ices.Advancements in our offering of software and service solutions will help our customers more efficiently operate a digitally connected smart lab that can derive value out of data analytics,artificial intelligence and robotics.Agilent CrossLab CustomersWe had approximately 50,000 Agilent CrossLab

168、 customers in fiscal year 2024.A significant number of our Agilent CrossLab customers are also customers of our life sciences and applied markets business.The service business is mostly recurring in nature and is less susceptible to market seasonality and industry cycles in comparison to our instrum

169、ent businesses.The vendor neutral portion of the portfolio allows the business to perform relatively independent from our instrument business.Agilent CrossLab Sales,Marketing and SupportWe deploy a multi-channel approach,marketing services to our customers through direct sales,electronic commerce,re

170、sellers,manufacturers representatives and distributors.We primarily use direct sales to market our solutions to our large accounts.Sales agents supplement direct sales by providing broader geographic coverage and coverage of smaller accounts.Our active reseller program augments our ability to provid

171、e more complete solutions to our customers.Some of our service contract sales are processed by our digital commerce infrastructure.All channels are supported by technical product and application specialists to meet our customers specific requirements.We deliver our support services to customers in a

172、 variety of ways,including on-site assistance with repair or exchange of returned products,as well as a growing number of remote service delivery options.In addition to the traditional telephone support and on-site service,our teams remotely engage customers through various digital tools and omni-ch

173、annel platforms.We also offer special industry-focused service bundles that are designed to meet the specific needs of pharmaceutical and biopharmaceutical,advanced materials,environmental and hydrocarbon processing customers to keep instruments fully operational and compliant with the respective in

174、dustry requirements.Our products typically come with standard warranties,and extended warranties are available for additional cost.Agilent CrossLab ManufacturingOur direct service delivery organization is regionally based and operating in 28 countries.Agilent CrossLab CompetitionOur principal compet

175、itors in the services arena include many of our competitors from the instrument business such as:Danaher Corporation,PerkinElmer Inc.,Shimadzu Corporation,Thermo Fisher Scientific Inc.and Waters Corporation,as well as numerous niche service providers.We compete on the basis of reliability,support qu

176、ality,applications expertise,global channel coverage and price.12Global Infrastructure OrganizationWe provide support to our businesses through our global infrastructure organization.This support includes services in the areas of finance,tax,treasury,legal,real estate,insurance services,workplace se

177、rvices,human resources,information technology services,quality and regulatory services,corporate development and other corporate infrastructure expenses.Generally,these organizations are managed from Santa Clara,California,with operations and services provided worldwide.As of October 31,2024,our glo

178、bal infrastructure organization employed approximately 1,900 people worldwide.Agilent Order Fulfillment OrganizationsOur order fulfillment and supply chain organization(“OFS”)focuses on order fulfillment and supply chain operations in our businesses.OFS provides resources for manufacturing,engineeri

179、ng,logistics,and strategic sourcing to our respective businesses.In general,OFS employees are dedicated to specific businesses and the associated costs are directly allocated to those businesses.The following discussions of Research and Development,Backlog,Intellectual Property,Materials,Environment

180、al,Regulatory Affairs and Human Capital Management include information common to each of our businesses.Research and DevelopmentWe anticipate that we will continue to have significant research and development expenditures in order to maintain our competitive position with a continuing flow of innova

181、tive,high-quality products and services.Our research and development efforts focus on potential new products and product improvements covering a wide variety of technologies,none of which is individually significant to our operations.Our research seeks to improve on various technical competencies in

182、 software,systems and solutions.In each of these research fields,we conduct research that is focused on specific product development for release in the short-term as well as other research that is intended to be the foundation for future products over a longer time-horizon.Most of our product develo

183、pment research is designed to improve products already in production,focus on major new product releases,and develop new product segments for the future.We remain committed to invest significantly in research and development and have focused our development efforts on key strategic opportunities to

184、align our business with available markets and position ourselves to capture market share.BacklogWe believe that backlog is not a meaningful indicator of future business prospects for our business segments since a significant portion of our revenue for a given quarter is derived from the current quar

185、ters orders.Therefore,we believe that backlog information is not material to an understanding of our business.Intellectual Property We generate patent and other intellectual property rights covering significant inventions and other innovations in order to create a competitive advantage.While we beli

186、eve that our licenses,patents and other intellectual property rights have value,in general no single license,patent or other intellectual property right is in itself material.In addition,our intellectual property rights may be challenged,invalidated or circumvented or may otherwise not provide signi

187、ficant competitive advantage.Materials Our life sciences and applied markets,diagnostics and genomics and Agilent CrossLab businesses all purchase materials from thousands of suppliers on a global basis.Some of the parts that require custom design work are not readily available from alternate suppli

