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FY2013 Annual Report · Agilent
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2012 
Building 
ANNUAL REPORT
Two Great 
Companies  
From One

2013 ANNUAL REPORT

AGILENT TECHNOLOGIES, INC.
ANNUAL REPORT TO STOCKHOLDERS
ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS 

263004_Compushare_CVR_Tabs.indd   2

1/22/14   2:03 PM

© Agilent Technologies, Inc. 2014www.agilent.com 
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AGILENT TECHNOLOGIES, INC. 
2013 ANNUAL REPORT

ANNUAL REPORT TO STOCKHOLDERS
ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS 

 
 
This page is intentionally left blank.

Keysight Technologies 

To our Shareholders, 

On Sept. 19, 2013, we announced the separation of the company in order to create two 

companies with greater strategy and management focus, each well positioned for growth in its 

respective markets. Capitalizing on the strength of our electronic measurement business, we have 

grown a life sciences, diagnostics and applied chemical business that is large enough to be an 

independent company. With the separation, we will create two unique and compelling 

investment profiles, each with a greater strategic focus on its distinct industries. Both companies 

will be positioned to attract a more focused shareholder base. 

The separation of the company is expected to be completed in early November 2014. Agilent 

Technologies will focus 100 percent on the life science, diagnostic and applied chemical 

markets. Keysight Technologies, the new electronic measurement company, will focus 100 

percent on the communications, computer, semiconductors, aerospace and defense and industrial 

markets. Agilent shareholders will receive a pro-rata distribution of shares in Keysight 

Technologies via a tax free spinoff. Both companies will be well capitalized, have strong balance 

sheets and expect investment-grade profiles. Agilent will continue to pay an annual dividend of 

approximately $130 million per year, implying a yield at least equal to the current yield. 

Keysight will not pay an initial dividend. During the separation process, Agilent expects to 

continue both its dividend and a share repurchase intended to maintain the current share count. It 

is expected that Agilent will remain a member of the S&P 500’s healthcare sector. 

We are very pleased that Ron Nersesian will be the president and CEO of Keysight 

Technologies. Ron has deep experience in the electronic measurement market, with a proven 

track record of leading the business. He has the vision, enthusiasm and industry knowledge to 

propel the new company to greater growth and success. Keysight Technologies will be launched 

with the tagline of “unlocking measurement insights for 75 years,” a recognition of its long 

heritage of technology leadership and innovation. 

Agilent Technologies  

Agilent Technologies will continue as a life sciences, diagnostics and applied chemical markets 

company under my leadership as president and CEO. Our new mission is to be the premier 

partner for our laboratory customers, as we work together to build a healthier world. Agilent will 

compete in a $40 billion market from the strength of our position in food, environmental, 

chemical and energy markets, with enormous opportunities in the pharmaceutical, biotech, life 

science, academic, diagnostics and clinical markets. We believe we have a strong No. 2 position 

in our markets that will enable healthy growth in the future.  

While Agilent has made several strategic acquisitions over the past several years to complement 

our organic growth rate, we are a company focused on delivering above-market organic growth. 

We are able to do so as a result of our R&D investment, our ability to address the needs of 

developing markets, and our commitment to deliver complete workflow solutions to our 

 
 
 
 
 
 
 
To our Shareholders, 

On Sept. 19, 2013, we announced the separation of the company in order to create two 
companies with greater strategy and management focus, each well positioned for growth in its 
respective markets. Capitalizing on the strength of our electronic measurement business, we have 
grown a life sciences, diagnostics and applied chemical business that is large enough to be an 
independent company. With the separation, we will create two unique and compelling 
investment profiles, each with a greater strategic focus on its distinct industries. Both companies 
will be positioned to attract a more focused shareholder base. 

The separation of the company is expected to be completed in early November 2014. Agilent 
Technologies will focus 100 percent on the life science, diagnostic and applied chemical 
markets. Keysight Technologies, the new electronic measurement company, will focus 100 
percent on the communications, computer, semiconductors, aerospace and defense and industrial 
markets. Agilent shareholders will receive a pro-rata distribution of shares in Keysight 
Technologies via a tax free spinoff. Both companies will be well capitalized, have strong balance 
sheets and expect investment-grade profiles. Agilent will continue to pay an annual dividend of 
approximately $130 million per year, implying a yield at least equal to the current yield. 
Keysight will not pay an initial dividend. During the separation process, Agilent expects to 
continue both its dividend and a share repurchase intended to maintain the current share count. It 
is expected that Agilent will remain a member of the S&P 500’s healthcare sector. 

Keysight Technologies 

We are very pleased that Ron Nersesian will be the president and CEO of Keysight 
Technologies. Ron has deep experience in the electronic measurement market, with a proven 
track record of leading the business. He has the vision, enthusiasm and industry knowledge to 
propel the new company to greater growth and success. Keysight Technologies will be launched 
with the tagline of “unlocking measurement insights for 75 years,” a recognition of its long 
heritage of technology leadership and innovation. 

Agilent Technologies  

Agilent Technologies will continue as a life sciences, diagnostics and applied chemical markets 
company under my leadership as president and CEO. Our new mission is to be the premier 
partner for our laboratory customers, as we work together to build a healthier world. Agilent will 
compete in a $40 billion market from the strength of our position in food, environmental, 
chemical and energy markets, with enormous opportunities in the pharmaceutical, biotech, life 
science, academic, diagnostics and clinical markets. We believe we have a strong No. 2 position 
in our markets that will enable healthy growth in the future.  

While Agilent has made several strategic acquisitions over the past several years to complement 
our organic growth rate, we are a company focused on delivering above-market organic growth. 
We are able to do so as a result of our R&D investment, our ability to address the needs of 
developing markets, and our commitment to deliver complete workflow solutions to our 

1

ANNUAL REPORTAnnual Report 
 
 
 
 
 
 
customer
consuma
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ratory, we w
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to easily ena

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resulting in t

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the creation 

h Agilent’s o
of additiona

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ive earnings

Bill Sulli
President

ivan 
t and Chief E

Executive O

fficer 

February

y 5, 2014 

2

Agilent at a Glance 

electronics industries. 

pathology laboratories.  

Agilent  is  the  world's  premier  measurement  company  providing  core  bio-analytical  and  electronic 

measurement  solutions  to  the  life  sciences,  diagnostics  and  genomics,  chemical  analysis,  communications  and 

In  June  2012,  we  acquired  Dako  A/S,  a  limited  liability  company  incorporated  under  the  laws  of 

Denmark.    Dako  provides  antibodies,  reagents,  scientific  instruments  and  software  primarily  to  customers  in 

On  September  19,  2013,  Agilent  announced  plans  to  separate  into  two  publicly  traded  companies,  one 

comprising of the life sciences, diagnostics and chemical  analysis businesses that will retain the Agilent name 

and the other that will be comprised of the electronic measurement business ("EM"). The separation is expected 

to occur through a tax-free pro rata spin off of the EM company to Agilent shareholders and is expected to be 

completed early in November 2014.   

In addition to the announcement to separate into two companies, we formed a new operating segment in 

the fourth fiscal quarter of 2013. The new life sciences and diagnostics segment was formed by the combination 

of the life sciences business plus the diagnostics and genomics business. Following this reorganization, Agilent 

has  three  business  segments  comprised  of  the  life  sciences  and  diagnostics  business,  the  chemical  analysis 

business and the electronic measurement business.   

Our life sciences and diagnostics business focuses on the pharmaceutical, academic and government, bio-

agriculture,  food  safety,  clinical  markets,  biotechnology  and  contract  research  organization  industries.  Our 

chemical  analysis  business  focuses  on  the  petrochemical,  environmental,  forensics  and  food  safety  industries. 

Our electronic measurement business addresses the communications, electronics and other industries.  

In addition to our three businesses, we conduct centralized manufacturing and order fulfillment through 

Agilent  Order  Fulfillment  ("AOF")  as  well  as  research  through  Agilent  Technologies  Laboratories  (“Agilent 

Labs”).  Each  of  our  three  businesses,  AOF  and  Agilent  Labs,  is  supported  by  our  global  infrastructure 

organization, which  provides  shared  services  in  the  areas  of finance,  information  technology,  legal, workplace 

services and human resources. 

We  sell  our  products  primarily  through  direct  sales,  but  we  also  utilize  distributors,  resellers, 

manufacturer's representatives, telesales and electronic commerce. Of our total net revenue of $6.8 billion for the 

fiscal year ended October 31, 2013, we generated 30 percent in the U.S. and 70 percent outside the U.S. As of 

October 31,  2013,  we  employed  approximately  20,600  people  worldwide.  Our  primary  research  and 

development  and  manufacturing  sites  are  in  California,  Colorado  and  Delaware  in  the  U.S.  and  in  Australia, 

China, Denmark, Germany, India, Italy, Japan, Malaysia, Poland, Singapore and the United Kingdom. 

Business Group 

2013 Net Revenue 

Life Sciences  

$2.3 billion 

and Diagnostics

Description

Summary:  Our life sciences and diagnostics business provides 

application-focused solutions that include reagents, instruments, software, 

consumables, and services 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 level.  We employed 

approximately 6,100 people as of October 31, 2013 in our life sciences 

and diagnostics business.

Markets: The markets for our life sciences and diagnostics group include 

the pharmaceutical, biotechnology, contract research and contract 

manufacturing organization market, the academic and government market

and the clinical market. The former market consists of “for-profit” 

companies who participate across the pharmaceutical value chain in the 

areas of therapeutic research, discovery & development, clinical trials, 

3

 
 
 
 
 
 
 
 
 
 
customer

rs. With a str

rong instrum

ment profile f

for the labor

ratory, we w

ill continue 

to expand ou

ur 

consuma

ables and rea

agent produc

t offerings, p

provide total

l laboratory

service and 

support 

capabiliti

ies, and expa

and our core

e data system

m platforms t

to easily ena

able applicat

tion developm

ment 

in the lab

bs and correl

late data from

m research to

o the clinic.

Our focu

us on organic

c growth, con

nsistent with

h Agilent’s o

operating mo

odel, will dri

ive earnings

faster tha

an revenue, r

resulting in t

the creation 

of additiona

al shareholde

er value. 

Bill Sulli

ivan 

President

t and Chief E

Executive O

fficer 

February

y 5, 2014 

2

Agilent at a Glance 

Agilent  is  the  world's  premier  measurement  company  providing  core  bio-analytical  and  electronic 
measurement  solutions  to  the  life  sciences,  diagnostics  and  genomics,  chemical  analysis,  communications  and 
electronics industries. 

In  June  2012,  we  acquired  Dako  A/S,  a  limited  liability  company  incorporated  under  the  laws  of 
Denmark.    Dako  provides  antibodies,  reagents,  scientific  instruments  and  software  primarily  to  customers  in 
pathology laboratories.  

On  September  19,  2013,  Agilent  announced  plans  to  separate  into  two  publicly  traded  companies,  one 
comprising of the life sciences, diagnostics and chemical  analysis businesses that will retain the Agilent name 
and the other that will be comprised of the electronic measurement business ("EM"). The separation is expected 
to occur through a tax-free pro rata spin off of the EM company to Agilent shareholders and is expected to be 
completed early in November 2014.   

In addition to the announcement to separate into two companies, we formed a new operating segment in 
the fourth fiscal quarter of 2013. The new life sciences and diagnostics segment was formed by the combination 
of the life sciences business plus the diagnostics and genomics business. Following this reorganization, Agilent 
has  three  business  segments  comprised  of  the  life  sciences  and  diagnostics  business,  the  chemical  analysis 
business and the electronic measurement business.   

Our life sciences and diagnostics business focuses on the pharmaceutical, academic and government, bio-
agriculture,  food  safety,  clinical  markets,  biotechnology  and  contract  research  organization  industries.  Our 
chemical  analysis  business  focuses  on  the  petrochemical,  environmental,  forensics  and  food  safety  industries. 
Our electronic measurement business addresses the communications, electronics and other industries.  

In addition to our three businesses, we conduct centralized manufacturing and order fulfillment through 
Agilent  Order  Fulfillment  ("AOF")  as  well  as  research  through  Agilent  Technologies  Laboratories  (“Agilent 
Labs”).  Each  of  our  three  businesses,  AOF  and  Agilent  Labs,  is  supported  by  our  global  infrastructure 
organization, which  provides  shared  services  in  the  areas  of finance,  information  technology,  legal, workplace 
services and human resources. 

