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Waters Reports Third Quarter 2025 Financial Results

November 04, 2025 | Last Trade: US$367.34 21.54 6.23

Highlights

  • Sales of $800 million exceeded guidance; grew 8% as reported and 8% in constant currency
  • Delivered GAAP EPS of $2.50 and non-GAAP EPS of $3.40, which reflects strong, 16% growth in Adjusted Earnings Per Share that exceeded guidance
  • Instruments grew 6% in constant currency, led by high single-digit LC & MS growth, and TA Division returning to positive growth
  • Recurring revenue grew 9% in constant currency; chemistry grew double digits, with strong uptake of new bioseparations products
  • In constant currency, Pharma grew 11%, driven by broad-based growth across all regions, including double-digit growth in the Americas
  • Raising full-year 2025 constant currency sales growth guidance and raising full-year 2025 non-GAAP EPS guidance

Third Quarter 2025

MILFORD, Mass., Nov. 4, 2025 /PRNewswire/ -- Waters Corporation (NYSE: WAT), today announced its financial results for the third quarter of 2025.

Sales for the third quarter of 2025 were $800 million, an increase of 8% as reported and 8% in constant currency, compared to sales of $740 million for the third quarter of 2024.

On a GAAP basis, diluted earnings per share (EPS) for the third quarter of 2025 were $2.50, compared to $2.71 for the third quarter of 2024. Non-GAAP EPS for the third quarter of 2025 grew 16% to $3.40, compared to $2.93 for the third quarter of 2024.

"Our team yet again delivered outstanding results, driven by strong execution and our differentiated product portfolio. Pharma grew double digits as the instrument replacement cycle entered its second year, and new LC-MS and chemistry products captured opportunities from the growing share of biologics and novel modalities in the pharma pipeline," said Dr. Udit Batra, President & CEO of Waters Corporation.

Dr. Batra continued, "Our chemistry portfolio continues to set the standard in the industry, with excellent customer reception of our new Affinity bioseparation columns. In bioanalytical characterization, we have worked closely with customers to develop the Xevo™ Charge Detection Mass Spectrometer, which uses up to 100-fold less sample volume than current techniques and delivers results in under 10 minutes."

"We will uphold the same high standards of innovation, operational excellence, and execution in BD's Biosciences & Diagnostic Solutions business as we accelerate our long-term growth strategy. Integration planning is progressing as expected, and we remain highly confident in the achievability of the significant cost and revenue synergies we have identified."

A description and reconciliation of GAAP to non-GAAP results appear in the tables below and can be found on the Company's website www.waters.com in the Investor Relations section.

Full-Year and Fourth Quarter 2025 Financial Guidance

Full-Year 2025 Financial Guidance

The Company is raising its full-year 2025 constant currency sales growth guidance to the range of +6.7% to +7.3%. Net of currency translation, the Company is raising its full-year 2025 reported sales growth to the range of +6.5% to +7.1%.

The Company is raising its full-year 2025 non-GAAP EPS guidance to the range of $13.05 to $13.15. This reflects year-over-year growth of approximately +10% to +11% and +11% to +12% on a constant currency basis.

Fourth Quarter 2025 Financial Guidance

The Company expects fourth quarter 2025 constant currency sales growth in the range of +5.0% to +7.0%. Net of currency translation, fourth quarter 2025 reported sales growth is expected in the range of +5.2% to +7.2%.

The Company expects fourth quarter 2025 non-GAAP EPS to be in the range of $4.45 to $4.55, which reflects year-over-year growth of approximately +9% to +11%.

Please refer to the tables below for a reconciliation of the projected GAAP to non-GAAP financial outlook for the full-year and fourth quarter.

Conference Call Details

Waters Corporation will webcast its third quarter 2025 financial results conference call today, November 4, 2025, at 8:00 a.m. Eastern Time. To listen to the call and see the accompanying slide presentation, please visit www.waters.com, select "Investor Relations" under the "About Waters" section, navigate to "Events & Presentations," and click on the "Webcast." A replay will be available through at least December 2, 2025.