188、ers due to their unique design or the length of time necessary for design work.Our long-term relationships with suppliers allow us to proactively manage technology road maps and product discontinuance plans and monitor their financial health.To address any potential disruption in our supply chain,we

189、 use a number of techniques,including qualifying multiple sources of supply and redesign of products for alternative components.In addition,while we generally attempt to keep our inventory at minimal levels,we do purchase incremental inventory as circumstances warrant to protect the supply chain.13E

190、nvironmentalOur research and development,manufacturing and distribution operations involve the use of hazardous substances and are regulated under international,federal,state and local laws governing health and safety and the environment.We apply strict standards for protection of the environment an

191、d occupational health and safety to sites inside and outside the U.S.,even if not subject to regulation imposed by foreign governments.We believe that our properties and operations at our facilities comply in all material respects with applicable environmental laws and occupational health and safety

192、 laws.We are also regulated under a number of international,federal,state,and local laws regarding recycling,product packaging and product content requirements.We believe we are substantially in compliance with such environmental,product content/disposal and recycling laws.We also maintain a compreh

193、ensive Environmental Site Liability insurance policy which may cover certain clean-up costs or legal claims related to environmental contamination.This policy covers specified active,inactive and divested locations.Climate change may impact our business by increasing operating costs due to impairmen

194、ts of our facilities and distribution systems,disruptions to our manufacturing processes and additional regulatory requirements.Although we address these potential risks in our business continuity planning,such events could make it difficult for us to deliver products and services to our customers a

195、nd cause us to incur substantial expense.In addition to monitoring and managing compliance with environmental regulations,we strive to advance our sustainability practices.In 2021,we announced our goal to achieve net-zero greenhouse gas emissions by 2050.In 2023,we announced near and long term green

196、house gas emission reduction targets which were validated by the Science Based Targets initiative(SBTi).We also aim to provide transparency on our approach to sustainability management through our annual ESG report.Regulatory AffairsA number of our products and services are subject to regulation by

197、the FDA,the U.S.Department of Health and Human Services,the Centers for Medicare and Medicaid Services and certain similar foreign regulatory agencies.These regulations govern a wide variety of product and service related activities,from quality management,design and development to manufacturing,lab

198、eling,promotion,sales and distribution.If we fail to comply with FDA regulations and other applicable regulatory requirements or are perceived to potentially have failed to comply,we may face,among other things,warning letters;adverse publicity;investigations or notices of non-compliance,fines,injun

199、ctions,and civil or criminal penalties;import or export restrictions;partial suspensions or total shutdown of production facilities or the imposition of operating restrictions;suspension or revocation of our license to operate;increased difficulty in obtaining required FDA clearances or approvals or

200、 foreign equivalents;seizures or recalls of our products or those of our customers;or the inability to sell our products.In Europe,the European Union has started to enforce new requirements,known as the EU In Vitro Diagnostic Regulation(“EU IVDR”),which imposes stricter requirements for the marketin

201、g and sale of in vitro diagnostics in the European Union.These regulations are more stringent in a variety of areas,including clinical evidence requirements,quality management systems and post-market surveillance activities.The EU IVDR requirements became effective starting in May 2022.We are subjec

202、t to laws and regulations governing government contracts,and failure to address these laws and regulations or comply with government contracts could harm our business by leading to a reduction in revenue associated with these customers.We have agreements relating to the sale of our products to gover

203、nment entities and,as a result,we are subject to various statutes and regulations that apply to companies doing business with the government.We are also subject to investigation for compliance with the regulations governing government contracts.A failure to comply with these regulations could result

204、 in suspension of these contracts,criminal,civil and administrative penalties or debarment.We are also subject to various significant international,federal,state and local regulations in the areas of health and safety,packaging,product content,employment,labor and immigration,import/export controls,

205、trade restrictions and anti-competition.Violations of these laws and regulations could result in fines and penalties,criminal sanctions,restrictions on our business conduct and on our ability to offer our products in one or more countries,and could also materially affect our brand,our ability to att

206、ract and retain employees,our international operations,our business and our operating results.In addition,as a global organization,we are subject to data privacy and security laws,regulations,and customer-imposed controls in numerous jurisdictions as a result of having access to and processing confi

207、dential,personal,sensitive and/or patient health data in the course of our business.Global privacy laws,including the EUs General Data Protection Regulation(GDPR”),Brazils Lei Geral de Protecao de Dados,Chinas Personal Information Protection Law and Data Security Law,and the California Consumer Priv

208、acy Act,apply to our activities involving the processing of personal data,both in relation to our product and service offerings and the management of our workforce.The global proliferation of privacy laws,with governmental authorities around the world passing or considering passing legislative and r

209、egulatory proposals concerning 14privacy and data protection,continues to result in new requirements regarding the handling of personal data,with many such laws imposing significant penalties for non-compliance(including possible fines of up to four percent of total company revenue under the GDPR).E