We  sell  our  products  primarily  through  direct  sales,  but  we  also  utilize  distributors,  resellers, 
manufacturer's representatives, telesales and electronic commerce. Of our total net revenue of $6.8 billion for the 
fiscal year ended October 31, 2013, we generated 30 percent in the U.S. and 70 percent outside the U.S. As of 
October 31,  2013,  we  employed  approximately  20,600  people  worldwide.  Our  primary  research  and 
development  and  manufacturing  sites  are  in  California,  Colorado  and  Delaware  in  the  U.S.  and  in  Australia, 
China, Denmark, Germany, India, Italy, Japan, Malaysia, Poland, Singapore and the United Kingdom. 

Business Group 
Life Sciences  
and Diagnostics

2013 Net Revenue 
$2.3 billion 

Description
Summary:  Our life sciences and diagnostics business provides 
application-focused solutions that include reagents, instruments, software, 
consumables, and services 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 level.  We employed 
approximately 6,100 people as of October 31, 2013 in our life sciences 
and diagnostics business.

Markets: The markets for our life sciences and diagnostics group include 
the pharmaceutical, biotechnology, contract research and contract 
manufacturing organization market, the academic and government market
and the clinical market. The former market consists of “for-profit” 
companies who participate across the pharmaceutical value chain in the 
areas of therapeutic research, discovery & development, clinical trials, 

3

3

ANNUAL REPORTAnnual Report 
 
 
 
 
 
 
 
 
 
Chemical 
Analysis 

$1.6 billion 

manufacturing and quality assurance and quality control. The academic 
and government market consists primarily of “not-for-profit” 
organizations and includes academic institutions, large government 
institutes and privately funded organizations, and plays an influential role 
in technology adoption and therapeutic developments for Pharma and 
molecular diagnostics companies.  The clinical market consists primarily 
of pathology labs throughout the world located in hospitals, medical 
centers, and reference labs.  The clinical market for genomics consists of 
high complexity clinical labs performing patient testing, including “for-
profit” reference laboratories, hospital labs, and molecular diagnostic 
companies.

Product areas: The key product categories for the life sciences and 
diagnostics business include:  liquid chromatography, mass spectrometry, 
software and informatics, lab automation and robotics, automated 
electrophoresis and microfluidics, NMR, MRI and XRD systems, life 
sciences consumables and services, pathology products, specific proteins 
and flow reagents, target enrichment, cytogenetic research solutions and  
microarrays, and PCR and qPCR Instrumentation and molecular biology 
reagents. 
Summary: Our chemical analysis business provides application-focused 
solutions that include instruments, software, consumables and services that 
enable customers to identify, quantify and analyze the physical and 
biological properties of substances and products. We employed 
approximately 3,800 people as of October 31, 2013 in our chemical 
analysis business. 

Markets: The markets for our chemical analysis group include chemical 
and energy testing, environmental and forensics, and food safety markets. 
The natural gas and petroleum refining markets use our products to 
measure and control the quality of their finished products and to verify the 
environmental safety of their operations.  Our instruments, software and 
workflow solutions are used by the environmental market for applications 
such as laboratory and field analysis of chemical pollutants in air, water, 
soil and solid waste.   Drug testing and forensics laboratories use our 
instruments, software 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.   Our 
instruments, software, and workflow solutions are used throughout the 
food production chain, including incoming inspection, new product 
development, quality control and assurance, and packaging. 
Product areas: The key product categories for the chemical analysis 
business include:  gas chromatography systems, columns and components; 
gas chromatography mass spectrometry systems; inductively coupled 
plasma mass spectrometry  instruments; atomic absorption  instruments; 
microwave plasma-atomic emission spectrometry instruments; inductively 
coupled plasma optical emission spectrometry instruments; software and 
data systems; vacuum pumps and measurement technologies; services 
support and consumable for our products. 

Business Group 

Electronic 

2013 Net Revenue 

$2.9 billion 

Measurement 

Description

Summary: Our electronic measurement business provides electronic 

measurement instruments and systems, software design tools and related 

services that are used in the design, development, manufacture, 

installation, deployment and operation of electronics equipment, and 

microscopy products. Related services include start-up assistance, 

instrument productivity and application services and instrument calibration 

and repair. We also offer customization, consulting and optimization 

services throughout the customer’s product lifecycle. Our electronic 

measurement business employed approximately 8,300 people as of 

October 31, 2013.

Markets: The markets for our electronic measurement business include 

communications test and general purpose test. We market our electronic 

measurement products and services to network equipment manufacturers, 

wireless device manufacturers, and communications service providers, 

including component manufacturers within the supply chain for these 

customers. We market our general purpose test products and services to 

the electronics industry and other industries with significant electronic 

content such as the aerospace and defense, computer and semiconductor 

industries.

Product areas: We divide our electronic measurement products into 

communications test products and general purpose test products. We sell 

products and services applicable to a wide range of communications 

networks and systems including wireless communications and microwave 

networks, voice, broadband, data, and fiber optic networks.   

Test products include electronic design automation software, vector and 

signal analyzers, signal generators, vector and signal analyzers, signal 

generators, vector network analyzers, one box testers, oscilloscopes, logic 

and protocol analyzers, and bit-error ratio testers. Also, we sell the following 

types of products into the general purpose test market: general purpose 

instruments, modular instruments and test software, digital test products, 

semiconductor and board test solutions, electronics manufacturing test 

equipment, atomic force microscopes and network surveillance solutions.

4

5

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Chemical 

Analysis 

$1.6 billion 

Summary: Our chemical analysis business provides application-focused 

solutions that include instruments, software, consumables and services that 

manufacturing and quality assurance and quality control. The academic 

and government market consists primarily of “not-for-profit” 

organizations and includes academic institutions, large government 

institutes and privately funded organizations, and plays an influential role 

in technology adoption and therapeutic developments for Pharma and 

molecular diagnostics companies.  The clinical market consists primarily 

of pathology labs throughout the world located in hospitals, medical 

centers, and reference labs.  The clinical market for genomics consists of 

high complexity clinical labs performing patient testing, including “for-

profit” reference laboratories, hospital labs, and molecular diagnostic 

companies.

Product areas: The key product categories for the life sciences and 

diagnostics business include:  liquid chromatography, mass spectrometry, 

software and informatics, lab automation and robotics, automated 

electrophoresis and microfluidics, NMR, MRI and XRD systems, life 

sciences consumables and services, pathology products, specific proteins 

and flow reagents, target enrichment, cytogenetic research solutions and  

microarrays, and PCR and qPCR Instrumentation and molecular biology 

reagents. 

enable customers to identify, quantify and analyze the physical and 

biological properties of substances and products. We employed 

approximately 3,800 people as of October 31, 2013 in our chemical 

analysis business. 

Markets: The markets for our chemical analysis group include chemical 

and energy testing, environmental and forensics, and food safety markets. 

The natural gas and petroleum refining markets use our products to 

measure and control the quality of their finished products and to verify the 

environmental safety of their operations.  Our instruments, software and 

workflow solutions are used by the environmental market for applications 

such as laboratory and field analysis of chemical pollutants in air, water, 

soil and solid waste.   Drug testing and forensics laboratories use our 

instruments, software 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.   Our 

instruments, software, and workflow solutions are used throughout the 

food production chain, including incoming inspection, new product 

development, quality control and assurance, and packaging. 

Product areas: The key product categories for the chemical analysis 

business include:  gas chromatography systems, columns and components; 

gas chromatography mass spectrometry systems; inductively coupled 

plasma mass spectrometry  instruments; atomic absorption  instruments; 

microwave plasma-atomic emission spectrometry instruments; inductively 

coupled plasma optical emission spectrometry instruments; software and 

data systems; vacuum pumps and measurement technologies; services 

support and consumable for our products. 

Business Group 
Electronic 
Measurement 

2013 Net Revenue 
$2.9 billion 

Description
Summary: Our electronic measurement business provides electronic 
measurement instruments and systems, software design tools and related 
services that are used in the design, development, manufacture, 
installation, deployment and operation of electronics equipment, and 
microscopy products. Related services include start-up assistance, 
instrument productivity and application services and instrument calibration 
and repair. We also offer customization, consulting and optimization 
services throughout the customer’s product lifecycle. Our electronic 
measurement business employed approximately 8,300 people as of 
October 31, 2013.

Markets: The markets for our electronic measurement business include 
communications test and general purpose test. We market our electronic 
measurement products and services to network equipment manufacturers, 
wireless device manufacturers, and communications service providers, 
including component manufacturers within the supply chain for these 
customers. We market our general purpose test products and services to 
the electronics industry and other industries with significant electronic 
content such as the aerospace and defense, computer and semiconductor 
industries.
Product areas: We divide our electronic measurement products into 
communications test products and general purpose test products. We sell 
products and services applicable to a wide range of communications 
networks and systems including wireless communications and microwave 
networks, voice, broadband, data, and fiber optic networks.   
Test products include electronic design automation software, vector and 
signal analyzers, signal generators, vector and signal analyzers, signal 
generators, vector network analyzers, one box testers, oscilloscopes, logic 
and protocol analyzers, and bit-error ratio testers. Also, we sell the following 
types of products into the general purpose test market: general purpose 
instruments, modular instruments and test software, digital test products, 
semiconductor and board test solutions, electronics manufacturing test 
equipment, atomic force microscopes and network surveillance solutions.

4

5

5

ANNUAL REPORTAnnual Report 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agilent 
Technologies 
Research 
Laboratories 

Agilent Technologies Research Laboratories is our research organization based in Santa 
Clara, California, with offices in Europe and Asia.  The Research Labs creates competitive 
advantage through high-impact technology, driving market leadership and growth in 
Agilent’s core businesses and expanding Agilent’s measurement footprint into adjacent 
markets. At the cross-roads of the organization, the Research Labs are able to identify and 
enable synergies across Agilent’s businesses to create competitive differentiation and 
compelling customer value.  As of the end of October 2013, Research Labs employed 
approximately 210 personnel worldwide. 

Global 
Infrastructure 
Organization 

We provide support to our businesses through our global infrastructure organization. This 
support includes services in the areas of finance, legal, workplace services, human resources 
and information technology. Generally these organizations are centrally operated from Santa 
Clara, California, with services provided worldwide.  As of the end of October 2013, our 
global infrastructure organization employed approximately 2,200 people worldwide. 

Agilent Order 
Fulfillment 
Organization 

The Agilent Order Fulfillment (“AOF”) organization leverages our strength in 
manufacturing, engineering, strategic sourcing and logistics for our life sciences and 
diagnostics, chemical analysis and electronic measurement businesses. In general, AOF 
employees are dedicated to specific businesses and business headcount numbers include 
AOF employees.   In the fourth quarter of 2013 we announced that the AOF organization 
had been divided into two separate operations; one dedicated to the life sciences, diagnostics 
and chemical analysis businesses and one dedicated to the electronic measurement business.

Board 

Committees 

Audit & Finance 

Committee 

Heidi Fields, 

   Chairperson 

Paul N. Clark 

Robert J. Herbold 

Compensation Committee 

Koh Boon Hwee,  

     Chairperson  

David M. Lawrence, M.D. 

A. Barry Rand 

Tadataka Yamada, M.D. 

Nominating/Corporate 

Governance Committee 

James G. Cullen 

   Chairperson 

Paul N. Clark 

Heidi Fields 

Robert J. Herbold 

Koh Boon Hwee 

David M. Lawrence, M.D. 

A. Barry Rand 

Tadataka Yamada, M.D. 

Executive Committee 

James G. Cullen, 

   Chairperson 

William P. Sullivan 

Officers 

Robert Cantrell 

Directors

James G. Cullen 

Vice President, Treasurer 

Chairman of the Board of 

Neil P. Doughterty 

Vice President, Agilent 

Chief Financial Officer,  

Keysight Technologies, Inc. 

Lonnie G. Justice 

Vice President and 

General Manager, 

Sales, Service and Support 

Chemical Analysis Group 

John Pouk 

Vice President Worldwide 

Sales, Life Sciences and  

Diagnostics Group 

Michael Tang 

Vice President, Assistant  

General Counsel and 

Assistant Secretary 

Stephen D. Williams 

Vice President, Assistant 

General Counsel and 

Assistant Secretary, Agilent 

General Counsel, Keysight 

Technologies, Inc. 

Directors of Agilent, 

Retired President and 

Chief Operating Officer of 

Bell Atlantic Corporation 

(now known as Verizon) 

Paul N. Clark 

Retired Chief Executive  

Officer and President of 

ICOS Corporation 

Heidi Fields 

Retired Executive Vice  

President and Chief Financial 

Officer of Blue Shield 

of California 

Robert J. Herbold 

Retired Executive Vice 

President of Microsoft 

Corporation 

Koh Boon Hwee 

Managing Partner of 

Credence Capital Fund II 

(Cayman) Ltd. 

David M. Lawrence, M.D. 