About Waters Corporation

Waters Corporation (NYSE:WAT) is a global leader in analytical instruments, separations technologies, and software, serving the life, materials, food, and environmental sciences for over 65 years. Our Company helps ensure the efficacy of medicines, the safety of food and the purity of water, and the quality and sustainability of products used every day. In over 100 countries, our 7,600+ passionate employees collaborate with customers in laboratories, manufacturing sites, and hospitals to accelerate the benefits of pioneering science.

Additional Information and Where to Find It

This release is not intended to and does not constitute an offer to sell or the solicitation of an offer to buy or exchange any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. It does not constitute a prospectus or prospectus equivalent document. No offering or sale of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the "Securities Act"), and otherwise in accordance with applicable law.

In connection with the proposed transaction between Waters, Augusta SpinCo Corporation ("SpinCo") and Becton, Dickinson and Company ("BD"), the parties intend to file relevant materials with the U.S. Securities and Exchange Commission (the "SEC"), including, among other filings, a registration statement on Form S-4 to be filed by Waters (the "Form S-4") that will include a preliminary proxy statement/prospectus of Waters and a definitive proxy statement/prospectus of Waters, the latter of which will be mailed to stockholders of Waters, and a registration statement on Form 10 to be filed by SpinCo that will incorporate by reference certain portions of the Form S-4 and will serve as an information statement/prospectus in connection with the spin-off of SpinCo from BD. INVESTORS AND SECURITY HOLDERS OF WATERS AND BD ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS, THE INFORMATION STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS THAT WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders will be able to obtain free copies of the Form S-4 and the proxy statement/prospectus (when available) and other documents filed with the SEC by Waters, SpinCo or BD through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by Waters will be available free of charge on Waters' website at waters.com under the tab "About Waters" and under the heading "Investor Relations" and subheading "Financials—SEC Filings." Copies of the documents filed with the SEC by BD and SpinCo will be available free of charge on BD's website at bd.com under the tab "About BD" and under the heading "Investors" and subheading "SEC Filings."

Participants in the Solicitation

Waters and BD and their respective directors and executive officers may be considered participants in the solicitation of proxies from Waters' stockholders in connection with the proposed transaction. Information about the directors and executive officers of Waters is set forth in its Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on February 25, 2025, and its proxy statement for its 2025 annual meeting, which was filed with the SEC on April 9, 2025. To the extent holdings of Waters' securities by its directors or executive officers have changed since the amounts set forth in such filings, such changes have been or will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Beneficial Ownership on Form 4 filed with the SEC. Information about the directors and executive officers of Waters and other information regarding the potential participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transaction. Information about the directors and executive officers of BD is set forth in its Annual Report on Form 10-K for the year ended September 30, 2024, which was filed with the SEC on November 27, 2024, and its proxy statement for its 2025 annual meeting, which was filed with the SEC on December 19, 2024. To the extent holdings of BD's securities by its directors or executive officers have changed since the amounts set forth in such filings, such changes have been or will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Beneficial Ownership on Form 4 filed with the SEC. You may obtain these documents (when they become available) free of charge through the website maintained by the SEC at www.sec.gov and from Waters' website and BD's website as described above.

Non-GAAP Financial Measures

This release contains financial measures, such as constant currency growth rates, adjusted earnings per diluted share and free cash flow, among others, which are considered "non-GAAP" financial measures under applicable U.S. Securities and Exchange Commission rules and regulations. These non-GAAP financial measures should be considered supplemental to, and not a substitute for, financial information prepared in accordance with U.S. generally accepted accounting principles (GAAP). The Company's definitions of these non-GAAP measures may differ from similarly titled measures used by others. The non-GAAP financial measures used in this release adjust for specified items that can be highly variable or difficult to predict. The Company generally uses these non-GAAP financial measures to facilitate management's financial and operational decision-making, including evaluation of the Company's historical operating results, comparison to competitors' operating results and determination of management incentive compensation. These non-GAAP financial measures reflect an additional way of viewing aspects of the Company's operations that, when viewed with GAAP results and the reconciliations to corresponding GAAP financial measures, may provide a more complete understanding of factors and trends affecting the Company's business. Because non-GAAP financial measures exclude the effect of items that will increase or decrease the Company's reported results of operations, management strongly encourages investors to review the Company's consolidated financial statements and publicly filed reports in their entirety. Definitions of the non-GAAP financial measures and reconciliations to the most directly comparable GAAP financial measures are included in the tables accompanying this release.