210、ach of these privacy,security and data protection laws and regulations could impose significant limitations and increase our cost of providing our products and services where we process end user personal data and could harm our results of operations and expose us to significant fines,penalties and o

211、ther damages.While we believe we are in compliance in all material respects with such laws and regulations,any noncompliance could result in substantial fines or otherwise restrict our ability to operate and thereby have an adverse effect on our financial condition.To date,none has had a material im

212、pact on our operations.Human Capital ManagementAs of October 31,2024,we employed approximately 17,900 persons,of whom approximately 7,000 were based in the Americas,4,400 in Europe and 6,500 in Asia Pacific.We also leverage temporary workers to provide flexibility for our business and manufacturing

213、needs.Mission.Our instruments,software,services,solutions and people provide trusted answers to customers most challenging questions.Whether we are working with our customers to keep food supplies safe,improve the quality of air,water and soil,or fight cancer with more precise diagnoses and targeted

214、 treatments,our employees share a passion and commitment to advancing the quality of life.We believe that our future success largely depends upon our continued ability to attract and retain highly skilled employees in order to fulfill that commitment.Engagement.We engage with our employees through c

215、onsultation,surveys,ad-hoc feedback and reviews.Our executive officers hold all-managers meetings on a quarterly basis to provide business updates and answer questions.We conduct an annual leadership survey that allows employees to provide feedback on leadership effectiveness,culture and job satisfa

216、ction.We have an open-door policy where employees are encouraged and empowered to bring issues to managements attention.Employees have regular performance reviews with immediate supervisors.Employee sessions are held regularly to share business and market updates and answer employee questions.Divers

217、ity and Inclusion.As a global company,much of our success is rooted in the diversity of our teams and our commitment to inclusion.We value diversity at all levels and continue to focus on extending our diversity and inclusion initiatives across our entire workforce,from providing managers transparen

218、cy of their workforce pay equity to working with managers to develop strategies for building diverse teams to promoting the advancement of leaders from different backgrounds.Agilent is committed to creating a diverse work environment and is proud to be an equal opportunity employer.We believe in an

219、inclusive workforce,where employees from a number of cultures and countries are engaged and encouraged to leverage their collective talents.As of October 31,2024,approximately 38 percent of our full-time employees were female.Approximately 50 percent of our board is comprised of directors representi

220、ng underrepresented groups as of the date of this report.We have launched a number of company-wide initiatives including employee-network groups aimed at promoting engagement of traditionally historically underrepresented groups of employees.Retention.We provide our employees with competitive salari

221、es and bonuses,opportunities for equity ownership,development programs that enable continued learning and growth and a robust employment package that promotes well-being across all aspects of their lives,including health care,retirement planning and paid time off.Our benefits are offered to eligible

222、 employees and comply with local legal requirements.We have a number of programs and policies designed to help employees in our diverse workforce manage their work and personal lives while meeting company objectives for business success,including flexible work arrangements,health and welfare benefit

223、s,employee and family assistance plans and parental leave.Development.As part of our promotion and retention efforts,we also invest in ongoing leadership development for current and rising managers.Training at Agilent takes several forms:face-to-face classroom experiences,on-the-job learning,virtual

224、 classroom events and self-paced e-learning.We are committed to providing an environment in which employees can expand their knowledge,develop new skills,and contribute their best work.Our culture of continuous development instills in our employees the behaviors that bring our values to life every d

225、ay.We encourage our people to stay up-to-date on current research and technology while enhancing their current skills and growing new skills to meet future needs;we also put special emphasis on training managers at all levels to effectively communicate,role model and reinforce our values and culture

226、.Health and Safety.The health and safety of our employees is a top priority for us.Our environmental,health and safety(EHS)management system provides a framework for assessing and managing risks relating to health and safety.We ensure managers and employees receive periodic workplace safety training

227、 and provide wellness programs that contribute to the productivity,health,and well-being of employees.In addition,our crisis management program includes a global tool that 15enables us to reach,locate and support employees in travel or in crisis areas.We regularly evaluate and review with senior man

228、agement the performance of our programs and processes.Community.Each year our employees throughout the world devote thousands of volunteer hours to community service activities.Our employees may take up to six days of paid time off each year for volunteer activities with charities and organizations.

229、We also support a giving program,which provides employees the opportunity to support a broad range of eligible non-profit organizations in their communities in the areas of health and human services,arts and culture,education and literacy,environment and conservation,and family and civic betterment.