Retired Chairman 

Emeritus of Kaiser 

Foundation Health 

Plan, Inc. and Kaiser 

Foundation Hospitals 

A. Barry Rand 

Chief Executive Officer 

of AARP 

William P. Sullivan, 

Chief Executive Officer of 

Agilent Technologies, Inc. 

Tadataka Yamada, M.D. 

Chief Medical and 

Scientific Officer of 

Takeda Pharmaceuticals 

International, Inc. 

Senior 

Executives 

William P. Sullivan* 

Chief Executive Officer 

and President 

Ronald S. Nersesian* 

Executive Vice President, Agilent 

Chief Executive Officer  

and President, Keysight  

Technologies, Inc. 

Henrik Ancher-Jensen* 

Senior Vice President, Agilent 

President, Agilent Order 

Fulfillment 

Richard A. Burdsall 

Senior Vice President, 

Chief Infrastructure Officer 

Gooi Soon Chai 

Senior Vice President, Agilent 

President, Electronic  

Measurement Order  

Fulfillment and Infrastructure 

Solange Glaize* 

Vice President, Chief 

Accounting Officer 

Jean M. Halloran* 

Senior Vice President, 

Human Resources 

Didier Hirsch* 

Senior Vice President and 

Chief Financial Officer 

Marie Oh Huber* 

Senior Vice President, 

General Counsel and 

Secretary 

Michael R. McMullen* 

Senior Vice President, Agilent 

President, Chemical Analysis 

Shiela B. Robertson 

Senior Vice President, 

Corporate Development 

and Strategy 

Guy Séné* 

Senior Vice President, Agilent 

President, Electronic Measurement 

Darlene J.S. Solomon, Ph.D. 

Senior Vice President, 

and Chief Technology Officer, 

Life Sciences and Diagnostics 

Fred Strohmeier* 

Senior Vice President, Agilent 

and President, Life Sciences and 

Diagnostics 

* These individuals are executive officers of Agilent under Section 16 of the Securities Exchange Act of 1934. 

6

7

 
 
 
  
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agilent 

Technologies 

Research 

Laboratories 

Agilent Technologies Research Laboratories is our research organization based in Santa 

Clara, California, with offices in Europe and Asia.  The Research Labs creates competitive 

advantage through high-impact technology, driving market leadership and growth in 

Agilent’s core businesses and expanding Agilent’s measurement footprint into adjacent 

markets. At the cross-roads of the organization, the Research Labs are able to identify and 

enable synergies across Agilent’s businesses to create competitive differentiation and 

compelling customer value.  As of the end of October 2013, Research Labs employed 

approximately 210 personnel worldwide. 

Global 

Infrastructure 

Organization 

We provide support to our businesses through our global infrastructure organization. This 

support includes services in the areas of finance, legal, workplace services, human resources 

and information technology. Generally these organizations are centrally operated from Santa 

Clara, California, with services provided worldwide.  As of the end of October 2013, our 

global infrastructure organization employed approximately 2,200 people worldwide. 

Agilent Order 

Fulfillment 

Organization 

The Agilent Order Fulfillment (“AOF”) organization leverages our strength in 

manufacturing, engineering, strategic sourcing and logistics for our life sciences and 

diagnostics, chemical analysis and electronic measurement businesses. In general, AOF 

employees are dedicated to specific businesses and business headcount numbers include 

AOF employees.   In the fourth quarter of 2013 we announced that the AOF organization 

had been divided into two separate operations; one dedicated to the life sciences, diagnostics 

and chemical analysis businesses and one dedicated to the electronic measurement business.

Board 
Committees 

Audit & Finance 
Committee 
Heidi Fields, 
   Chairperson 
Paul N. Clark 
Robert J. Herbold 

Compensation Committee 
Koh Boon Hwee,  
     Chairperson  
David M. Lawrence, M.D. 
A. Barry Rand 
Tadataka Yamada, M.D. 

Nominating/Corporate 
Governance Committee 
James G. Cullen 
   Chairperson 
Paul N. Clark 
Heidi Fields 
Robert J. Herbold 
Koh Boon Hwee 
David M. Lawrence, M.D. 
A. Barry Rand 
Tadataka Yamada, M.D. 

Executive Committee 
James G. Cullen, 
   Chairperson 
William P. Sullivan 

Officers 

Directors

Robert Cantrell 
Vice President, Treasurer 

Neil P. Doughterty 
Vice President, Agilent 
Chief Financial Officer,  
Keysight Technologies, Inc. 

Lonnie G. Justice 
Vice President and 
General Manager, 
Sales, Service and Support 
Chemical Analysis Group 

John Pouk 
Vice President Worldwide 
Sales, Life Sciences and  
Diagnostics Group 

Michael Tang 
Vice President, Assistant  
General Counsel and 
Assistant Secretary 

Stephen D. Williams 
Vice President, Assistant 
General Counsel and 
Assistant Secretary, Agilent 
General Counsel, Keysight 
Technologies, Inc. 

James G. Cullen 
Chairman of the Board of 
Directors of Agilent, 
Retired President and 
Chief Operating Officer of 
Bell Atlantic Corporation 
(now known as Verizon) 

Paul N. Clark 
Retired Chief Executive  
Officer and President of 
ICOS Corporation 

Heidi Fields 
Retired Executive Vice  
President and Chief Financial 
Officer of Blue Shield 
of California 

Robert J. Herbold 
Retired Executive Vice 
President of Microsoft 
Corporation 

Koh Boon Hwee 
Managing Partner of 
Credence Capital Fund II 
(Cayman) Ltd. 

David M. Lawrence, M.D. 
Retired Chairman 
Emeritus of Kaiser 
Foundation Health 
Plan, Inc. and Kaiser 
Foundation Hospitals 

A. Barry Rand 
Chief Executive Officer 
of AARP 

William P. Sullivan, 
Chief Executive Officer of 
Agilent Technologies, Inc. 

Tadataka Yamada, M.D. 
Chief Medical and 
Scientific Officer of 
Takeda Pharmaceuticals 
International, Inc. 

Senior 
Executives 

William P. Sullivan* 
Chief Executive Officer 
and President 

Ronald S. Nersesian* 
Executive Vice President, Agilent 
Chief Executive Officer  
and President, Keysight  
Technologies, Inc. 

Henrik Ancher-Jensen* 
Senior Vice President, Agilent 
President, Agilent Order 
Fulfillment 

Richard A. Burdsall 
Senior Vice President, 
Chief Infrastructure Officer 

Gooi Soon Chai 
Senior Vice President, Agilent 
President, Electronic  
Measurement Order  
Fulfillment and Infrastructure 

Solange Glaize* 
Vice President, Chief 
Accounting Officer 

Jean M. Halloran* 
Senior Vice President, 
Human Resources 

Didier Hirsch* 
Senior Vice President and 
Chief Financial Officer 

Marie Oh Huber* 
Senior Vice President, 
General Counsel and 
Secretary 

Michael R. McMullen* 
Senior Vice President, Agilent 
President, Chemical Analysis 

Shiela B. Robertson 
Senior Vice President, 
Corporate Development 
and Strategy 

Guy Séné* 
Senior Vice President, Agilent 
President, Electronic Measurement 

Darlene J.S. Solomon, Ph.D. 
Senior Vice President, 
and Chief Technology Officer, 
Life Sciences and Diagnostics 

Fred Strohmeier* 
Senior Vice President, Agilent 
and President, Life Sciences and 
Diagnostics 

* These individuals are executive officers of Agilent under Section 16 of the Securities Exchange Act of 1934. 

6

7

7

ANNUAL REPORTAnnual Report 
 
 
  
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     Agilent’s annual meeting of stockholders will take place on Wednesday, March 19, 2014 at 8:00 a.m. at 
Agilent’s headquarters located at 5301 Stevens Creek Boulevard, Building No. 5, Santa Clara, California. 
Investor Information 

     Please see the full and audited financial statements and footnotes contained in this booklet. To receive paper 
copies of the annual report, proxy statement, Form 10-K, earnings announcements and other financial 
information, people in the United States and Canada should call our toll-free number: (877) 942-4200. In 
addition, you can access this financial information at Agilent’s Investor Relations Web site. The address is 
http://www.investor.agilent.com. This information is also available by writing to the address provided under the 
Investor Contact heading below. 
Corporate Governance, Business Conduct and Ethics 

     Agilent’s Amended and Restated Corporate Governance Standards, the charters of our Audit and Finance 
Committee, our Compensation Committee, 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 available on our website at www.investor.agilent.com under “Corporate Governance”. 
These items are also available in print to any stockholder in the United States and Canada who requests them by 
calling (877) 942-4200. This information is also available by writing to the company at the address provided 
below. 
Agilent Headquarters 

     Agilent Technologies, Inc. 
     5301 Stevens Creek Boulevard 
     Santa Clara, CA 95051 
     Phone: (408) 345-8886 

Transfer Agent and Registrar 

     Please contact our transfer agent, at the phone number or address listed below, with any questions about 
stock certificates, transfer of ownership or other matters pertaining to your stock account. 

     Computershare Investor Services 
     250 Royall Street 
     Canton, MA 02021 
     United States 
If calling from the United States or Canada: (877) 309-9856. 
If calling from outside the United States and Canada: (312) 588-4672. 
The e-mail address for general shareholder inquiries for Computershare is: www.computershare.com/contactus. 
Investor Contact 

     Agilent Technologies, Inc. 
     Investor Relations Department 
     5301 Stevens Creek Boulevard 
     Santa Clara, CA 95051 

     You can also contact the Investor Relations Department via e-mail at the Agilent Investor Relations Web site 

at http://www.investor.agilent.com. Click “Information Request” under the “Investor Information” tab to send a 

message. 

Common Stock 

Our common stock is listed on the New York Stock Exchange with the ticker symbol “A”. The following 

table sets forth the high and low sale prices and the dividend declarations per quarter for the 2012 and 2013 fiscal 

years as reported in the consolidated transaction reporting system for the New York Stock Exchange: 

Fiscal 2012 

First Quarter (ended January 31, 2012) 

Second Quarter (ended April 30, 2012) 

Third Quarter (ended July 31, 2012) 

Fourth Quarter (ended October 31, 2012) 

Fiscal 2013 

First Quarter (ended January 31, 2013) 

Second Quarter (ended April 30, 2013) 

Third Quarter (ended July 31, 2013) 

Fourth Quarter (ended October 31, 2013) 

High 

44.85

46.28

43.27

40.97

High 

45.55

45.66

47.47

53.47

$

$

$

$

$

$

$

$

Low 

32.51

39.15

35.32

35.38

Low 

35.45

40.19

41.24

45.32

$ 

$ 

$ 

$ 

$ 

$ 

$ 

$ 

Dividends 

$0.10 

N/A 

$0.10 

$0.10 

Dividends 

$0.22 

N/A 

$0.12 

$0.12 

As of December 1, 2013, there were 30,054 common stockholders of record. 

During  fiscal  2013,  we  issued  four  quarterly  dividends,  one  of  $0.10  per  share  and  three  of  $0.12  per 

share.  All  decisions  regarding  the  declaration  and  payment  of  dividends  are  at  the  discretion  of  our  Board  of 

Directors and will be evaluated regularly in light of our financial condition, earnings, growth prospects, funding 

requirements, applicable law, and any other factors that our Board deems relevant. The information required by 

this item with respect to equity compensation plans is included under the caption Equity Compensation Plans in 

our  proxy  statement  for  the  annual  meeting  of  stockholders  to  be  held March  19,  2014,  to  be  filed  with  the 

Securities and Exchange Commission pursuant to Regulation 14A, and is incorporated herein by reference. 

8

9

 
 
 
 
 
 
 
 
 
     Agilent’s annual meeting of stockholders will take place on Wednesday, March 19, 2014 at 8:00 a.m. at 

Agilent’s headquarters located at 5301 Stevens Creek Boulevard, Building No. 5, Santa Clara, California. 

Investor Information 

     Please see the full and audited financial statements and footnotes contained in this booklet. To receive paper 

copies of the annual report, proxy statement, Form 10-K, earnings announcements and other financial 

information, people in the United States and Canada should call our toll-free number: (877) 942-4200. In 

addition, you can access this financial information at Agilent’s Investor Relations Web site. The address is 

http://www.investor.agilent.com. This information is also available by writing to the address provided under the 

Investor Contact heading below. 

Corporate Governance, Business Conduct and Ethics 

     Agilent’s Amended and Restated Corporate Governance Standards, the charters of our Audit and Finance 

Committee, our Compensation Committee, 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 available on our website at www.investor.agilent.com under “Corporate Governance”. 

These items are also available in print to any stockholder in the United States and Canada who requests them by 

calling (877) 942-4200. This information is also available by writing to the company at the address provided 

below. 

Agilent Headquarters 

     Agilent Technologies, Inc. 