Cautionary Statement

This release contains "forward-looking" statements regarding future results and events. For this purpose, any statements that are not statements of historical fact may be deemed forward-looking statements. Without limiting the foregoing, the words "feels", "believes", "anticipates", "plans", "expects", "intends", "suggests", "appears", "estimates", "projects" and similar expressions, whether in the negative or affirmative, are intended to identify forward-looking statements. Our actual future results may differ significantly from the results discussed in the forward-looking statements within this release for a variety of reasons, including and without limitation, risks or uncertainties related to expectations regarding our strategy, our future financial and operational performance, future economic and market conditions, including our expectations about the growth rates of certain markets, our strategic initiatives, including  our instrument replacement initiatives, respond and adapt to changing global dynamics, including the potential impacts of tariffs and supply chain challenges, the potential impacts of the U.S. government shutdown that began in October 2025, our ability to retain and attract customers in various geographies and market segments, our market size and growth opportunities, our competitive positioning, projected costs, technological capabilities and plans, and objectives of management. Furthermore, important factors related to the proposed transaction between Waters, BD and SpinCo could cause actual results to differ materially from those currently anticipated, including that one or more closing conditions to the transaction, including certain regulatory approvals, may not be satisfied or waived, on a timely basis or otherwise, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the proposed transaction, may require conditions, limitations or restrictions in connection with such approvals or that the required approval by the stockholders of Waters may not be obtained, the risk that the proposed transaction may not be completed on the terms or in the time frame expected by Waters, or at all, unexpected costs, charges or expenses resulting from the proposed transaction,  uncertainty of the expected financial performance of the combined company following completion of the proposed transaction, failure to realize the anticipated benefits of the proposed transaction, including as a result of delay in completing the proposed transaction or integrating the businesses of Waters and SpinCo, on the expected timeframe or at all, the ability of the combined company to implement its business strategy, difficulties and delays in the combined company achieving revenue and cost synergies, inability of the combined company to retain and hire key personnel, the occurrence of any event that could give rise to termination of the proposed transaction, the risk that stockholder litigation in connection with the proposed transaction or other litigation, settlements or investigations may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and liability, evolving legal, regulatory and tax regimes, changes in general economic and/or industry specific conditions or any volatility resulting from the imposition of and changing policies around tariffs, actions by third parties, including government agencies, the risk that the anticipated tax treatment of the proposed transaction is not obtained, the risk of greater than expected difficulty in separating the business of SpinCo from the other businesses of BD, risks related to the disruption of management time from ongoing business operations due to the pendency of the proposed transaction, or other effects of the pendency of the proposed transaction on the relationship of any of the parties to the transaction with their employees, customers, suppliers, or other counterparties; and other risk factors detailed from time to time in Waters' reports filed with the SEC. Such factors and others are discussed more fully in the sections entitled "Forward-Looking Statements" and "Risk Factors" of the Company's annual report on Form 10-K for the year ended December 31, 2024, as filed with the Securities and Exchange Commission ("SEC"), which discussions are incorporated by reference in this release, as updated by the Company's future filings with the SEC. The forward-looking statements included in this release represent the Company's estimates or views as of the date of this release and should not be relied upon as representing the Company's estimates or views as of any date subsequent to the date of this release. Except as required by law, the Company does not assume any obligation to update any forward-looking statements.

Waters Corporation and Subsidiaries

Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)

        
      
 

Three Months Ended

 

Nine Months Ended

 

September 27,
2025

 

September 28,
2024

 

September 27,
2025

 

September 28,
2024

        

Net sales

$              799,887

 

$              740,305

 

$           2,232,924

 

$           2,085,673

        

Costs and operating expenses:

       

Cost of sales

327,806

 

301,655

 

925,958

 

851,685

Selling and administrative expenses 

214,229

 

169,097

 

590,367

 

516,880

Research and development expenses 

53,643

 

45,336

 

148,813

 

136,113

Purchased intangibles amortization 

12,095

 

11,759

 

35,714

 

35,337

Litigation provision

-

 

1,326

 

-

 

11,568

        