230、Information about our Executive Officers The names of our current executive officers and their ages,titles and biographies appear below:Henrik Ancher-Jensen,59,has served as our Senior Vice President,Agilent and President,Order Fulfillment and Supply chain since September 2013.From September 2012 to

231、 September 2013,Mr.Ancher-Jensen served as our Vice President,Global Product Supply,Diagnostics and Genomics Group.From September 2010 to September 2012 he served as Corporate Vice President,Global Operations of Dako A/S,a Danish diagnostics company,and as Dakos Vice President,Supply Chain and Chief

232、 Information Officer from 2006 to September 2010.Prior to joining Dako,he spent more than 15 years in senior management roles and management consulting with Chr.Hansen,Deloitte Consulting and NVE.Bret DiMarco,56,has served as our Senior Vice President,Agilent and Chief Legal Officer and Secretary si

233、nce July 2024.Prior to joining Agilent,he served as the Chief Legal Officer at Pendo.io Incorporated,a privately held company,from September 2022 to June 2024.From June 2006 to July 2022,he held several positions at Coherent,Inc.,including Executive Vice President,General Counsel,Chief Legal Officer

234、 and Corporate Secretary until its acquisition by II-VI Incorporated after which he served as a Special Advisor to the President until September 2022.Since September 2004,Mr.DiMarco has been an Adjunct Associate Professor of Law at the University of California College of the Law,San Francisco.From O

235、ctober 2023 to present,Mr.DiMarco has been the Chair of the Nasdaq Exchange Nominating Committee and a member of the Nasdaq Exchange Review Council.Mr.DiMarco was previously a member and associate at Wilson Sonsini Goodrich&Rosati,P.C.,a multinational law firm.Rodney Gonsalves,59,has served as our V

236、ice President,Corporate Controllership and Chief Accounting Officer since May 2015.From September 2009 to May 2015,Mr.Gonsalves served as Vice President and operational CFO for various business groups within the company,most recently for the Life Sciences and Applied Markets Group.Prior to that,Mr.G

237、onsalves served in various capacities for Agilent,including as vice president of Investor Relations,controller,corporate governance and customer financing in Agilents Global Infrastructure Organization,and controller for the Photonics Systems Business Unit.Before joining Agilent,Mr.Gonsalves held a

238、variety of positions in finance with Hewlett-Packard Company.Jonah Kirkwood,44,has served as our Senior Vice President,Agilent and Chief Commercial Officer,Commercial Organization since November 2024.From June 2023 to October 2024,Mr.Kirkwood led Agilents Global Sales organization for Laboratory Sol

239、ution Sales as well as the Greater China Sales organization.Mr.Kirkwood led our Commercial Marketing and Operations teams from November 2021 to May 2023.Prior to that,he held various positions in Agilent.Mr.Kirkwood first joined Agilent in 2010 after Agilent acquired Varian.Simon May,53,has served a

240、s our Senior Vice President,Agilent and President,Diagnostics and Genomics Group since May 2024.Prior to joining Agilent,he served as Executive Vice President and President of the Life Science Group at Bio-Rad Laboratories(“Bio-Rad”)from January 2022 to May 2024.During his 10-year tenure at Bio-Rad,

241、Mr.May held various leadership roles including that of Senior Vice President,General Manager of the Digital Biology Group from January 2020 to December 2021 and as Senior Vice President of Global Commercial Operations from October 2015 to January 2020.Before joining Bio-Rad in 2014,Mr.May held posit

242、ions at Thermo Fisher Scientific for 10 years.Padraig McDonnell,53,has served as our President and Chief Executive Officer since May 2024.From February 2024 to May 2024,he served as Senior Vice President,Chief Operating Officer and CEO-elect.Mr McDonnell served as Chief Commercial Officer and Presid

243、ent,Agilent CrossLab Group from November 2021 to February 2024.From May 2020 to November 2021,he served as Senior Vice President,Agilent and President,Agilent CrossLab Group.From November 2016 to April 2020,he served as our Vice President and General Manager of the Chemistries and Supplies Division.

244、Prior to that,he served as our Vice President and General Manager of EMEAI Laboratory Solutions Sales.Mr.McDonnell has previously held a variety of positions with Agilent and Hewlett-Packard Company.16Robert W.McMahon,56,has served as our Senior Vice President,Agilent since August 2018 and as our Ch

245、ief Financial Officer since September 2018.He previously served as the Chief Financial Officer of Hologic,Inc.,a medical technology company from May 2014 to August 2018.Prior to Hologic,Mr.McMahon spent 20 years with Johnson&Johnson most recently as Worldwide Vice President of Finance and Business D

246、evelopment for Ortho Clinical Diagnostics a division of Johnson&Johnsons Medical Device and Diagnostics Group.Since July 2023,Mr.McMahon has served as a member of the Board of Directors of Orasure Technologies,Inc.Angelica A.Reimann,54,has served as our Senior Vice President,Agilent and President,Ag

247、ilent CrossLab Group since February 2024.From August 2021 to February 2024,she served as Vice President and General Manager of Agilent CrossLab Services Division.Ms.Riemann served as Vice President and General Manager of the Chemistries and Supplies Division from May 2020 to August 2021.From March 2