     5301 Stevens Creek Boulevard 

     Santa Clara, CA 95051 

     Phone: (408) 345-8886 

Transfer Agent and Registrar 

     Computershare Investor Services 

     250 Royall Street 

     Canton, MA 02021 

     United States 

Investor Contact 

     Agilent Technologies, Inc. 

     Investor Relations Department 

     5301 Stevens Creek Boulevard 

     Santa Clara, CA 95051 

     Please contact our transfer agent, at the phone number or address listed below, with any questions about 

stock certificates, transfer of ownership or other matters pertaining to your stock account. 

If calling from the United States or Canada: (877) 309-9856. 

If calling from outside the United States and Canada: (312) 588-4672. 

The e-mail address for general shareholder inquiries for Computershare is: www.computershare.com/contactus. 

     You can also contact the Investor Relations Department via e-mail at the Agilent Investor Relations Web site 
at http://www.investor.agilent.com. Click “Information Request” under the “Investor Information” tab to send a 
message. 
Common Stock 

Our common stock is listed on the New York Stock Exchange with the ticker symbol “A”. The following 
table sets forth the high and low sale prices and the dividend declarations per quarter for the 2012 and 2013 fiscal 
years as reported in the consolidated transaction reporting system for the New York Stock Exchange: 

Fiscal 2012 
First Quarter (ended January 31, 2012) 
Second Quarter (ended April 30, 2012) 
Third Quarter (ended July 31, 2012) 
Fourth Quarter (ended October 31, 2012) 

Fiscal 2013 
First Quarter (ended January 31, 2013) 
Second Quarter (ended April 30, 2013) 
Third Quarter (ended July 31, 2013) 
Fourth Quarter (ended October 31, 2013) 

High 
44.85
46.28
43.27
40.97

High 
45.55
45.66
47.47
53.47

$
$
$
$

$
$
$
$

Low 
32.51
39.15
35.32
35.38

Low 
35.45
40.19
41.24
45.32

$ 
$ 
$ 
$ 

$ 
$ 
$ 
$ 

Dividends 
$0.10 
N/A 
$0.10 
$0.10 

Dividends 
$0.22 
N/A 
$0.12 
$0.12 

As of December 1, 2013, there were 30,054 common stockholders of record. 

During  fiscal  2013,  we  issued  four  quarterly  dividends,  one  of  $0.10  per  share  and  three  of  $0.12  per 
share.  All  decisions  regarding  the  declaration  and  payment  of  dividends  are  at  the  discretion  of  our  Board  of 
Directors and will be evaluated regularly in light of our financial condition, earnings, growth prospects, funding 
requirements, applicable law, and any other factors that our Board deems relevant. The information required by 
this item with respect to equity compensation plans is included under the caption Equity Compensation Plans in 
our  proxy  statement  for  the  annual  meeting  of  stockholders  to  be  held March  19,  2014,  to  be  filed  with  the 
Securities and Exchange Commission pursuant to Regulation 14A, and is incorporated herein by reference. 

8

9

9

ANNUAL REPORTAnnual Report 
 
 
 
 
 
 
 
 
STOCK PRICE PERFORMANCE GRAPH 

     The graph below shows the cumulative total stockholder return, assuming the investment of $100 (and the 
reinvestment of any dividends thereafter) for the period beginning on October 31, 2008, and ending on October 
31, 2013, on each of: Agilent’s common stock; the S&P 500 Index; and our Peer Group which includes all 
companies in the S&P Information Technology Sector, the S&P Healthcare Sector, and the S&P Industrials 
Sector. A complete list of the companies in the Peer Group is provided below. Agilent’s stock price performance 
shown in the following graph is not indicative of future stock price performance. The data for this performance 
graph was compiled for us by Standard and Poor’s. 

Comparison of 5 Years (10/31/2008 to 10/31/2013) Cumulative Total Return
Comparison of 5 Years (10/31/2008 to 10/31/2013) Cumulative Total Return 
Among Agilent Technologies, the S&P 500 Index, and the Peer Group Index
Among Agilent Technologies, the S&P 500 Index, and the Peer Group Index 

$250

$200

[INSERT STOCK PRICE PERFORMANCE GRAPH HERE] 

$150

$100

$50

$0

Agilent Technologies

S&P 500

Peer Group

Peer Group
(Companies in the S&P Information Technology Sector, the S&P Healthcare Sector, and the S&P Industrials Sector)

3M Co
Abbott Laboratories
AbbVie Inc
Accenture PLC
Actavis Plc
Adobe Systems Inc
ADT Corp (The)
Aetna Inc.
Agilent Technologies Inc
Akamai Technologies Inc
Alexion Pharmaceuticals Inc
Allergan Inc.
Altera Corp
AmerisourceBergen Corp
AMETEK Inc
Amgen Inc.
Amphenol Corp
Analog Devices Inc.
Apple Inc
Applied Materials Inc.

Autodesk Inc. 
Automatic Data Processing Inc.
Bard (C.R.) Inc
Baxter International Inc
Becton, Dickinson and Co
Biogen Idec Inc
Boeing Co (The)
Boston Scientific Corp
Bristol-Myers Squibb Co
Broadcom Corp
C.H. Robinson Worldwide Inc.
CA Inc
Cardinal Health Inc
CareFusion Corp
Caterpillar Inc
Celgene Corp
Cerner Corp
Cigna Corp
Cintas Corp
Cisco Systems Inc

10

 
 
 
 
 
 
STOCK PRICE PERFORMANCE GRAPH 

     The graph below shows the cumulative total stockholder return, assuming the investment of $100 (and the 

reinvestment of any dividends thereafter) for the period beginning on October 31, 2008, and ending on October 

31, 2013, on each of: Agilent’s common stock; the S&P 500 Index; and our Peer Group which includes all 

companies in the S&P Information Technology Sector, the S&P Healthcare Sector, and the S&P Industrials 

Sector. A complete list of the companies in the Peer Group is provided below. Agilent’s stock price performance 

shown in the following graph is not indicative of future stock price performance. The data for this performance 

graph was compiled for us by Standard and Poor’s. 

Comparison of 5 Years (10/31/2008 to 10/31/2013) Cumulative Total Return 

Among Agilent Technologies, the S&P 500 Index, and the Peer Group Index 

[INSERT STOCK PRICE PERFORMANCE GRAPH HERE] 

Autodesk Inc. 

Automatic Data Processing Inc.

Bard (C.R.) Inc

Baxter International Inc

Becton, Dickinson and Co

Biogen Idec Inc

Boeing Co (The)

Boston Scientific Corp

Bristol-Myers Squibb Co

Broadcom Corp

C.H. Robinson Worldwide Inc.

CA Inc

Cardinal Health Inc

CareFusion Corp

Caterpillar Inc

Celgene Corp

Cerner Corp

Cigna Corp

Cintas Corp

Cisco Systems Inc

10

Peer Group
(Companies in the S&P Information Technology Sector, the S&P Healthcare Sector, and the S&P Industrials Sector)

Citrix Systems Inc.
Cognizant Technology Solutions Corp
Computer Sciences Corp
Corning Inc
Covidien Plc
CSX Corp
Cummins Inc.
Danaher Corp
DaVita HealthCare Partners Inc
Deere & Co
Delta Air Lines Inc.
DENTSPLY International Inc.
Dover Corp
Dun & Bradstreet Corp (The)
Eaton Corp Plc
eBay Inc.
Edwards Lifesciences Corp
Electronic Arts Inc.
Eli Lilly and Co
EMC Corp
Emerson Electric Co.
Equifax Inc.
Expeditors International of Washington Inc.
Express Scripts Holding Co
F5 Networks Inc
Fastenal Co
FedEx Corp.
Fidelity National Information Services Inc
First Solar Inc
Fiserv Inc.
FLIR Systems Inc
Flowserve Corp.
Fluor Corp.
Forest Laboratories Inc
General Dynamics Corp
General Electric Co
Gilead Sciences Inc
Google Inc
Grainger (W W) Inc.
Harris Corp
Hewlett-Packard Co
Honeywell International Inc.
Hospira Inc
Humana Inc.
Illinois Tool Works Inc.
Ingersoll-Rand Plc
Intel Corp
International Business Machines Corp
Intuit Inc.
Intuitive Surgical Inc
Iron Mountain Inc
Jabil Circuit Inc
Jacobs Engineering Group Inc.

JDS Uniphase Corp
Johnson & Johnson
Joy Global Inc
Juniper Networks Inc
Kansas City Southern
KLA-Tencor Corp
L-3 Communications Holdings Inc
Laboratory Corporation of America Holdings
Lam Research Corp
Life Technologies Corp
Linear Technology Corp
Lockheed Martin Corp
LSI Corp
Masco Corp
MasterCard Inc
McKesson Corp
Medtronic Inc
Merck & Co Inc.
Microchip Technology Inc
Micron Technology Inc.
Microsoft Corp
Molex Inc.
Motorola Solutions Inc
Mylan Inc
NetApp Inc
Nielsen Holdings NV
Norfolk Southern Corp
Northrop Grumman Corp
NVIDIA Corp
Oracle Corp
PACCAR Inc
Pall Corp
Parker-Hannifin Corp
Patterson Companies Inc
Paychex Inc.
Pentair Ltd
PerkinElmer Inc.
Perrigo Co
Pfizer Inc
Pitney Bowes Inc.
Precision Castparts Corp.
QUALCOMM Inc.
Quanta Services Inc.
Quest Diagnostics Inc
Raytheon Co.
Red Hat Inc
Regeneron Pharmaceuticals Inc
Republic Services Inc.
Robert Half International Inc.
Rockwell Automation Inc.
Rockwell Collins Inc.
Roper Industries Inc.
Ryder System Inc

11

ANNUAL REPORTAnnual Report 
 
 
 
 
 
Peer Group
(Companies in the S&P Information Technology Sector, the S&P Healthcare Sector, and the S&P Industrials Sector)

salesforce.com inc
SanDisk Corp
Seagate Technology Plc
Snap-On Inc
Southwest Airlines Co.
St. Jude Medical Inc.
Stanley Black & Decker Inc
Stericycle Inc
Stryker Corp
Symantec Corp
TE Connectivity Ltd
Tenet Healthcare Corp
Teradata Corp
Teradyne Inc.
Texas Instruments Inc
Textron Inc.
Thermo Fisher Scientific Inc
Total System Services Inc.
Tyco International Ltd

Additional Information 

Union Pacific Corp
United Parcel Service Inc
United Technologies Corp
Unitedhealth Group Inc
Varian Medical Systems Inc
Verisign Inc
Vertex Pharmaceuticals Inc
Visa Inc
Waste Management Inc.
Waters Corp
WellPoint Inc
Western Digital Corp
Western Union Co
Xerox Corp
Xilinx Inc.
Xylem Inc
Yahoo Inc
Zimmer Holdings Inc
Zoetis Inc

This annual report, including the letter titled “To our shareholders,” contains forward-looking statements 
including, without limitation, statements regarding trends, seasonality, cyclicality and growth in, and drivers of, 
the  markets  we  sell  into,  our  strategic  direction,  our  future  effective  tax  rate  and  tax  valuation  allowance, 
earnings from our foreign subsidiaries, remediation activities, new product and service introductions, the ability 
of  our  products  to  meet  market  needs,  changes  to  our  manufacturing  processes,  the  use  of  contract 
manufacturers, the impact of local government regulations on our ability to pay vendors or conduct operations, 
our liquidity position, our ability to generate cash from operations, growth in our businesses, our investments, the 
potential impact of adopting new accounting pronouncements, our financial results, our purchase commitments, 
our contributions to our pension plans, the selection of discount rates and recognition of any gains or losses for 
our benefit plans, our cost-control activities, savings and headcount reduction recognized from our restructuring 
programs and other cost saving initiatives, uncertainties relating to Food and Drug Administration ("FDA") and 
other  regulatory  approvals,  the  integration  of  our  acquisitions  and  other  transactions,  the  separation  of  the 
electronic measurement business, our stock repurchase program, our declared dividends, our transition to lower-
cost  regions,  and  the  existence  of  economic  instability,  that  involve  risks  and  uncertainties.  Our  actual  results 
could differ materially from the results contemplated by these forward-looking statements due to various factors, 
including those detailed in Agilent’s filings with the Securities and Exchange Commission, including our Annual 
Report on Form 10-K for the year ended October 31, 2013. 

The materials contained in this annual report are as of December 19, 2013, unless otherwise noted. The 

content of this annual report contains time-sensitive information that is accurate only as of this date. If any 
portion of this annual report is redistributed at a later date, Agilent will not be reviewing or updating the material 
in this report. The information on page 7 regarding our senior executives, officers and directors is current as 
of February 5, 2014. 

