Waters Corporation (WAT) SEC Filings & Earnings Calls

Leadership transition in key division may cause short-term disruption.

“Resignation of Senior VP, Analytical Sciences Division effective immediately.”

Tariff and trade policy uncertainty

“These tariffs, any resulting retaliatory tariffs and any related supply-chain disruptions could have a significant impact on the Company’s consolidated statement of operations and statement of cash flows.” · word for word

Integration risk from BDS acquisition

“failure to realize the anticipated benefits of the BDS Business Acquisition, including as a result of delay in integrating the businesses of the Company and SpinCo, on the expected timeframe or at all” · word for word

High debt levels

“As of July 4, 2026, the Company had a total of $5.1 billion in outstanding debt” · word for word

GAAP loss per share of $1.39 due to acquisition-related charges, including amortization of intangibles and inventory step-up.

“On a GAAP basis, the Company reported a diluted loss per share of $1.39 for the second quarter of 2026, compared to diluted EPS of $2.47 for the second quarter of 2025, reflecting acquisition-related purchase accounting charges, including amortization of acquired intangibles and inventory step-up.” · word for word

Unfavorable foreign exchange translation impacted results, partially offset by cost actions.

“Adjusted EPS of $3.05 landed at the high end of the guidance range, as early cost actions offset unfavorable foreign exchange translation.” · word for word

Tariff and trade policy risk

“These tariffs, any resulting retaliatory tariffs and any related supply-chain disruptions could have a significant impact on the Company’s consolidated statement of operations and statement of cash flows.” · word for word

Integration risk from BDS acquisition

“failure to realize the anticipated benefits of the BDS Business Acquisition, including as a result of delay in integrating the businesses of the Company and SpinCo, on the expected timeframe or at all” · word for word

High debt burden

“As of April 4, 2026, the Company had a total of $5.3 billion in outstanding debt” · word for word

China economic and regulatory risk

“economic conditions in China, trade tensions and tariffs between the U.S. and China and their impact on our business, increased competition from local and international competitors in China” · word for word

Integration risk from large acquisition of BD Biosciences and Diagnostic Solutions; execution is key to realizing synergies.

“Acquisition closed on February 9, 2026; integration and synergy realization are ongoing.”

GAAP loss per share due to acquisition-related charges; adjusted metrics may mask underlying costs.

“GAAP diluted loss per share of $0.87 due to acquisition-related purchase accounting charges including amortization of acquired intangibles and inventory step-up.”

Integration Risk from BD Acquisition

“The Board of Directors rigorously evaluated the transaction and continues to actively oversee integration to ensure we capture the opportunities inherent in this combination.” · word for word

Increased leverage from debt issuance

“$3.5 billion in new senior notes; used to repay existing term loan”

Tariff and Trade Policy Uncertainty

“These tariffs, any resulting retaliatory tariffs and any related supply-chain disruptions could have a significant impact on the Company's consolidated statement of operations and statement of cash flows.” · word for word

BDS Acquisition Integration and Debt

“The Company plans to refinance the $3.5 billion tranche in the first quarter of 2026 with long-term bond financing. There can be no assurance that the Company will be able to do so on commercially reasonable terms or at all.” · word for word

ERP Implementation Disruption

“The Company anticipates spending approximately $130 million in connection with the implementation of the new ERP system, of which $52 million has been spent on capitalized software and operating expenses through the end of 2025.” · word for word

Integration risk: Large acquisition requires successful integration of operations, culture, and systems.

“Transformative acquisition of BD Biosciences; significant scale increase and synergy targets.”

Dilution risk: Issuance of 39.2% of Waters' shares to BD shareholders dilutes existing holders.

“Approximately 39.2% of the outstanding shares of Waters Common Stock on a fully diluted basis issued.” · word for word

Integration risk: BD Biosciences acquisition adds complexity; synergy realization may take time.

“Transformative acquisition of BD Biosciences; cost synergies expected but execution risk.”

Currency risk: constant currency growth higher than reported due to FX headwinds.

“Sales grew 7% as reported and 6% in constant currency in Q4; full-year 7% as reported and 7% in constant currency.”

Integration risk from combining BD's business with Waters

“combination of BD's Biosciences & Diagnostic Solutions business with Waters” · word for word

Litigation risk: two stockholder lawsuits filed alleging inadequate disclosures.

“Two lawsuits filed in New York Supreme Court; demand letters received.”

Execution risk: merger may not close if stockholders vote against or regulatory issues arise.

“Pending stockholder vote and regulatory approvals.”

Proposed transaction with BD and SpinCo subject to regulatory approvals and other closing conditions; may not be completed.

“statements regarding the proposed transaction among Waters Corporation... Becton, Dickinson and Company and Augusta SpinCo Corporation... one or more closing conditions to the transaction, including certain regulatory approvals, may not be satisfied or waived” · word for word

Merger execution risk

“The transaction is expected to close around the end of the first quarter of calendar year 2026, subject to receipt of required regulatory approvals, shareholder approval from the Company's shareholders and satisfaction of other customary closing conditions.” · word for word

Tariff and trade policy risk

“These tariffs, any resulting retaliatory tariffs and any related supply-chain disruptions could have a significant impact on the Company's consolidated statement of operations and statement of cash flows.” · word for word

U.S. government shutdown impact

“the U.S. government shutdown that began in October 2025...may be exacerbated by the U.S. government shutdown that began in October 2025.” · word for word

Integration risk from BD acquisition; execution on synergies is critical.

“Integration planning is progressing as expected, but significant cost and revenue synergies are yet to be realized.”

Currency translation could impact reported results; guidance includes currency assumptions.

“Net of currency translation, the Company is raising its full-year 2025 reported sales growth to the range of +6.5% to +7.1%.” · word for word