248、019 to May 2020,she was Vice president and General Manager of the Chemistries Division.Prior to March 2019,she held leadership roles in the Chemistries Division,Mass Spectrometry Division and the Americas Field Organization sales organization.Mike Zhang,49,has served as our Senior Vice President,Agi

249、lent and President,Applied Markets Group since November 2024.From August to November 2024,he served as Vice President and General Manager of the Gas Phase Division within the former Life Sciences and Applied Markets Group.Prior to that,Mr.Zhang was Vice President and General Manager for the Gas Phas

250、e Separations Division from January 2020 to August 2024.He previously held various leadership roles in manufacturing over the span of his 22 years at Agilent.He was a manufacturing engineer at Agilents Shanghai site from March 2002 to December 2019.He also held various leadership roles in Agilents O

251、rder Fulfillment and Supply Chain organization and was named global manufacturing manager for GC operations and general manager of Agilents Shanghai site in April 2016.Investor InformationWe are subject to the informational requirements of the Securities Exchange Act of 1934(“Exchange Act”).Therefor

252、e,we file periodic reports,proxy statements and other information with the Securities and Exchange Commission(“SEC”).The SEC maintains an Internet site(https:/www.sec.gov)that contains reports,proxy and information statements and other information regarding issuers that file electronically.Our finan

253、cial and other information can be accessed at our Investor Relations website.The address is .We make available,free of charge on our website,electronic copies of our annual report on Form 10-K,quarterly reports on Form 10-Q,current reports on Form 8-K and amendments to those reports filed or furnish

254、ed pursuant to Section 13(a)or 15(d)of the Exchange Act as soon as reasonably practicable after filing such material electronically or otherwise furnishing it to the SEC.Our Amended and Restated Bylaws,Corporate Governance Standards,the charters of our Audit and Finance Committee,our Compensation Co

255、mmittee,our Executive Committee and our Nominating/Corporate Governance Committee,as well as our Standards of Business Conduct(including code of ethics provisions that apply to our principal executive officer,principal financial officer,principal accounting officer and senior financial officers)are

256、available on our website at under“Governance”.Item 1A.Risk FactorsBusiness and Strategic RisksGeneral economic conditions may adversely affect our operating results and financial condition.Our business is sensitive to negative changes in general economic conditions,both inside and outside the United

257、 States.Slower global economic growth,increasing interest rates,inflationary pressures,instability and uncertainty in the markets in which we operate may adversely impact our business resulting in:reduced demand and longer sales cycle for our products,delays in the shipment of orders,or increases in

258、 order cancellations;increased risk of excess and obsolete inventories;increased price pressure for our products and services;andgreater risk of impairment to the value,and a detriment to the liquidity,of our investment portfolio.17Our operating results and financial condition could be harmed if the

259、 markets into which we sell our products decline or do not grow as anticipated.Visibility into our markets is limited.Our quarterly sales and operating results are highly dependent on the volume and timing of orders received during the fiscal quarter,which are difficult to forecast and may be cancel

260、led by our customers.In addition,our revenue and earnings forecasts for future fiscal quarters are often based on the expected seasonality of our markets.However,the markets we serve do not always experience the seasonality that we expect as customer spending policies and budget allocations,particul

261、arly for capital items,may change.Any decline in our customers markets or in general economic conditions has in the past and may in the future result in a reduction in demand for our products and services.Also,if our customers markets decline,we may not be able to collect on outstanding amounts due

262、to us.Such declines could harm our consolidated financial position,results of operations,cash flows and stock price,and could limit our profitability.Also,in such an environment,pricing pressures could intensify.Since a significant portion of our operating expenses is relatively fixed in nature due

263、to sales,research and development and manufacturing costs,if we were unable to respond quickly enough,these pricing pressures could further reduce our operating margins.If we do not introduce successful new products and services in a timely manner to address increased competition through frequent ne

264、w product and service introductions,rapid technological changes and changing industry standards,our products and services may become obsolete,and our operating results may suffer.We generally sell our products in industries that are characterized by increased competition through frequent new product

265、 and service introductions,rapid technological changes and changing industry standards.Without the timely introduction of new products,services and enhancements,our products and services may become technologically obsolete over time,in which case our revenue and operating results could suffer.The su

266、ccess of our new products and services will depend on several factors,including our ability to:properly identify customer needs and predict future needs;innovate and develop new technologies,services and applications;appropriately allocate our research and development spending to products and servic

267、es with higher growth prospects;successfully commercialize new technologies in a timely manner;manufacture and deliver new products in sufficient volumes and on time;differentiate our offerings from our competitors offerings;price our products competitively;anticipate our competitors development of

268、new products,services or technological innovations;andcontrol product quality in our manufacturing process.In addition,if we fail to accurately predict future customer needs and preferences or fail to produce viable technologies,we may invest in research and development of products and services that