This annual report contains Agilent’s 2013 audited financial statements and notes thereto in the following 

section of this booklet with the tab “Annual Report Financials.” Within the Annual Report Financials, please 
refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risks, 
Uncertainties and Other Factors That May Affect Future Results” for more complete information on each of our 
businesses and Agilent as a whole. 

12

AGILENT TECHNOLOGIES, INC. 

2013 ANNUAL REPORT

ANNUAL REPORT TO STOCKHOLDERS

ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS 

S

L

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C

N

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F

T

R

O

P

E

R

L

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U

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Additional Information 

This annual report, including the letter titled “To our shareholders,” contains forward-looking statements 

including, without limitation, statements regarding trends, seasonality, cyclicality and growth in, and drivers of, 

the  markets  we  sell  into,  our  strategic  direction,  our  future  effective  tax  rate  and  tax  valuation  allowance, 

earnings from our foreign subsidiaries, remediation activities, new product and service introductions, the ability 

of  our  products  to  meet  market  needs,  changes  to  our  manufacturing  processes,  the  use  of  contract 

manufacturers, the impact of local government regulations on our ability to pay vendors or conduct operations, 

our liquidity position, our ability to generate cash from operations, growth in our businesses, our investments, the 

potential impact of adopting new accounting pronouncements, our financial results, our purchase commitments, 

our contributions to our pension plans, the selection of discount rates and recognition of any gains or losses for 

our benefit plans, our cost-control activities, savings and headcount reduction recognized from our restructuring 

programs and other cost saving initiatives, uncertainties relating to Food and Drug Administration ("FDA") and 

other  regulatory  approvals,  the  integration  of  our  acquisitions  and  other  transactions,  the  separation  of  the 

electronic measurement business, our stock repurchase program, our declared dividends, our transition to lower-

cost  regions,  and  the  existence  of  economic  instability,  that  involve  risks  and  uncertainties.  Our  actual  results 

could differ materially from the results contemplated by these forward-looking statements due to various factors, 

including those detailed in Agilent’s filings with the Securities and Exchange Commission, including our Annual 

Report on Form 10-K for the year ended October 31, 2013. 

The materials contained in this annual report are as of December 19, 2013, unless otherwise noted. The 

content of this annual report contains time-sensitive information that is accurate only as of this date. If any 

portion of this annual report is redistributed at a later date, Agilent will not be reviewing or updating the material 

in this report. The information on page 7 regarding our senior executives, officers and directors is current as 

of February 5, 2014. 

This annual report contains Agilent’s 2013 audited financial statements and notes thereto in the following 

section of this booklet with the tab “Annual Report Financials.” Within the Annual Report Financials, please 

refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risks, 

Uncertainties and Other Factors That May Affect Future Results” for more complete information on each of our 

businesses and Agilent as a whole. 

12

AGILENT TECHNOLOGIES, INC. 
2013 ANNUAL REPORT

ANNUAL REPORT TO STOCKHOLDERS
ANNUAL REPORT CONSOLIDATED FINANCIAL STATEMENTS 

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TABLE OF CONTENTS

Selected Financial Data  ...................................................................................................................................

Management’s Discussion and Analysis of Financial Condition and Results of Operations ............................ 

Quantitative and Qualitative Disclosures About Market Risk ..........................................................................

Report of Independent Registered Public Accounting Firm .  ...........................................................................

Consolidated Statement of Operations for each of the three years in the period ended October 31, 2013 ....... 

Consolidated Statement of Comprehensive Income for the three years in the period ended October 31, 2013 ........ 

Consolidated Balance Sheet at October 31, 2013 and 2012   ...........................................................................

Consolidated Statement of Cash Flows for each of the three years in the period ended October 31, 2013 ...... 

Consolidated Statement of Equity for each of the three years in the period ended October 31, 2013 .............. 

Notes to Consolidated Financial Statements   ...................................................................................................

Quarterly Summary (unaudited)   .....................................................................................................................

Risks, Uncertainties and Other Factors That May Affect Future Results  ........................................................ 

Controls and Procedures ...................................................................................................................................

Page

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27

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TABLE OF CONTENTS

Selected Financial Data  ...................................................................................................................................
Management’s Discussion and Analysis of Financial Condition and Results of Operations ............................ 
Quantitative and Qualitative Disclosures About Market Risk ..........................................................................
Report of Independent Registered Public Accounting Firm .  ...........................................................................
Consolidated Statement of Operations for each of the three years in the period ended October 31, 2013 ....... 
Consolidated Statement of Comprehensive Income for the three years in the period ended October 31, 2013 ........ 
Consolidated Balance Sheet at October 31, 2013 and 2012   ...........................................................................
Consolidated Statement of Cash Flows for each of the three years in the period ended October 31, 2013 ...... 
Consolidated Statement of Equity for each of the three years in the period ended October 31, 2013 .............. 
Notes to Consolidated Financial Statements   ...................................................................................................
Quarterly Summary (unaudited)   .....................................................................................................................
Risks, Uncertainties and Other Factors That May Affect Future Results  ........................................................ 
Controls and Procedures ...................................................................................................................................

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SELECTED FINANCIAL DATA 

(Unaudited) 

2013 

2012 

2011 

2010 

2009 

Years Ended October 31, 

Consolidated Statement of Operations Data: 

Net revenue 

Income before taxes 

Net income (loss) 

Net income (loss) per share — Basic: 

Net income (loss) per share — Diluted: 

Weighted average shares used in computing basic net 

income (loss) per share 

Weighted average shares used in computing diluted net 

income (loss) per share 

$ 6,782

$

$

$

$

859

724

2.12

2.10

341

345

Cash dividends declared per common share 

$

0.46

$

(in millions, except per share data) 

(2)

6,858

1,043

1,153

3.31

3.27

$

$

$

$

$

6,615 

1,032 

1,012 

2.92 

2.85 

 $ 

 $ 

 $ 

 $ 

 $ 

(1) 

5,444 

692 

684 

1.97 

1.94 

$

$

$

$

$

348

353

0.30

347 

355 

— 

347 

353 

— 

4,481

7

(31)

(0.09)

(0.09)

346

346

—

Consolidated Balance Sheet Data: 

Cash and cash equivalents and short-term investments 

Long-term restricted cash and cash equivalents 

— $

— $

Working capital 

Total assets 

Long-term debt 

Stockholders' equity 

October 31, 

(in millions) 

2013 

2012 

2011 

2010 

2009 

$

$

$

$

$

$

2,675

3,381

10,686

2,699

5,286

(2)

2,351

2,736

10,536

2,112

5,182

$

$

$

$

$

3,527 

3,732 

— 

9,057 

1,932 

4,308 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

(1) 

2,649 

3,086 

— 

9,696 

2,190 

3,228 

$

$

$

$

$

$

2,493

2,838

1,566

7,612

2,904

2,506

(1) Consolidated financial data includes Varian, acquired on May 14, 2010. 

(2) Consolidated financial data includes Dako, acquired on June 21, 2012 and a non-recurring tax benefit relating to the 

reversal of U.S. valuation allowance of $280 million. 

$

$

$

$

$

$

$

$

$

$

This page is intentionally left blank.

 
 
 
 
 
  
  
 
  
 
 
 
 
  
 
 
 
 
  
 
  
  
 
  
 
 
 
  
 
 
 
 
 
SELECTED FINANCIAL DATA 
(Unaudited) 

2013 

2012 

2011 

2010 

2009 

Years Ended October 31, 

Consolidated Statement of Operations Data: 
Net revenue 
Income before taxes 
Net income (loss) 
Net income (loss) per share — Basic: 
Net income (loss) per share — Diluted: 
Weighted average shares used in computing basic net 
income (loss) per share 
Weighted average shares used in computing diluted net 
income (loss) per share 

$ 6,782
859
$
724
$
2.12
$
2.10
$

341

345

Cash dividends declared per common share 

$

0.46

$

(in millions, except per share data) 

(2)
6,858
1,043
1,153
3.31
3.27

$
$
$
$
$

$
$
$
$
$

6,615 
1,032 
1,012 
2.92 
2.85 

 $ 
 $ 
 $ 
 $ 
 $ 

(1) 
5,444 
692 
684 
1.97 
1.94 

$
$
$
$
$

348

353

0.30

347 

355 

— 

347 

353 

— 

4,481
7
(31)
(0.09)
(0.09)

346

346

—

October 31, 

2013 

2012 

2011 

2010 

2009 

(in millions) 

Consolidated Balance Sheet Data: 
Cash and cash equivalents and short-term investments 
Working capital 
Long-term restricted cash and cash equivalents 
Total assets 
Long-term debt 
Stockholders' equity 

$
$
$
$
$
$

2,675
3,381

$
$
— $
$
$
$

10,686
2,699
5,286

(2)
2,351
2,736

$
$
— $
$
$
$

10,536
2,112
5,182

3,527 
3,732 
— 
9,057 
1,932 
4,308 

 $ 
 $ 
 $ 
 $ 
 $ 
 $ 

(1) 
2,649 
3,086 
— 
9,696 
2,190 
3,228 

$
$
$
$
$
$

2,493
2,838
1,566
7,612
2,904
2,506

(1) Consolidated financial data includes Varian, acquired on May 14, 2010. 
(2) Consolidated financial data includes Dako, acquired on June 21, 2012 and a non-recurring tax benefit relating to the 
reversal of U.S. valuation allowance of $280 million. 

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION  
AND RESULTS OF OPERATIONS 

The  following  discussion  should  be  read  in  conjunction  with  the  consolidated  financial  statements  and 
notes thereto included elsewhere in this annual report. This report contains forward-looking statements including, 
without limitation, statements regarding trends, seasonality, cyclicality and growth in, and drivers of, the markets 
we sell into, our strategic direction, our future effective tax rate and tax valuation allowance, earnings from our 
foreign subsidiaries, remediation activities, new product and service introductions, the ability of our products to 
meet  market  needs,  changes  to  our  manufacturing  processes,  the  use  of  contract  manufacturers,  the  impact  of 
local  government  regulations  on  our  ability  to  pay  vendors  or  conduct  operations,  our  liquidity  position,  our 
ability  to  generate  cash  from  operations,  growth  in  our  businesses,  our  investments,  the  potential  impact  of 
adopting new accounting pronouncements, our financial results, our purchase commitments, our contributions to 
our pension plans, the selection of discount rates and recognition of any gains or losses for our benefit plans, our 
cost-control  activities,  savings  and  headcount  reduction  recognized  from  our  restructuring  programs  and  other 
cost  saving  initiatives,  uncertainties  relating  to  Food  and  Drug  Administration  ("FDA")  and  other  regulatory 
approvals, the integration of our acquisitions and other transactions, the separation of the electronic measurement 
business,  our  stock  repurchase  program,  our  declared  dividends,  our  transition  to  lower-cost  regions,  and  the 
existence of economic instability, that involve risks and uncertainties. Our actual results could differ materially 
from  the  results  contemplated  by  these  forward-looking  statements  due  to  various  factors,  including  those 
discussed in this annual report. 

Overview and Executive Summary 

Agilent Technologies, Inc. (“we”, “Agilent” or the “company”), incorporated in Delaware in May 1999, is 
the world's premier measurement company providing core bio-analytical and electronic measurement solutions 
to the life sciences, diagnostics and genomics, chemical analysis, communications and electronics industries. Our 
fiscal year end is October 31. Unless otherwise stated, all years and dates refer to our fiscal year. 

On  September  19,  2013,  Agilent  announced  plans  to  separate  into  two  publicly  traded  companies,  one 
comprising of the life sciences, diagnostics and chemical  analysis businesses that will retain the Agilent name 
and the other that will be comprised of the electronic measurement business ("EM"). The separation is expected 
to occur through a tax-free pro rata spin off of the EM company to Agilent shareholders and is expected to be 
completed early in November 2014.  We expect to incur pre-separation expenses of $100 million in fiscal 2014.  

In addition to the announcement to separate into two companies, we formed a new operating segment in 
the fourth fiscal quarter of 2013. The new life sciences and diagnostics segment was formed by the combination 
of the life sciences business plus the diagnostics and genomics business. Following this reorganization, Agilent 
has  three  business  segments  comprised  of  the  life  sciences  and  diagnostics  business,  the  chemical  analysis 
business  and  the  electronic  measurement  business.    The  historical  segment  financial  information  for  the  life 
sciences  and  diagnostics  segment  has  been  recast  to  conform  to  this  new  reporting  structure  in  our  financial 
statements. 