Operating income 

192,114

 

211,132

 

532,072

 

534,090

        

Other (expense) income, net

(70)

 

(338)

 

778

 

1,619

Interest expense, net

(21,925)

 

(17,177)

 

(42,153)

 

(57,824)

        

Income from operations before income taxes

170,119

 

193,617

 

490,697

 

477,885

        

Provision for income taxes

21,196

 

32,114

 

73,282

 

71,449

        

Net income

$              148,923

 

$              161,503

 

$              417,415

 

$              406,436

        
        

Net income per basic common share

$                    2.50

 

$                    2.72

 

$                    7.02

 

$                    6.85

        

Weighted-average number of basic common shares

59,528

 

59,367

 

59,496

 

59,314

        
        

Net income per diluted common share

$                    2.50

 

$                    2.71

 

$                    7.00

 

$                    6.83

        

Weighted-average number of diluted common shares and equivalents

59,622

 

59,504

 

59,656

 

59,471

Waters Corporation and Subsidiaries

Reconciliation of GAAP to Adjusted Non-GAAP

Net Sales by Operating Segments, Products & Services, Geography and Markets

Three Months Ended September 27, 2025 and September 28, 2024

(In thousands)

 
                
               

Constant

     

Three Months Ended

 

Percent

 

Impact of

 

Currency

     

September 27, 2025

 

September 28, 2024

 

Change

 

Currency

 

Growth Rate (a)

                

NET SALES - OPERATING SEGMENTS

            
                

Waters

  

$

713,375

 

$

655,652

 

9 %

 

0 %

 

9 %

TA

    

86,512

  

84,653

 

2 %

 

1 %

 

2 %

                

Total

   

$

799,887

 

$

740,305

 

8 %

 

0 %

 

8 %

                
                

NET SALES - PRODUCTS & SERVICES

            
                

Instruments

  

$

341,484

 

$

323,076

 

6 %

 

0 %

 

6 %

                

Service

   

299,923

  

278,294

 

8 %

 

1 %

 

7 %

Chemistry

   

158,480

  

138,935

 

14 %

 

1 %

 

13 %

Total Recurring

   

458,403

  

417,229

 

10 %

 

1 %

 

9 %

                

Total

   

$

799,887

 

$

740,305

 

8 %

 

0 %

 

8 %

                
                

NET SALES - GEOGRAPHY

            
                

Asia

   

$

269,714

 

$

251,329

 

7 %

 

(5 %)

 

13 %

Americas

   

292,812

  

279,136

 

5 %

 

0 %

 

5 %

Europe

   

237,361

  

209,840

 

13 %

 

8 %

 

5 %

                

Total

   

$

799,887

 

$

740,305

 

8 %

 

0 %

 

8 %

                
                

NET SALES - MARKETS

            
                

Pharmaceutical

  

$

479,776

 

$

430,138

 

12 %

 

1 %

 

11 %

Industrial

   

235,669

  

227,740

 

3 %

 

(1 %)

 

4 %

Academic & Government

  

84,442

  

82,427

 

2 %

 

1 %

 

1 %

                

Total

   

$

799,887

 

$

740,305

 

8 %

 

0 %

 

8 %

________________________________________

  

(a)

The Company believes that referring to comparable constant currency growth rates is a useful way to evaluate the underlying performance of Waters Corporation's net sales. Constant currency growth, a non-GAAP financial measure, measures the change in net sales between current and prior year periods, excluding the impact of foreign currency exchange rates during the current period. See description of non-GAAP financial measures contained in this release.

Waters Corporation and Subsidiaries

Reconciliation of GAAP to Adjusted Non-GAAP

Net Sales by Operating Segments, Products & Services, Geography and Markets

Nine Months Ended September 27, 2025 and September 28, 2024

(In thousands)

 
                
               

Constant

     

Nine Months Ended

 

Percent

 

Impact of

 

Currency

     

September 27, 2025

 

September 28, 2024

 

Change

 

Currency

 

Growth Rate (a)

                

NET SALES - OPERATING SEGMENTS

            
                

Waters

  

$

1,989,509

 

$

1,840,112

 

8 %

 

0 %

 

9 %

TA

    

243,415

  

245,561

 

(1 %)