269、 do not lead to significant revenue,which would adversely affect our profitability.Even if we successfully innovate and develop new and enhanced products and services,we may incur substantial costs in doing so,and our operating results may suffer.In addition,promising new products may fail to reach

270、the market or realize only limited commercial success because of real or perceived concerns of our customers.Furthermore,as we collaborate with pharmaceutical customers to develop drugs such as companion diagnostics assays or provide drug components like active pharmaceutical ingredients,we face ris

271、ks that those drug programs may be cancelled upon clinical trial failures.18Economic,political,foreign currency and other risks associated with international sales and operations could adversely affect our results of operations.Because we sell our products worldwide,our business is subject to risks

272、associated with doing business internationally.We anticipate that revenue from international operations will continue to represent a majority of our total revenue.International revenue and costs are subject to the risk that fluctuations in foreign currency exchange rates could adversely affect our f

273、inancial results when translated into U.S.dollars for financial reporting purposes.Overall,foreign currency movements for the year ended October 31,2024,had no overall impact on revenue growth when compared to the same period last year.Typically,when movements in foreign currency exchange rates have

274、 a negative impact on revenue,they will also have a positive impact by reducing our costs and expenses.In addition,many of our employees,contract manufacturers,suppliers,job functions,outsourcing activities and manufacturing facilities are located outside the United States.Accordingly,our future res

275、ults could be harmed by a variety of factors,including:interruption to transportation flows for delivery of parts to us and finished goods to our customers;ongoing instability or changes in a specific countrys or regions political,economic or other conditions,including inflation,recession,interest r

276、ate fluctuations and actual or anticipated military or political conflicts,including uncertainties and instability in economic and market conditions caused by pandemics like COVID-19,the current conflicts in Ukraine/Russia and the Middle East,and political and trade uncertainties in the greater Chin

277、a region;changes in diplomatic and trade relationships,as well as new tariffs,trade protection measures,import or export licensing requirements,new or different customs duties,trade embargoes and sanctions and other trade barriers;tariffs imposed by the U.S.on goods from other countries and tariffs

278、imposed by other countries on U.S.goods,including the tariffs enacted by the U.S.government on various imports from China and by the Chinese government on certain U.S.goods;negative consequences from changes in or differing interpretations of laws and regulations,including those related to tax and i

279、mport/export;difficulty in staffing and managing widespread operations;differing labor regulations;differing protection of intellectual property;unexpected changes in regulatory requirements;geopolitical uncertainty or turmoil,terrorism and war;andimpact of public health crises,including pandemics a

280、nd epidemics,such as COVID-19,on the global economy.We sell our products into many countries and we also source many components and materials for our products from and manufacture our products in various countries.Future tariffs and tariffs already implemented could have negative impact on our busin

281、ess,results of operations and financial condition.It may be time-consuming and expensive for us to alter our business operations in order to adapt to any such change.Further,additional tariffs,the scope and duration of which,if implemented,remains uncertain,which have been proposed or threatened and

282、 the potential escalation of a trade war and retaliatory measures could have a material adverse effect on our business,results of operations and financial condition.Most of our accounting and tax processes including general accounting,cost accounting,accounts payable,accounts receivable and tax func

283、tions are centralized at locations in India and Malaysia.If economical,political,health or other conditions change in those countries,it may adversely affect operations,including impairing our ability to pay our suppliers and collect our receivables.Our results of operations,as well as our liquidity

284、,may be adversely affected and possible delays may occur in reporting financial results.In addition,a significant amount of certain types of expenses,such as payroll,utilities,tax,and marketing expenses,are paid in local currencies.Our hedging programs reduce,but do not always entirely eliminate,wit

285、hin any given twelve-month period,the impact of currency exchange rate movements,and therefore fluctuations in exchange rates,including those caused by currency controls,could impact our business,operating results and financial condition by resulting in lower revenue or increased expenses.For expens

286、es beyond that twelve-month period,our hedging strategy does not mitigate our exposure.In addition,our currency hedging programs involve third-party financial institutions as counterparties.The weakening or failure of financial institution counterparties may adversely affect our hedging programs and

287、 our financial condition through,among other things,a reduction in available counterparties,increasingly unfavorable terms,and the failure of the counterparties to perform under hedging contracts.19Demand for some of our products and services depends on the capital spending policies of our customers

288、,research and development budgets and on government funding policies.Our customers include pharmaceutical companies,laboratories,universities,healthcare providers,government agencies and public and private research institutions.Many factors,including public policy spending priorities,available resou

289、rces,mergers and consolidations,institutional and governmental budgetary policies and spending priorities,and product and economic cycles,have a significant effect on the capital spending policies of these entities.Fluctuations in the research and development budgets at these organizations could hav