On June 21, 2012, we completed our acquisition of Dako A/S through the acquisition of 100% of the share 
capital of Dako A/S, a limited liability company incorporated under the laws of Denmark (“Dako”), under the 
share purchase agreement, dated May 16, 2012. Dako provides antibodies, reagents, scientific instruments and 
software primarily to customers in pathology laboratories. As a result of the acquisition, Dako became a wholly-
owned subsidiary of Agilent. The consideration paid was approximately $2,143 million, of which $1,400 million 
was paid directly to the seller and $743 million was paid to satisfy the outstanding debt of Dako. Agilent funded 
the acquisition using existing cash. The acquisition has been accounted for in accordance with the authoritative 
accounting guidance and the results of Dako are included in Agilent's consolidated financial statements from the 
date  of  acquisition.  The  acquisition  of  Dako  and  its  portfolio  is  another  step  to  increase  our growth in  several 
rapidly  expanding  areas  of  diagnostics,  including  anatomic  pathology  and  molecular  diagnostics,  as  well  as 
strengthen  our  existing  offerings  with  a  focus  on  product  development  to  help  in  the  fight  against  cancer.  For 
additional details related to the acquisition of Dako, see Note 3, "Acquisitions". 

Agilent's  total  orders  in  2013  were  $6,827  million,  a  decrease  of  1  percent  when  compared  to  2012. 
Foreign currency movements had an unfavorable impact of approximately 2 percentage points for the year ended 

2

October 31, 2013 when compared to 2012. The increase in orders associated with the Dako acquisition accounted 

for approximately 3 percentage points of total order growth for the year ended October 31, 2013 when compared 

to 2012. Within our life sciences and diagnostics business orders increased 16 percent in 2013 compared to 2012 

with  13  percentage  points  of  order  increase  attributable  to  the  Dako  acquisition.    Chemical  analysis  orders 

increased 2 percent in 2013 when compared to 2012 and electronic measurement businesses orders decreased 13 

percent when compared to 2012. Agilent's total orders in 2012 increased 2 percent when compared to 2011. The 

increase in orders associated with the Dako acquisition accounted for 2 percentage points of order growth for the 

year ended October 31, 2012 when compared to 2011.  

Agilent's  net  revenue  of  $6,782 million  decreased  1 percent  when  compared  to  2012.  Foreign  currency 

movements for 2013 had an unfavorable impact of approximately 1 percentage point compared to 2012. Revenue 

associated with the Dako acquisition accounted for approximately 4 percentage points of the revenue growth for 

the  year  ended  October 31,  2013  when  compared  to  2012.  Within  our  life  sciences  and  diagnostics  business 

revenue  increased  16  percent  in  2013  compared  to  2012  with  13  percentage  points  of  revenue  increase 

attributable to the Dako acquisition. Excluding the effects of the Dako acquisition, there was growth in demand 

for  life  sciences  and  diagnostics  products  and  services  led  by  pharmaceutical  and  biotechnology  and  clinical 

markets.  There  was  a  decrease  in  demand  from  the  academic  and  government  market  for  the  year  ended 

October 31,  2013,  when  compared  to  the  prior  year.  Within  our  chemical  analysis  business  revenue  grew  2 

percent in 2013 compared with the prior year. There were modest increases in revenue from the food safety and 

petrochemical  markets, but environmental and forensics  markets were down when compared to the prior year. 

Within electronic measurement, total revenue decreased when compared to the prior year by 13 percent. General 

purpose  markets  decreased  with  aerospace  and  defense  flat  and  computer  and  semi-conductor  markets  down 

when  compared  to  2012.  Also  within  electronic  measurement,  the  communications  test  business  decreased for 

the  year  ended  October 31,  2013  when  compared  to  the  prior  year  with  wireless  R&D  down  moderately  but 

wireless manufacturing showing a significant shortfall compared to the prior year mostly driven by the loss of 

business from a large customer with whom we could not agree on contractual terms. Agilent's total net revenue 

in 2012 increased 4 percent when compared to 2011. The revenue increase associated with the Dako acquisition 

accounted for approximately 2 percentage points of revenue increase for the year ended October 31, 2012 when 

compared  to  2011.  Foreign  currency  movements  for  2012  had  an  unfavorable  impact  of  approximately  1 

percentage point compared to 2011. 

Net  income  was  $724  million  in 2013  compared  to net  income  of  $1,153  million  and $1,012 million  in 

2012  and  2011,  respectively.  In  2013,  2012  and  2011  we  generated  operating  cash  flows  of  $1,152  million, 

$1,228 million  and  $1,260 million,  respectively.  As  of  October 31,  2013  and  2012  we  had  cash  and  cash 

equivalents balances of $2,675 million and $2,351 million, respectively. 

Looking forward, in the near term we are in a slow-growth environment within electronic measurement 

which  remains  challenging.  There  are  indications  that  our  electronic  measurement  business  will  return  to  a 

growth position next year.  We expect positive trends to continue in our other businesses.   

Critical Accounting Policies and Estimates 

The preparation of financial statements in accordance with accounting principles generally accepted in the 

U.S.  requires  management  to  make  estimates  and  assumptions  that  affect  the  amounts  reported  in  our 

consolidated  financial  statements  and  accompanying  notes.  Management  bases  its  estimates  on  historical 

experience  and  various  other  assumptions  believed  to  be  reasonable.  Although  these  estimates  are  based  on 

management's best knowledge of current events and actions that may impact the company in the future, actual 

results  may  be  different  from  the  estimates.    An  accounting  policy  is  deemed  to  be  critical  if  it  requires  an 

accounting  estimate  to  be  made  based  on  assumptions  about  matters  that  are  highly  uncertain  at  the  time  the 

estimate is made, and if different estimates that reasonably could have been used or changes in the accounting 

estimate  that  are  reasonably  likely  to  occur  could  materially  change  the  financial  statements.  Our  critical 

accounting policies  are  those  that  affect our  financial  statements  materially  and  involve difficult,  subjective or 

complex  judgments  by  management.  Those  policies  are  revenue  recognition,  inventory  valuation,  share-based 

compensation, retirement and post-retirement plan assumptions, valuation of goodwill and purchased intangible 

assets, restructuring and accounting for income taxes. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
October 31, 2013 when compared to 2012. The increase in orders associated with the Dako acquisition accounted 
for approximately 3 percentage points of total order growth for the year ended October 31, 2013 when compared 
to 2012. Within our life sciences and diagnostics business orders increased 16 percent in 2013 compared to 2012 
with  13  percentage  points  of  order  increase  attributable  to  the  Dako  acquisition.    Chemical  analysis  orders 
increased 2 percent in 2013 when compared to 2012 and electronic measurement businesses orders decreased 13 
percent when compared to 2012. Agilent's total orders in 2012 increased 2 percent when compared to 2011. The 
increase in orders associated with the Dako acquisition accounted for 2 percentage points of order growth for the 
year ended October 31, 2012 when compared to 2011.  

Agilent's  net  revenue  of  $6,782 million  decreased  1 percent  when  compared  to  2012.  Foreign  currency 
movements for 2013 had an unfavorable impact of approximately 1 percentage point compared to 2012. Revenue 
associated with the Dako acquisition accounted for approximately 4 percentage points of the revenue growth for 
the  year  ended  October 31,  2013  when  compared  to  2012.  Within  our  life  sciences  and  diagnostics  business 
revenue  increased  16  percent  in  2013  compared  to  2012  with  13  percentage  points  of  revenue  increase 
attributable to the Dako acquisition. Excluding the effects of the Dako acquisition, there was growth in demand 
for  life  sciences  and  diagnostics  products  and  services  led  by  pharmaceutical  and  biotechnology  and  clinical 
markets.  There  was  a  decrease  in  demand  from  the  academic  and  government  market  for  the  year  ended 
October 31,  2013,  when  compared  to  the  prior  year.  Within  our  chemical  analysis  business  revenue  grew  2 
percent in 2013 compared with the prior year. There were modest increases in revenue from the food safety and 
petrochemical  markets, but environmental and forensics  markets were down when compared to the prior year. 
Within electronic measurement, total revenue decreased when compared to the prior year by 13 percent. General 
purpose  markets  decreased  with  aerospace  and  defense  flat  and  computer  and  semi-conductor  markets  down 
when  compared  to  2012.  Also  within  electronic  measurement,  the  communications  test  business  decreased for 
the  year  ended  October 31,  2013  when  compared  to  the  prior  year  with  wireless  R&D  down  moderately  but 
wireless manufacturing showing a significant shortfall compared to the prior year mostly driven by the loss of 
business from a large customer with whom we could not agree on contractual terms. Agilent's total net revenue 
in 2012 increased 4 percent when compared to 2011. The revenue increase associated with the Dako acquisition 
accounted for approximately 2 percentage points of revenue increase for the year ended October 31, 2012 when 
compared  to  2011.  Foreign  currency  movements  for  2012  had  an  unfavorable  impact  of  approximately  1 
percentage point compared to 2011. 

Net  income  was  $724  million  in 2013  compared  to net  income  of  $1,153  million  and $1,012 million  in 
2012  and  2011,  respectively.  In  2013,  2012  and  2011  we  generated  operating  cash  flows  of  $1,152  million, 
$1,228 million  and  $1,260 million,  respectively.  As  of  October 31,  2013  and  2012  we  had  cash  and  cash 
equivalents balances of $2,675 million and $2,351 million, respectively. 

Looking forward, in the near term we are in a slow-growth environment within electronic measurement 
which  remains  challenging.  There  are  indications  that  our  electronic  measurement  business  will  return  to  a 
growth position next year.  We expect positive trends to continue in our other businesses.   

Critical Accounting Policies and Estimates 

The preparation of financial statements in accordance with accounting principles generally accepted in the 
U.S.  requires  management  to  make  estimates  and  assumptions  that  affect  the  amounts  reported  in  our 
consolidated  financial  statements  and  accompanying  notes.  Management  bases  its  estimates  on  historical 
experience  and  various  other  assumptions  believed  to  be  reasonable.  Although  these  estimates  are  based  on 
management's best knowledge of current events and actions that may impact the company in the future, actual 
results  may  be  different  from  the  estimates.    An  accounting  policy  is  deemed  to  be  critical  if  it  requires  an 
accounting  estimate  to  be  made  based  on  assumptions  about  matters  that  are  highly  uncertain  at  the  time  the 
estimate is made, and if different estimates that reasonably could have been used or changes in the accounting 
estimate  that  are  reasonably  likely  to  occur  could  materially  change  the  financial  statements.  Our  critical 
accounting policies  are  those  that  affect our  financial  statements  materially  and  involve difficult,  subjective or 
complex  judgments  by  management.  Those  policies  are  revenue  recognition,  inventory  valuation,  share-based 
compensation, retirement and post-retirement plan assumptions, valuation of goodwill and purchased intangible 
assets, restructuring and accounting for income taxes. 

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Revenue  recognition.    We  enter  into  agreements  to  sell  products  (hardware  or  software),  services,  and 
other  arrangements  (multiple  element  arrangements)  that  include  combinations  of  products  and  services. 
Revenue  from  product  sales,  net  of  trade  discounts  and  allowances,  is  recognized  provided  that  persuasive 
evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, and collectability is 
reasonably assured. Delivery is considered to have occurred when title  and risk of loss have transferred to the 
customer. Revenue is reduced for estimated product returns, when appropriate. For sales that include customer-
specified acceptance criteria, revenue is recognized after the acceptance criteria have been met. For products that 
include installation, if the installation meets the criteria to be considered a separate element, product revenue is 
recognized  upon  delivery,  and  recognition  of  installation  revenue  occurs  when  the  installation  is  complete. 
Otherwise,  neither  the  product  nor  the  installation  revenue  is  recognized  until  the  installation  is  complete. 
Revenue  from  services  is  deferred  and  recognized  over  the  contractual  period  or  as  services  are  rendered  and 
accepted by the customer. We allocate revenue to each element in our multiple-element arrangements based upon 
their  relative  selling  prices.  We  determine  the  selling  price  for  each  deliverable  based  on  a  selling  price 
hierarchy.  The  selling  price  for  a  deliverable  is  based  on  our  vendor  specific  objective  evidence  (VSOE)  if 
available, third-party evidence (TPE) if VSOE is not available, or estimated selling price (ESP) if neither VSOE 
nor  TPE  is  available.  Revenue  from  the  sale  of  software  products  that  are  not  required  to  deliver  the  tangible 
product's essential functionality are accounted for under software revenue recognition rules. Revenue allocated to 
each element is then recognized when the basic revenue recognition criteria for that element have been met. The 
amount  of  product  revenue  recognized  is  affected  by  our  judgments  as  to  whether  an  arrangement  includes 
multiple elements. 