 

1 %

 

(1 %)

                

Total

   

$

2,232,924

 

$

2,085,673

 

7 %

 

0 %

 

7 %

                
                

NET SALES - PRODUCTS & SERVICES

            
                

Instruments

  

$

912,792

 

$

859,079

 

6 %

 

0 %

 

7 %

                

Service

   

859,030

  

812,367

 

6 %

 

(1 %)

 

6 %

Chemistry

   

461,102

  

414,227

 

11 %

 

0 %

 

11 %

Total Recurring

   

1,320,132

  

1,226,594

 

8 %

 

0 %

 

8 %

                

Total

   

$

2,232,924

 

$

2,085,673

 

7 %

 

0 %

 

7 %

                
                

NET SALES - GEOGRAPHY

            
                

Asia

   

$

756,430

 

$

696,319

 

9 %

 

(5 %)

 

13 %

Americas

   

829,089

  

794,775

 

4 %

 

0 %

 

5 %

Europe

   

647,405

  

594,579

 

9 %

 

4 %

 

5 %

                

Total

   

$

2,232,924

 

$

2,085,673

 

7 %

 

0 %

 

7 %

                
                

NET SALES - MARKETS

            
                

Pharmaceutical

  

$

1,332,795

 

$

1,220,092

 

9 %

 

(1 %)

 

10 %

Industrial

   

676,689

  

644,459

 

5 %

 

0 %

 

5 %

Academic & Government

  

223,440

  

221,122

 

1 %

 

1 %

 

0 %

                

Total

   

$

2,232,924

 

$

2,085,673

 

7 %

 

0 %

 

7 %

________________________________________

  

(a)

The Company believes that referring to comparable constant currency growth rates is a useful way to evaluate the underlying performance of Waters Corporation's net sales. Constant currency growth, a non-GAAP financial measure, measures the change in net sales between current and prior year periods, excluding the impact of foreign currency exchange rates during the current period. See description of non-GAAP financial measures contained in this release.

Waters Corporation and Subsidiaries

Reconciliation of GAAP to Adjusted Non-GAAP Financials

Three and Nine Months Ended September 27, 2025 and September 28, 2024

(In thousands, except per share data)

                              
                              
                    

Income from

         
                    

Operations

         
     

Selling &

  

Research &

     

Operating

  

Interest

  

before

  

Provision for

     

Diluted

     

Administrative

  

Development

  

Operating

  

Income

  

Expense,

  

Income

  

Income

  

Net

  

Earnings

     

Expenses(a)

  

Expenses

  

Income

  

Percentage

  

Net

  

Taxes

  

Taxes

  

Income

  

per Share

Three Months Ended September 27, 2025

                           

GAAP

  

$

226,324

 

$

53,643

 

$

192,114

  

24.0 %

 

$

(21,925)

 

$

170,119

 

$

21,196

 

$

148,923

 

$

2.50

Adjustments:

                            
 

Purchased intangibles amortization (b)

  

(12,095)

  

-

  

12,095

  

1.5 %

  

-

  

12,095

  

2,894

  

9,201

  

0.15

 

Restructuring costs and certain other items (c)

  

(1,279)

  

-

  

1,279

  

0.2 %

  

-

  

1,279

  

288

  

991

  

0.02

 

ERP implementation and transformation costs (d)

  

(6,434)

  

-

  

6,434

  

0.8 %

  

-

  

6,434

  

1,544

  

4,890

  

0.08

 

Acquisition related costs (e)

  

(26,809)

  

(3,735)

  

30,544

  

3.8 %

  

-

  

30,544

  

2,338

  

28,206

  

0.47

 

Financing Costs (h)

  

-

  

-

  

-

  

-

  

14,060

  

14,060

  

3,374

  

10,686

  

0.18

Adjusted Non-GAAP

 

$

179,707

 

$

49,908

 

$

242,466

  

30.3 %

 

$

(7,865)

 

$

234,531

 

$

31,634

 

$

202,897

 

$

3.40

                              

Three Months Ended September 28, 2024

                           

GAAP

  

$

182,182

 

$

45,336

 

$

211,132

  

28.5 %

 

$

(17,177)

 

$

193,617

 

$

32,114

 