290、e a significant effect on the demand for our products and services.Research and development budgets fluctuate due to changes in available resources,consolidation,spending priorities,general economic conditions,medical reimbursement policies and institutional and governmental budgetary policies.The t

291、iming and amount of revenue from customers that rely on government or research funding may vary significantly due to factors that can be difficult to forecast,including changes in spending authorizations and budgetary priorities for our products and services.If demand for our products and services i

292、s adversely affected,our revenue and operating results would suffer.Failure to adjust our purchases due to changing market conditions or failure to accurately estimate our customers demand could adversely affect our income.Our income could be harmed if we are unable to adjust our purchases to reflec

293、t market fluctuations,including those caused by the seasonal nature of the markets in which we operate.The sales of our products and services are dependent,to a large degree,on customers whose industries are subject to seasonal trends in the demand for their products.During a market upturn,we may no

294、t be able to purchase sufficient supplies or components to meet increasing product demand,which could materially affect our results.In the past,we have experienced a shortage of parts for some of our products.In addition,some of the parts that require custom design are not readily available from alt

295、ernate suppliers due to their unique design or the length of time necessary for design work.Should a supplier cease manufacturing such a component,we would be forced to reengineer our product.In addition to discontinuing parts,suppliers may also extend lead times,limit supplies or increase prices du

296、e to capacity constraints or other factors.In order to secure components for the production of products,we may enter into non-cancelable purchase commitments with vendors,or at times make advance payments to suppliers,which could impact our ability to adjust our inventory to declining market demands

297、.If demand for our products is less than we expect,we may experience additional excess and obsolete inventories and be forced to incur additional expenses.Our business will suffer if we are not able to retain and hire key personnel.Our future success depends partly on the continued service of our ke

298、y research,engineering,sales,marketing,manufacturing,executive and administrative personnel.If we fail to retain and hire a sufficient number of these personnel,we will not be able to maintain or expand our business.We believe our pay levels are very competitive within the regions that we operate.Ho

299、wever,there is intense competition for certain highly technical specialties in geographic areas where we continue to recruit,and it may become more difficult to hire and retain our key employees.Our strategic initiatives to adjust our cost structure could have long-term adverse effects on our busine

300、ss,and we may not realize the operational or financial benefits from such actions.We have implemented multiple strategic initiatives across our businesses to adjust our cost structure,and we may engage in similar activities in the future.These strategic initiatives and our regular ongoing cost reduc

301、tion activities may distract management,could slow improvements in our products and services and limit our ability to increase production quickly if demand for our products increases.In addition,delays in implementing our strategic initiatives,unexpected costs or failure to meet targeted improvement

302、s may diminish the operational and financial benefits we realize from such actions.Any of the above circumstances could have an adverse effect on our business and operating results and financial condition.Our acquisitions,strategic investments and alliances,joint ventures,exiting of businesses and d

303、ivestitures may result in financial results that are different than expected.In the normal course of business,we frequently engage in discussions with third parties relating to possible acquisitions,strategic investments and alliances,joint ventures and divestitures,and generally expect to complete

304、several transactions per year.In addition,we may decide to exit a particular business within our product portfolio.As a result of such transactions,our financial results may differ from our own or the investment communitys expectations in a given fiscal quarter or over the long term.We may have diff

305、iculty developing,manufacturing and marketing the products of a newly acquired company in a way that enhances the performance of our combined businesses or product lines.Acquired businesses may also expose us to new risks and new markets,and we may have difficulty addressing these risks in a cost ef

306、fective and timely manner.Transactions such as acquisitions have resulted,and may in the future result in,unexpected significant costs and expenses.In the future,we 20may be required to record charges to earnings during the period if we determine there is an impairment of goodwill or intangible asse

307、ts,up to the full amount of the value of the assets,or,in the case of strategic investments and alliances,consolidate results,including losses,of third parties or write down investment values or loans and convertible notes related to the strategic investment.Integrating the operations of acquired bu

308、sinesses within Agilent could be a difficult,costly and time-consuming process that involves a number of risks.Acquisitions and strategic investments and alliances may require us to integrate and collaborate with a different company culture,management team,business model,business infrastructure and

309、sales and distribution methodology and assimilate and retain geographically dispersed,decentralized operations and personnel.Depending on the size and complexity of an acquisition,our successful integration of the entity depends on a variety of factors,including introducing new products and meeting

310、revenue targets as expected,the retention of key employees and key customers,increased exposure to certain governmental regulations and compliance requirements and increased costs and use of resources.Further,the integration of acquired businesses is likely to result in our systems and internal cont

311、rols becoming increasingly complex and more difficult to manage.Any difficulties in the assimilation of acquired businesses into our control system could harm our operating results or cause us to fail to meet our financial reporting obligations.Even if we are able to successfully integrate acquired

