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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): January 5, 2022
 
AGILENT TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
 
Delaware001-1540577-0518772
(State or other jurisdiction(Commission(IRS Employer
of incorporation)File Number)Identification No.)
 
5301 Stevens Creek Boulevard, Santa Clara, CA 95051
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code (800) 227-9770
 
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
TITLE OF EACH CLASSTRADING SYMBOL(S)NAME OF EACH EXCHANGE ON WHICH REGISTERED
COMMON STOCK, $0.01 PAR VALUEANew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ 


If an emerging growth company, indicate by check mark if the registrant has elected not 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. ☐ 




Item 7.01     Regulation FD Disclosure.
 
In the first quarter of fiscal year 2022, we announced a change in organizational structure designed to enable our growth strategies and strengthen our focus on customers. Our chemistries and supplies business and our remarketed instruments business will move from our Agilent CrossLab business segment to our life sciences and applied markets business segment. Service revenue and cost of sales related to the acquisition of BioTek will move from our life sciences and applied markets business segment to our Agilent CrossLab business segment. Following this reorganization, we will continue to have three business segments (life sciences and applied markets, diagnostics and genomics and Agilent CrossLab), each of which will continue to comprise a reportable segment.

We are furnishing this Current Report on Form 8-K to present selected segment information that reflect changes in our reportable segments related to the changes in our organizational structure. Beginning with the quarter ending January 31, 2022, our financial statements will reflect the new reporting structure with prior periods adjusted accordingly.

The information contained in this report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18. Furthermore, the information contained in this report shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

Item 9.01.              Financial Statements and Exhibits.
 
(d) Exhibits
 
The following is furnished as an exhibit to this report and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended:
 
Exhibit No. Description
 Selected segment information for the fiscal quarters ended January 31, 2019, 2020 and 2021, April 30, 2019, 2020 and 2021, July 31, 2019, 2020 and 2021 and October 31, 2019, 2020 and 2021 and fiscal years ended October 31, 2019, 2020 and 2021.
104 Cover page interactive data file (embedded within the Inline XBRL document)


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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 AGILENT TECHNOLOGIES, INC.
  
  
 By:/s/ P. Diana Chiu
 Name:P. Diana Chiu
 Title:Vice President, Assistant General Counsel
and Assistant Secretary
  
  
  
Date: January 5, 2022 






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AGILENT TECHNOLOGIES, INC.
LIFE SCIENCES AND APPLIED MARKETS SEGMENT
(Unaudited)
All periods below were revised to reflect the movement of the chemistries and supplies business and remarketed instruments business from our Agilent CrossLab business segment to our Life Sciences and Applied Markets business segment and the movement of service revenue and cost of sales related to the acquisition of BioTek from our Life Sciences and Applied Markets business segment to our Agilent CrossLab business segment.
(In millions, except margins data)FY21
Q1Q2Q3Q4Total
Revenue$923 $881 $897 $962 $3,663 
Gross margin %60.3 %59.9 %60.4 %59.9 %60.2 %
Research and development expenses$65 $69 $67 $71 $272 
Selling, general and administrative expenses$227 $233 $225 $230 $915 
Income from operations$265 $226 $250 $276 $1,017 
Operating margin %28.6 %25.7 %27.9 %28.7 %27.8 %
FY20
Q1Q2Q3Q4Total
Revenue$816 $701 $733 $865 $3,115 
Gross margin %60.4 %59.0 %59.7 %59.2 %59.6 %
Research and development expenses$62 $59 $59 $64 $244 
Selling, general and administrative expenses$215 $196 $192 $217 $820 
Income from operations$215 $159 $187 $231 $792 
Operating margin %26.4 %22.7 %25.5 %26.7 %25.4 %
FY19
Q1Q2Q3Q4Total
Revenue$785 $710 $729 $803 $3,027 
Gross margin %61.5 %60.3 %60.5 %60.6 %60.7 %
Research and development expenses$63 $60 $60 $61 $244 
Selling, general and administrative expenses$206 $203 $203 $208 $820 
Income from operations$214 $165 $178 $218 $775 
Operating margin %27.3 %23.2 %24.5 %27.2 %25.6 %

Income from operations reflect the results of our reportable segments under Agilent's management reporting system which are not necessarily in conformity with GAAP financial measures. Income from operations of our reporting segments exclude, among other things, charges related to asset impairments, amortization of intangibles, transformational initiatives, acquisition and integration costs, change in fair value of contingent consideration, business exit and divestiture costs and special compliance costs.

Readers are reminded that non-GAAP numbers are merely a supplement to, and not a replacement for, GAAP financial measures. They should be read in conjunction with the GAAP financial measures. It should be noted as well that our non-GAAP information may be different from the non-GAAP information provided by other companies.