$

161,503

 

$

2.71

Adjustments:

                            
 

Purchased intangibles amortization (b)

  

(11,759)

  

-

  

11,759

  

1.6 %

  

-

  

11,759

  

2,814

  

8,945

  

0.15

 

Restructuring costs and certain other items (c)

  

(1,194)

  

-

  

1,194

  

0.2 %

  

-

  

1,194

  

282

  

912

  

0.02

 

Litigation provision (f)

  

(1,326)

  

-

  

1,326

  

0.2 %

  

-

  

1,326

  

318

  

1,008

  

0.02

 

Retention bonus obligation (g)

  

(1,909)

  

(636)

  

2,545

  

0.3 %

  

-

  

2,545

  

611

  

1,934

  

0.03

Adjusted Non-GAAP

 

$

165,994

 

$

44,700

 

$

227,956

  

30.8 %

 

$

(17,177)

 

$

210,441

 

$

36,139

 

$

174,302

 

$

2.93

                              

Nine Months Ended September 27, 2025

                           

GAAP

  

$

626,081

 

$

148,813

 

$

532,072

  

23.8 %

 

$

(42,153)

 

$

490,697

 

$

73,282

 

$

417,415

 

$

7.00

Adjustments:

                            
 

Purchased intangibles amortization (b)

  

(35,714)

  

-

  

35,714

  

1.6 %

  

-

  

35,714

  

8,546

  

27,168

  

0.46

 

Restructuring costs and certain other items (c)

  

(5,746)

  

-

  

5,746

  

0.3 %

  

-

  

5,746

  

1,344

  

4,402

  

0.07

 

ERP implementation and transformation costs (d)

  

(13,811)

  

-

  

13,811

  

0.6 %

  

-

  

13,811

  

3,315

  

10,496

  

0.18

 

Acquisition related costs (e)

  

(41,093)

  

(3,735)

  

44,828

  

2.0 %

  

-

  

44,828

  

4,729

  

40,099

  

0.67

 

Retention bonus obligation (g)

  

(2,864)

  

(954)

  

3,818

  

0.2 %

  

-

  

3,818

  

916

  

2,902

  

0.05

 

Financing Costs (h)

  

-

  

-

  

-

  

-

  

14,060

  

14,060

  

3,374

  

10,686

  

0.18

Adjusted Non-GAAP

 

$

526,853

 

$

144,124

 

$

635,989

  

28.5 %

 

$

(28,093)

 

$

608,674

 

$

95,506

 

$

513,168

 

$

8.60

                              

Nine Months Ended September 28, 2024

                           

GAAP

  

$

563,785

 

$

136,113

 

$

534,090

  

25.6 %

 

$

(57,824)

 

$

477,885

 

$

71,449

 

$

406,436

 

$

6.83

Adjustments:

                            
 

Purchased intangibles amortization (b)

  

(35,337)

  

-

  

35,337

  

1.7 %

  

-

  

35,337

  

8,456

  

26,881

  

0.45

 

Restructuring costs and certain other items (c)

  

(10,680)

  

-

  

10,680

  

0.5 %

  

-

  

10,680

  

2,617

  

8,063

  

0.14

 

Litigation provision and settlement (f)

  

(11,568)

  

-

  

11,568

  

0.6 %

  

-

  

11,568

  

2,776

  

8,792

  

0.15

 

Retention bonus obligation (g)

  

(11,451)

  

(3,817)

  

15,268

  

0.7 %

  

-

  

15,268

  

3,664

  

11,604

  

0.20

Adjusted Non-GAAP

 

$

494,749

 

$

132,296

 

$

606,943

  

29.1 %

 

$

(57,824)

 

$

550,738

 

$

88,962

 

$

461,776

 

$

7.76

________________________________________

  

(a)

Selling & administrative expenses include purchased intangibles amortization and litigation provisions and settlements.

(b)

The purchased intangibles amortization, a non-cash expense, was excluded to be consistent with how management evaluates the performance of its core business against historical operating results and the operating results of competitors over periods of time.

(c)

Restructuring costs and certain other items were excluded as the Company believes that the cost to consolidate operations, reduce overhead, and certain other income or expense items are not normal and do not represent future ongoing business expenses of a specific function or geographic location of the Company.