We  use  VSOE  of  selling  price  in  the  selling  price  allocation  in  all  instances  where  it  exists.  VSOE  of 
selling price for products and services is determined when a substantial majority of the selling prices fall within a 
reasonable  range  when  sold  separately.  TPE  of  selling  price  can  be  established  by  evaluating  largely 
interchangeable  competitor  products  or  services  in  standalone  sales  to  similarly  situated  customers.  As  our 
products  contain  a  significant  element  of  proprietary  technology  and  the  solution  offered  differs  substantially 
from that of competitors, it is difficult to obtain the reliable standalone competitive pricing necessary to establish 
TPE. ESP represents the best estimate  of the price at which we would transact a sale if the product or service 
were  sold  on  a  standalone  basis.  We  determine  ESP  for  a  product  or  service  by  using  historical  selling  prices 
which  reflect  multiple  factors  including,  but  not  limited  to  customer  type,  geography,  market  conditions, 
competitive landscape, gross margin objectives and pricing practices. The determination of ESP is made through 
consultation with and approval by management. We may modify or develop new pricing practices and strategies 
in  the  future.  As  these  pricing  strategies  evolve  changes  may  occur  in  ESP.  The  aforementioned  factors  may 
result  in  a  different  allocation  of  revenue  to  the  deliverables  in  multiple  element  arrangements,  which  may 
change  the  pattern  and  timing  of  revenue  recognition  for  these  elements  but  will  not  change  the  total  revenue 
recognized for the arrangement. 

Inventory valuation.    We assess the valuation of our inventory on a periodic basis and make adjustments 
to the value for estimated excess and obsolete inventory based upon estimates about future demand and actual 
usage. Such estimates are difficult to make under most economic conditions. The excess balance determined by 
this analysis becomes the basis for our excess inventory charge. Our excess inventory review process includes 
analysis of sales forecasts, managing product rollovers and working with manufacturing to maximize recovery of 
excess inventory. If actual market conditions are less favorable than those projected by management, additional 
write-downs  may  be  required.  If  actual  market  conditions  are  more  favorable  than  anticipated,  inventory 
previously  written  down  may  be  sold  to  customers,  resulting  in  lower  cost  of  sales  and  higher  income  from 
operations than expected in that period. 

Share-based  compensation.    We  account  for  share-based  awards  in  accordance  with  the  authoritative 
guidance. Under the authoritative guidance, share-based compensation expense is primarily based on estimated 
grant date fair value and is recognized on a straight line basis. The fair value of share-based awards for employee 
stock  option  awards  was  estimated  using  the  Black-Scholes  option  pricing  model.  Shares  granted  under  the 
Long-Term Performance Program ("LTPP") were valued using the Monte Carlo simulation model. The estimated 
fair value of restricted stock unit awards is determined based on the market price of Agilent's common stock on 
the date of grant adjusted for expected dividend yield.  On January 17, 2012, the company's Board of Directors 
approved  the  initiation  of  quarterly  cash  dividends  to  the  company's  shareholders.  The  fair  value  of  all  the 
awards granted prior to the declaration of quarterly cash dividend was measured based on an expected dividend 

4

yield of 0%. The Employee Stock Purchase Plan ("ESPP") allows eligible employees to purchase shares of our 

common stock at 85 percent of the fair market value at the purchase date. 

Both the Black-Scholes and Monte Carlo simulation fair value models require the use of highly subjective 

and  complex  assumptions,  including  the option's  expected  life  and  the price  volatility  of  the underlying  stock. 

The expected stock price volatility assumption was determined using the historical volatility of Agilent's stock 

option  over  the  most  recent  historical  period  equivalent  to  the  expected  life.  A  10 percent  increase  in  our 

estimated  volatility  from  39 percent  to  49  percent  for  our  most  recent  employee  stock  option  grant  would 

generally increase the value of an award and the associated compensation cost by approximately 23 percent if no 

other factors were changed. 

For  the  grants  awarded  under  the  2009  stock  plan  after  November 1,  2010,  we  increased  the  period 

available to retirement eligible employees to exercise their options from three years at retirement date to the full 

contractual  term  of  ten  years.  In  developing  our  estimated  life  of  our  employee  stock  options  of  5.8 years  for 

2011  to  2013,  we  considered  the  historical  option  exercise  behavior  of  our  executive  employees  who  were 

granted the majority of the options in the annual grants, which we believe is representative of future behavior. 

See Note 4, "Share-based Compensation," to the consolidated financial statements for more information. 

The assumptions used in calculating the fair value of share-based awards represent our best estimates, but 

these estimates involve inherent uncertainties and the application of management judgment. Although we believe 

the  assumptions  and  estimates  we  have  made  are  reasonable  and  appropriate,  changes  in  assumptions  could 

materially impact our reported financial results. 

Retirement  and  post-retirement  benefit  plan  assumptions.    Retirement  and  post-retirement  benefit  plan 

costs are a significant cost of doing business. They represent obligations that will ultimately be settled sometime 

in the future and therefore are subject to estimation. Pension accounting is intended to reflect the recognition of 

future  benefit  costs  over  the  employees'  average  expected  future  service  to  Agilent  based  on  the  terms  of  the 

plans and investment and funding decisions. To estimate the impact of these future payments and our decisions 

concerning funding of these obligations, we are required to make assumptions using actuarial concepts within the 

framework of accounting principles generally accepted in the U.S. Two critical assumptions are the discount rate 

and  the  expected  long-term  return  on plan assets.  Other  important  assumptions  include,  expected future  salary 

increases,  expected  future  increases to  benefit  payments,  expected retirement  dates,  employee  turnover,  retiree 

mortality rates, and portfolio composition. We evaluate these assumptions at least annually. 

The discount  rate  is  used  to determine  the present value of future  benefit  payments  at  the  measurement 

date - October 31 for both U.S. and non-U.S. plans. For 2013 and 2012, the U.S. discount rates were based on the 

results  of  matching  expected  plan  benefit  payments  with  cash  flows  from  a  hypothetically  constructed  bond 

portfolio and increased in 2013 from the previous year. For 2013 and 2012, the discount rate for non-U.S. plans 

was generally based on published rates for high quality corporate bonds and remained largely unchanged. If we 

changed our discount rate by 1 percent, the impact would be $8 million on U.S. pension expense and $23 million 

on  non-U.S.  pension  expense.  Lower  discount  rates  increase  present  values  and  subsequent  year  pension 

expense; higher discount rates decrease present values and subsequent year pension expense. 

The  company  uses  alternate  methods  of  amortization  as  allowed  by  the  authoritative  guidance  which 

amortizes the actuarial gains and losses on a consistent basis for the years presented. For U.S. Plans, gains and 

losses  are  amortized  over  the  average  future  working  lifetime.  For  most  Non-U.S.  Plans  and  U.S.  Post-

Retirement Benefit Plans, gains and losses are amortized using a separate layer for each year's gains and losses. 

The expected long-term return on plan assets is estimated using current and expected asset allocations as well as 

historical and expected returns. Plan assets are valued at fair value. If we changed our estimated return on assets 

by  1 percent,  the  impact  would  be  $8 million  on  U.S.  pension  expense  and  $17 million  on  non-U.S.  pension 

expense.  For  2013,  actual  return  on  assets  was  above  expectations  which,  along  with  contributions  during  the 

year,  reduced  next  year’s  pension  cost  as  well  as  improved  the  funded  status  at  year  end.  The  net  periodic 

pension  and  post-retirement  benefit  costs  recorded  in  operations  excluding  curtailments  and  settlements  were 

$58 million in 2013, $52 million in 2012, and $58 million in 2011.  

Goodwill and purchased intangible assets.  Agilent reviews goodwill for impairment annually during our 

fourth  fiscal  quarter  and  whenever  events  or  changes  in  circumstances  indicate  the  carrying  value  may  not  be 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
yield of 0%. The Employee Stock Purchase Plan ("ESPP") allows eligible employees to purchase shares of our 
common stock at 85 percent of the fair market value at the purchase date. 

Both the Black-Scholes and Monte Carlo simulation fair value models require the use of highly subjective 
and  complex  assumptions,  including  the option's  expected  life  and  the price  volatility  of  the underlying  stock. 
The expected stock price volatility assumption was determined using the historical volatility of Agilent's stock 
option  over  the  most  recent  historical  period  equivalent  to  the  expected  life.  A  10 percent  increase  in  our 
estimated  volatility  from  39 percent  to  49  percent  for  our  most  recent  employee  stock  option  grant  would 
generally increase the value of an award and the associated compensation cost by approximately 23 percent if no 
other factors were changed. 

For  the  grants  awarded  under  the  2009  stock  plan  after  November 1,  2010,  we  increased  the  period 
available to retirement eligible employees to exercise their options from three years at retirement date to the full 
contractual  term  of  ten  years.  In  developing  our  estimated  life  of  our  employee  stock  options  of  5.8 years  for 
2011  to  2013,  we  considered  the  historical  option  exercise  behavior  of  our  executive  employees  who  were 
granted the majority of the options in the annual grants, which we believe is representative of future behavior. 
See Note 4, "Share-based Compensation," to the consolidated financial statements for more information. 

The assumptions used in calculating the fair value of share-based awards represent our best estimates, but 
these estimates involve inherent uncertainties and the application of management judgment. Although we believe 
the  assumptions  and  estimates  we  have  made  are  reasonable  and  appropriate,  changes  in  assumptions  could 
materially impact our reported financial results. 

Retirement  and  post-retirement  benefit  plan  assumptions.    Retirement  and  post-retirement  benefit  plan 
costs are a significant cost of doing business. They represent obligations that will ultimately be settled sometime 
in the future and therefore are subject to estimation. Pension accounting is intended to reflect the recognition of 
future  benefit  costs  over  the  employees'  average  expected  future  service  to  Agilent  based  on  the  terms  of  the 
plans and investment and funding decisions. To estimate the impact of these future payments and our decisions 
concerning funding of these obligations, we are required to make assumptions using actuarial concepts within the 
framework of accounting principles generally accepted in the U.S. Two critical assumptions are the discount rate 
and  the  expected  long-term  return  on plan assets.  Other  important  assumptions  include,  expected future  salary 
increases,  expected  future  increases to  benefit  payments,  expected retirement  dates,  employee  turnover,  retiree 
mortality rates, and portfolio composition. We evaluate these assumptions at least annually. 

The discount  rate  is  used  to determine  the present value of future  benefit  payments  at  the  measurement 
date - October 31 for both U.S. and non-U.S. plans. For 2013 and 2012, the U.S. discount rates were based on the 
results  of  matching  expected  plan  benefit  payments  with  cash  flows  from  a  hypothetically  constructed  bond 
portfolio and increased in 2013 from the previous year. For 2013 and 2012, the discount rate for non-U.S. plans 
was generally based on published rates for high quality corporate bonds and remained largely unchanged. If we 
changed our discount rate by 1 percent, the impact would be $8 million on U.S. pension expense and $23 million 
on  non-U.S.  pension  expense.  Lower  discount  rates  increase  present  values  and  subsequent  year  pension 
expense; higher discount rates decrease present values and subsequent year pension expense. 

The  company  uses  alternate  methods  of  amortization  as  allowed  by  the  authoritative  guidance  which 
amortizes the actuarial gains and losses on a consistent basis for the years presented. For U.S. Plans, gains and 
losses  are  amortized  over  the  average  future  working  lifetime.  For  most  Non-U.S.  Plans  and  U.S.  Post-
Retirement Benefit Plans, gains and losses are amortized using a separate layer for each year's gains and losses. 
The expected long-term return on plan assets is estimated using current and expected asset allocations as well as 
historical and expected returns. Plan assets are valued at fair value. If we changed our estimated return on assets 
by  1 percent,  the  impact  would  be  $8 million  on  U.S.  pension  expense  and  $17 million  on  non-U.S.  pension 
expense.  For  2013,  actual  return  on  assets  was  above  expectations  which,  along  with  contributions  during  the 
year,  reduced  next  year’s  pension  cost  as  well  as  improved  the  funded  status  at  year  end.  The  net  periodic 
pension  and  post-retirement  benefit  costs  recorded  in  operations  excluding  curtailments  and  settlements  were 
$58 million in 2013, $52 million in 2012, and $58 million in 2011.  

Goodwill and purchased intangible assets.  Agilent reviews goodwill for impairment annually during our 
fourth  fiscal  quarter  and  whenever  events  or  changes  in  circumstances  indicate  the  carrying  value  may  not  be 

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recoverable.  As  defined  in  the  authoritative  guidance,  a  reporting  unit  is  an  operating  segment,  or  one  level 
below  an  operating  segment.  We  aggregated  components  of  an  operating  segment  that  have  similar  economic 
characteristics into our reporting units. At the time of an acquisition, we assign goodwill to the reporting unit that 
is expected to benefit from the synergies of the combination. In the fourth quarter of 2013, we combined the life 
sciences and diagnostics and genomics segments to form the life sciences and diagnostics segment.  As a result, 
Agilent  now  has  three  segments,  life  sciences  and  diagnostics,  chemical  analysis,  and  electronic  measurement 
segments. 