312、businesses within Agilent,we may not be able to realize the revenue and other synergies and growth that we anticipated from the acquisition in the time frame that we expected,and the costs of achieving these benefits may be higher than what we expected.As a result,the acquisition and integration of

313、acquired businesses may not contribute to our earnings as expected,we may not achieve our operating margin targets when expected,or at all,and we may not achieve the other anticipated strategic and financial benefits of such transactions.A successful divestiture depends on various factors,including

314、our ability to effectively transfer liabilities,contracts,facilities and employees to the purchaser,identify and separate the intellectual property to be divested from the intellectual property that we wish to keep and reduce fixed costs previously associated with the divested assets or business.In

315、addition,if customers of the divested business do not receive the same level of service from the new owners,this may adversely affect our other businesses to the extent that these customers also purchase other Agilent products.In exiting a business,we may still retain liabilities associated with the

316、 support and warranty of those businesses and other indemnification obligations.All of these efforts require varying levels of management resources,which may divert our attention from other business operations.If we do not realize the expected benefits or synergies of such transactions,our consolida

317、ted financial position,results of operations,cash flows and stock price could be negatively impacted.The impact of consolidation and acquisitions of competitors is difficult to predict and may harm our business.The life sciences industry is intensely competitive and has been subject to increasing co

318、nsolidation.Consolidation in our industries could result in existing competitors increasing their market share through business combinations and result in stronger competitors,which could adversely affect our business,financial condition and results of operations.We may not be able to compete succes

319、sfully in increasingly consolidated industries and cannot predict with certainty how industry consolidation will affect our competitors or us.Public health crises such as the COVID-19 pandemic may adversely impact,and pose risks to,certain elements of our business,results of operations and financial

320、 condition,the nature and extent of which are highly uncertain and unpredictable.Our global operations expose us to risks associated with public health crises,including epidemics and pandemics such as COVID-19.Public health crises,and any related remediation measures such as quarantine,curfew and ot

321、her travel and activity restrictions,may impact our operations and sales and delivery of products and services.Our supply chain has in the past and may in the future be impacted,and we could experience disruptions or delays in shipments of certain materials or components of our products.We may be un

322、able to accurately predict the full extent and duration of the impact of a public health crisis on our business and operations due to numerous uncertainties,including the duration and severity of the crisis,the efficacy and distribution of vaccines,containment measures and additional waves of infect

323、ion.21Regulatory,Legal and Compliance RisksIf we fail to maintain an effective system of internal controls,we may not be able to accurately report our financial results,which could lead to a loss of investor confidence in our financial statements and have an adverse effect on our stock price.Effecti

324、ve internal controls are necessary for us to provide reliable and accurate financial statements and to effectively prevent fraud.We devote significant resources and time to comply with the internal control over financial reporting requirements of the Sarbanes Oxley Act of 2002 and continue to enhanc

325、e our controls.However,we cannot be certain that we will be able to prevent future significant deficiencies or material weaknesses.Inadequate internal controls could cause investors to lose confidence in our reported financial information,which could have a negative effect on investor confidence in

326、our financial statements,the trading price of our stock and our access to capital.Our customers and we are subject to various governmental regulations.Compliance with or changes in such regulations may cause us to incur significant expenses,and if we fail to maintain satisfactory compliance with cer

327、tain regulations,we may be forced to recall products and cease their manufacture and distribution,and we could be subject to civil or criminal penalties.Our customers and we are subject to various significant international,federal,state and local regulations,including but not limited to regulations

328、in the areas of health and safety,packaging,product content,employment,labor and immigration,import/export controls,trade restrictions and anti-competition.In addition,as a global organization,we are subject to data privacy and security laws,regulations,and customer-imposed controls in numerous juri

329、sdictions as a result of having access to and processing confidential,personal,sensitive and/or patient health data in the course of our business.Global privacy laws,including the EUs General Data Protection Regulation(GDPR”),Brazils Lei Geral de Protecao de Dados,the California Consumer Privacy Act

330、 and Chinas Personal Information Protection Law and Data Security Law,apply to our activities involving the processing of personal data,both in relation to our product and service offerings and the management of our workforce.The global proliferation of privacy laws,with governmental authorities aro

331、und the world passing or considering passing legislative and regulatory proposals concerning privacy and data protection,continues to result in new requirements regarding the handling of personal data and when personal data may be transferred outside the country where it was collected.Many such laws

332、 impose significant penalties for non-compliance(including possible fines of up to four percent of total company revenue under the GDPR or orders to stop processing personal data in a particular jurisdiction).Each of these privacy,security and data protection laws and regulations could impose signif

333、icant limitations and increase our cost of providing our products and services where we process personal data and could harm our results of operations and expose us to significant fines,penalties and other damages.We must also comply with complex foreign and U.S.laws and regulations,such as the U.S.Foreign Corrupt Practices Act,the U.K.Bribery Act,and other local laws prohibiting corrupt payments