(d)

ERP implementation and transformation costs represent costs related to the Company's initiative to transition from its legacy enterprise resource planning (ERP) system to a new global ERP solution with a cloud-based infrastructure. These costs, which do not represent normal or future ongoing business expenses, are one-time, non-recurring costs related to the establishment of our new global ERP solution that were determined to be non-capitalizable in accordance with accounting standards.

(e)

Acquisition related costs include all incremental costs incurred to effect the business combination, such as advisory, legal, accounting, tax, valuation, other professional fees, and integration costs. The Company believes that these costs are not normal and do not represent future ongoing business expenses.

(f)

Litigation provisions and settlement gains were excluded as these items are isolated, unpredictable and not expected to recur regularly.

(g)

In connection with the Wyatt acquisition, the Company recognized a two-year retention bonus obligation that is contingent upon the employee's providing future service and continued employment with Waters. The Company believes that these costs are not normal and do not represent future ongoing business expenses.

(h)

Financing costs relate to certain financing fees incurred by the Company to secure access to certain debt facilities in connection with the agreement Waters entered into to acquire the Biosciences and Diagnostics Solutions business of Becton, Dickinson & Company. The Company believes that these costs are not normal and do not represent future ongoing business expenses. 

Waters Corporation and Subsidiaries

Preliminary Condensed Unclassified Consolidated Balance Sheets

(In thousands and unaudited)

        
        
     

September 27, 2025

 

December 31, 2024

        

Cash and cash equivalents

  

$              459,118

 

$              325,355

Accounts receivable

   

748,519

 

733,365

Inventories

   

572,941

 

477,261

Property, plant and equipment, net

 

636,964

 

651,200

Intangible assets, net

   

570,773

 

567,906

Goodwill

    

1,338,358

 

1,295,720

Other assets

   

535,891

 

502,988

   Total assets

   

$           4,862,564

 

$           4,553,795

        
        

Notes payable and debt

  

$           1,407,206

 

$           1,626,488

Other liabilities

   

1,124,665

 

1,098,800

   Total liabilities

   

2,531,871

 

2,725,288

        

Total stockholders' equity

  

2,330,693

 

1,828,507

   Total liabilities and stockholders' equity

 

$           4,862,564

 

$           4,553,795

Waters Corporation and Subsidiaries

Preliminary Condensed Consolidated Statements of Cash Flows

Three and Nine Months Ended September 27, 2025 and September 28, 2024

(In thousands and unaudited)

 
            
    

Three Months Ended

  

Nine Months Ended

    

September 27, 2025

 

September 28, 2024

  

September 27, 2025

 

September 28, 2024

        

Cash flows from operating activities:

        
 

Net income

$                    148,923

 

$                    161,503

  

$                    417,415

 

$                     406,436

 

Adjustments to reconcile net income to net

        
   

cash provided by operating activities:

        
  

Stock-based compensation

13,650

 

10,647

  

39,625

 

32,993

  

Depreciation and amortization

52,678

 

47,507

  

153,696

 

143,250

  

Change in operating assets and liabilities and other, net

(27,943)

 

(15,077)

  

(122,734)

 

(60,695)

   

Net cash provided by operating activities

187,308

 

204,580

  

488,002

 

521,984

            

Cash flows from investing activities:

        
 

Additions to property, plant, equipment

        
   

and software capitalization

(25,436)

 

(25,618)

  

(73,772)

 

(90,377)

 

Business acquisitions, net of cash acquired

(84)

 

-

  

(35,053)

 

-

 

Investments in unaffiliated companies

-

 

(425)

  

(1,295)

 

(1,489)

 

Net change in investments

-

 

(8)

  

-

 

(44)

   

Net cash used in investing activities

(25,520)

 

(26,051)

  

(110,120)

 

(91,910)

            

Cash flows from financing activities:

        
 

Net change in debt

(68,480)

 

(180,000)

  

(242,986)

 

(530,000)

 

Proceeds from stock plans

2,883

 

3,237

  

15,621

 

25,073

 

Purchases of treasury shares

(214)

 

(141)

  

(14,523)

 

(13,475)

 

Other cash flow from financing activities, net

(455)