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AGILENT TECHNOLOGIES, INC.
DIAGNOSTICS AND GENOMICS SEGMENT
(Unaudited)
No change. Included to show our business segments structure in its entirety.
(In millions, except margins data)FY21
Q1Q2Q3Q4Total
Revenue$294 $315 $346 $341 $1,296 
Gross margin %51.6 %53.4 %53.5 %52.5 %52.8 %
Research and development expenses$29 $30 $33 $36 $128 
Selling, general and administrative expenses$68 $69 $74 $72 $283 
Income from operations$55 $69 $78 $71 $273 
Operating margin %18.6 %21.9 %22.6 %20.8 %21.0 %
FY20
Q1Q2Q3Q4Total
Revenue$249 $263 $241 $294 $1,047 
Gross margin %51.7 %55.1 %49.8 %50.9 %51.9 %
Research and development expenses$32 $30 $24 $28 $114 
Selling, general and administrative expenses$63 $58 $55 $62 $238 
Income from operations$34 $57 $41 $60 $192 
Operating margin %13.5 %21.6 %17.2 %20.3 %18.3 %
FY19
Q1Q2Q3Q4Total
Revenue$235 $254 $263 $269 $1,021 
Gross margin %54.0 %54.8 %55.7 %54.0 %54.7 %
Research and development expenses$31 $29 $33 $32 $125 
Selling, general and administrative expenses$63 $61 $64 $60 $248 
Income from operations$33 $49 $50 $53 $185 
Operating margin %14.0 %19.3 %19.1 %19.7 %18.2 %

Income from operations reflect the results of our reportable segments under Agilent's management reporting system which are not necessarily in conformity with GAAP financial measures. Income from operations of our reporting segments exclude, among other things, charges related to asset impairments, amortization of intangibles, transformational initiatives, acquisition and integration costs, change in fair value of contingent consideration, business exit and divestiture costs, NASD site costs and special compliance costs.

Readers are reminded that non-GAAP numbers are merely a supplement to, and not a replacement for, GAAP financial measures. They should be read in conjunction with the GAAP financial measures. It should be noted as well that our non-GAAP information may be different from the non-GAAP information provided by other companies.






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AGILENT TECHNOLOGIES, INC.
AGILENT CROSSLAB SEGMENT
(Unaudited)
All periods below were revised to reflect the movement of the chemistries and supplies business and remarketed instruments business from our Agilent CrossLab business segment to our Life Sciences and Applied Markets business segment and the movement of service revenue and cost of sales related to the acquisition of BioTek from our Life Sciences and Applied Markets business segment to our Agilent CrossLab business segment.
(In millions, except margins data)FY21
Q1Q2Q3Q4Total
Revenue$331 $329 $343 $357 $1,360 
Gross margin %46.8 %45.3 %46.6 %48.3 %46.8 %
Research and development expenses$9 $8 $9 $8 $34 
Selling, general and administrative expenses$70 $72 $67 $70 $279 
Income from operations$76 $69 $84 $94 $323 
Operating margin %23.1 %21.0 %24.4 %26.3 %23.8 %
FY20
Q1Q2Q3Q4Total
Revenue$292 $274 $287 $324 $1,177 
Gross margin %46.2 %46.4 %47.6 %47.3 %46.9 %
Research and development expenses$8 $8 $8 $9 $33 
Selling, general and administrative expenses$65 $58 $58 $66 $247 
Income from operations$62 $61 $71 $78 $272 
Operating margin %21.1 %22.3 %24.7 %24.2 %23.1 %
FY19
Q1Q2Q3Q4Total
Revenue$264 $274 $282 $295 $1,115 
Gross margin %45.7 %46.1 %46.5 %47.8 %46.6 %
Research and development expenses$8 $8 $7 $7 $30 
Selling, general and administrative expenses$63 $61 $62 $61 $247 
Income from operations$50 $57 $62 $73 $242 
Operating margin %19.0 %20.9 %21.8 %24.6 %21.7 %

Income from operations reflect the results of our reportable segments under Agilent's management reporting system which are not necessarily in conformity with GAAP financial measures. Income from operations of our reporting segments exclude, among other things, charges related to asset impairments, amortization of intangibles, transformational initiatives, acquisition and integration costs, change in fair value of contingent consideration, business exit and divestiture costs and special compliance costs.

Readers are reminded that non-GAAP numbers are merely a supplement to, and not a replacement for, GAAP financial measures. They should be read in conjunction with the GAAP financial measures. It should be noted as well that our non-GAAP information may be different from the non-GAAP information provided by other companies.
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