 

20

  

1,347

 

15,305

   

Net cash used in financing activities

(66,266)

 

(176,884)

  

(240,541)

 

(503,097)

            

Effect of exchange rate changes on cash and cash equivalents

(3,619)

 

2,442

  

(3,578)

 

8,461

   

Increase (decrease) in cash and cash equivalents

91,903

 

4,087

  

133,763

 

(64,562)

            

Cash and cash equivalents at beginning of period

367,215

 

326,427

  

325,355

 

395,076

   

Cash and cash equivalents at end of period

$                    459,118

 

$                    330,514

  

$                    459,118

 

$                     330,514

            
            
            
            

Reconciliation of GAAP Cash Flows from Operating Activities to Free Cash Flow (a)

            
            
            

Net cash provided by operating activities - GAAP

$                    187,308

 

$                    204,580

  

$                    488,002

 

$                     521,984

            
 

Adjustments:

        
  

Additions to property, plant, equipment

        
   

and software capitalization

(25,436)

 

(25,618)

  

(73,772)

 

(90,377)

  

Tax reform payments

-

 

-

  

120,006

 

95,645

  

Litigation settlements (received) paid, net

(2,250)

 

-

  

(2,250)

 

9,250

  

Payment of Wyatt retention bonus obligation (b)

-

 

-

  

20,127

 

19,770

Free Cash Flow - Adjusted Non-GAAP

$                    159,622

 

$                    178,962

  

$                    552,113

 

$                     556,272

  

(a)

The Company defines free cash flow as net cash flow from operations accounted for under GAAP less capital expenditures and software capitalizations plus or minus any unusual and non recurring items. Free cash flow is not a GAAP measurement and may not be comparable to free cash flow reported by other companies.

  

(b)

During the nine months ended September 27, 2025 and September 28, 2024, the Company made retention payments under the Wyatt retention bonus program. The Company believes that these payments are not normal and do not represent future ongoing business expenses.

Waters Corporation and Subsidiaries

Reconciliation of Projected GAAP to Adjusted Non-GAAP Financial Outlook

           
           
   

Twelve Months Ended

 

Three Months Ended

 
   

December 31, 2025

 

December 31, 2025

 
    

Range

   

Range

  

Projected Sales

        
           

Constant currency sales growth rate (a)

6.7 %

-

7.3 %

 

5.0 %

-

7.0 %

 

Currency translation impact

(0.2 %)

-

(0.2 %)

 

0.2 %

-

0.2 %

 

Sales growth rate as reported

6.5 %

-

7.1 %

 

5.2 %

-

7.2 %

 
           
           
    

Range

   

Range

  

Projected Earnings Per Diluted Share

        
           

GAAP earnings per diluted share

$   11.10

-

$   11.20

 

$     4.10

-

$     4.20

 

Adjustments:

         
 

Purchased intangibles amortization 

$     0.60

-

$     0.60

 

$     0.15

-

$     0.15

 
 

Restructuring costs and certain other items 

$     0.08

-

$     0.08

 

$     0.01

-

$     0.01

 
 

ERP implementation and transformation costs 

$     0.25

-

$     0.25

 

$     0.07

-

$     0.07

 
 

Acquisition related costs

$     0.78

-

$     0.78

 

$     0.11

-

$     0.11

 
 

Retention bonus obligation

$     0.05

-

$     0.05

 

$        -

-

$        -

 
 

Financing Costs

$     0.19

-

$     0.19

 

$     0.01

-

$     0.01

 

Adjusted non-GAAP earnings per diluted share

$   13.05

-

$   13.15

 

$     4.45

-

$     4.55

 
  

(a)

Constant currency growth rates are a non-GAAP financial measure that measures the change in net sales between current and prior year periods, excluding the impact of foreign currency exchange rates during the current period. These amounts are estimated at the current foreign currency exchange rates and based on the forecasted geographical sales in local currency, as well as an assessment of market conditions as of today, and may differ significantly from actual results.

  

These forward-looking adjustment estimates do not reflect future gains and charges that are inherently difficult to predict and estimate due to their unknown timing, effect and/or significance.

Contact:    Caspar Tudor, Head of Investor Relations – (508) 482-3448

Assertio

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