In September 2011, the FASB approved changes to the goodwill impairment guidance which are intended 
to  reduce  the  cost  and  complexity  of  the  annual  impairment  test.  The  changes  provide  entities  an  option  to 
perform  a  qualitative  assessment  to  determine  whether  further  impairment  testing  is  necessary.  The  revised 
standard gives an entity the option to first assess qualitative factors to determine whether performing the current 
two-step  test  is  necessary.  If  an  entity  believes,  as  a  result  of  its  qualitative  assessment,  that  it  is  more-likely-
than-not  (i.e. >  50%  chance)  that  the  fair  value  of  a  reporting  unit  is  less  than  its  carrying  amount,  the 
quantitative impairment test will be required. Otherwise, no further testing will be required. 

The revised guidance includes examples of events and circumstances that might indicate that a reporting 
unit's fair value is less than its carrying amount. These include macro-economic conditions such as deterioration 
in  the  entity's  operating  environment  or  industry  or  market  considerations;  entity-specific  events  such  as 
increasing costs, declining financial performance, or loss of key personnel; or other events such as an expectation 
that a reporting unit will be sold or a sustained decrease in the stock price on either an absolute basis or relative 
to peers. 

The  qualitative  indicators  replace  those  previously  used  to  determine  whether  an  interim  goodwill 

impairment test is required.  Agilent opted to early adopt this guidance for the year ended October 31, 2011. 

assets in 2011.   

If  it  is  determined,  as  a  result  of  the  qualitative  assessment,  that  it  is  more-likely-than-not  that  the  fair 
value of a reporting unit is less than its carrying amount, the provisions of authoritative guidance require that we 
perform a two-step impairment test on goodwill. In the first step, we compare the fair value of each reporting 
unit to its carrying value. The second step (if necessary) measures the amount of impairment by applying fair-
value-based tests to the individual assets and liabilities within each reporting unit. 

In fiscal year 2013, we assessed goodwill impairment for our four reporting units which consisted of two 
segments:  chemical  analysis  and  electronic  measurement;  and  two  reporting  units  under  the  life  sciences  and 
diagnostics segment. The first of these two reporting units related to our life sciences business and the second 
related  to  our  diagnostics  business.  We  performed  a  qualitative  test  for  goodwill  impairment  of  the  following 
three  reporting  units,  as  of  September  30,  2013:  the  chemical  analysis  segment,  the  electronic  measurement 
segment, and the reporting unit relating to life sciences. Based on the results of our qualitative testing, we believe 
that it is more-likely-than-not that the fair value of these reporting units are greater than their respective carrying 
values. We performed a quantitative test for goodwill impairment of the reporting unit related to our diagnostics 
business  as  of  September  30,  2013.  Based  on  the  results  of  our  quantitative  testing,  the  fair  value  was 
significantly  in  excess  of  the  carrying  value.  There  was  no  impairment  of  goodwill  during  the  years  ended 
October 31, 2013, 2012 and 2011. Each quarter we review the events and circumstances to determine if goodwill 
impairment is indicated. 

Purchased intangible assets consist primarily of acquired developed technologies, proprietary know-how, 
trademarks,  and  customer  relationships  and  are  amortized  using  the  straight-line  method  over  estimated  useful 
lives ranging from 6 months to 15 years. In-process research and development (IPR&D) is initially capitalized at 
fair value as an intangible asset with an indefinite life and assessed for impairment thereafter. When the IPR&D 
project  is  complete,  it  is  reclassified  as  an  amortizable  purchased  intangible  asset  and  is  amortized  over  its 
estimated useful life. If an IPR&D project is abandoned, Agilent will record a charge for the value of the related 
intangible asset to Agilent's consolidated statement of operations in the period it is abandoned. 

In July 2012, the FASB simplified the guidance for testing for impairment of indefinite-lived intangible 
assets  other  than  goodwill.    The  changes  are  intended  to  reduce  compliance  costs.    Agilent's  indefinite-lived 
intangible  assets  are  IPR&D  intangible  assets.  The  revised  guidance  allows  a  qualitative  approach  for  testing 
indefinite-lived  intangible  assets  for  impairment,  similar  to  the  impairment  testing  guidance  for  goodwill.  It 

6

allows  the  option  to  first  assess  qualitative  factors  (events  and  circumstances)  that  could  affect  the  significant 

inputs used in determining the fair value of the indefinite-lived intangible asset. The qualitative factors assist in 

determining whether it is more likely than not (meaning a likelihood of more than 50 percent) that the indefinite-

lived  intangible  asset  is  impaired.    An  organization  may  choose  to  bypass  the  qualitative  assessment  for  any 

indefinite-lived intangible asset in any period and proceed directly to calculating its fair value.  The amendments 

are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 

2012. Early adoption was permitted. Agilent adopted this guidance for the year ended October 31, 2012. Based 

on the quantitative test, we recorded an impairment of $1  million in 2013 and an impairment of $1 million in 

2012, both relating to IPR&D projects that were abandoned. In all other instances we used the qualitative test and 

concluded that it was more likely than not that all other indefinite-lived intangible assets were not impaired. No 

impairments were recorded in 2011. 

We  continually  monitor  events  and  changes  in  circumstances  that  could  indicate  carrying  amounts  of 

long-lived assets, including purchased intangible assets, may not be recoverable. When such events or changes in 

circumstances occur, we assess the recoverability of long-lived assets by determining whether the carrying value 

of such assets will be recovered through undiscounted expected future cash flows. If the total of the undiscounted 

future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the 

excess of the carrying amount over the fair value of the assets. In 2013, we recorded $1 million of impairments 

of other intangibles related to cancellation of an in-process research and development project. We also recorded 

$3  million  of  impairments  related  to  other  long-lived  assets  in  2013.    In  2012,  we  recorded  $1  million  of 

impairments of other intangibles related to the cancellation of an in-process research and development project. 

We  also  recorded  $1  of  impairments  related  to  other  long-lived  assets  in  2012.  We  performed  impairment 

analyses of purchased intangible assets in 2011 and recorded $3 million of impairment charges primarily related 

to a business where we ceased operations. We also recorded $8 million of impairments related to other long-lived 

Restructuring. The  main  component  of  our  restructuring  plan  is  related  to  workforce  reductions. 

Workforce  reduction  charges  are  accrued  when  payment  of  benefits  becomes  probable  that  the  employees  are 

entitled  to  the  severance  and  the  amounts  can  be  estimated.  If  the  amounts  and  timing  of  cash  flows  from 

restructuring  activities  are  significantly  different  from  what  we  have  estimated,  the  actual  amount  of 

restructuring and other related charges could be materially different, either higher or lower, than those we have 

recorded. 

Accounting for income taxes.    We must make certain estimates and judgments in determining income tax 

expense for financial statement purposes. These estimates and judgments occur in the calculation of tax credits, 

benefits and deductions, and in the calculation of certain tax assets and liabilities which arise from differences in 

the timing of recognition of revenue and expense for tax and financial statement purposes, as well as interest and 

penalties  related  to uncertain tax  positions. Significant  changes  to  these estimates  may  result  in  an  increase or 

decrease to our tax provision in a subsequent period. 

Significant  management  judgment  is  also  required  in  determining  whether  deferred  tax  assets  will  be 

realized in full or in part. When it is more-likely-than-not that all or some portion of specific deferred tax assets 

such as net operating losses or foreign tax credit carryforwards will not be realized, a valuation allowance must 

be established for the amount of the deferred tax assets that cannot be realized. We consider all available positive 

and negative evidence on a jurisdiction-by-jurisdiction basis when assessing whether it is more likely than not 

that deferred tax assets are recoverable. We consider evidence such as our past operating results, the existence of 

losses in recent years and our forecast of future taxable income. In the fourth quarter of fiscal 2012 we released 

the  valuation  allowance  for  the  majority  of  our  U.S.  deferred  tax  assets.  At  October 31,  2013,  we  continue  to 

recognize a valuation allowance for certain U.S. state and foreign deferred tax assets. We intend to maintain a 

valuation allowance in these jurisdictions until sufficient positive evidence exists to support its reversal. 

We  have  not  provided  for  all  U.S.  federal  income  and  foreign  withholding  taxes  on  the  undistributed 

earnings of some of our foreign subsidiaries because we intend to reinvest such earnings indefinitely. Should we 

decide to remit this income to the U.S. in a future period, our provision for income taxes will increase materially 

in that period. 

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
allows  the  option  to  first  assess  qualitative  factors  (events  and  circumstances)  that  could  affect  the  significant 
inputs used in determining the fair value of the indefinite-lived intangible asset. The qualitative factors assist in 
determining whether it is more likely than not (meaning a likelihood of more than 50 percent) that the indefinite-
lived  intangible  asset  is  impaired.    An  organization  may  choose  to  bypass  the  qualitative  assessment  for  any 
indefinite-lived intangible asset in any period and proceed directly to calculating its fair value.  The amendments 
are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 
2012. Early adoption was permitted. Agilent adopted this guidance for the year ended October 31, 2012. Based 
on the quantitative test, we recorded an impairment of $1  million in 2013 and an impairment of $1 million in 
2012, both relating to IPR&D projects that were abandoned. In all other instances we used the qualitative test and 
concluded that it was more likely than not that all other indefinite-lived intangible assets were not impaired. No 
impairments were recorded in 2011. 

We  continually  monitor  events  and  changes  in  circumstances  that  could  indicate  carrying  amounts  of 
long-lived assets, including purchased intangible assets, may not be recoverable. When such events or changes in 
circumstances occur, we assess the recoverability of long-lived assets by determining whether the carrying value 
of such assets will be recovered through undiscounted expected future cash flows. If the total of the undiscounted 
future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the 
excess of the carrying amount over the fair value of the assets. In 2013, we recorded $1 million of impairments 
of other intangibles related to cancellation of an in-process research and development project. We also recorded 
$3  million  of  impairments  related  to  other  long-lived  assets  in  2013.    In  2012,  we  recorded  $1  million  of 
impairments of other intangibles related to the cancellation of an in-process research and development project. 
We  also  recorded  $1  of  impairments  related  to  other  long-lived  assets  in  2012.  We  performed  impairment 
analyses of purchased intangible assets in 2011 and recorded $3 million of impairment charges primarily related 
to a business where we ceased operations. We also recorded $8 million of impairments related to other long-lived 
assets in 2011.   

Restructuring. The  main  component  of  our  restructuring  plan  is  related  to  workforce  reductions. 
Workforce  reduction  charges  are  accrued  when  payment  of  benefits  becomes  probable  that  the  employees  are 
entitled  to  the  severance  and  the  amounts  can  be  estimated.  If  the  amounts  and  timing  of  cash  flows  from 
restructuring  activities  are  significantly  different  from  what  we  have  estimated,  the  actual  amount  of 
restructuring and other related charges could be materially different, either higher or lower, than those we have 
recorded. 

Accounting for income taxes.    We must make certain estimates and judgments in determining income tax 
expense for financial statement purposes. These estimates and judgments occur in the calculation of tax credits, 
benefits and deductions, and in the calculation of certain tax assets and liabilities which arise from differences in 
the timing of recognition of revenue and expense for tax and financial statement purposes, as well as interest and 
penalties  related  to uncertain tax  positions. Significant  changes  to  these estimates  may  result  in  an  increase or 
decrease to our tax provision in a subsequent period. 

Significant  management  judgment  is  also  required  in  determining  whether  deferred  tax  assets  will  be 
realized in full or in part. When it is more-likely-than-not that all or some portion of specific deferred tax assets 
such as net operating losses or foreign tax credit carryforwards will not be realized, a valuation allowance must 
be established for the amount of the deferred tax assets that cannot be realized. We consider all available positive 
and negative evidence on a jurisdiction-by-jurisdiction basis when assessing whether it is more likely than not 
that deferred tax assets are recoverable. We consider evidence such as our past operating results, the existence of 
losses in recent years and our forecast of future taxable income. In the fourth quarter of fiscal 2012 we released 
the  valuation  allowance  for  the  majority  of  our  U.S.  deferred  tax  assets.  At  October 31,  2013,  we  continue  to 
recognize a valuation allowance for certain U.S. state and foreign deferred tax assets. We intend to maintain a 
valuation allowance in these jurisdictions until sufficient positive evidence exists to support its reversal. 

We  have  not  provided  for  all  U.S.  federal  income  and  foreign  withholding  taxes  on  the  undistributed 
earnings of some of our foreign subsidiaries because we intend to reinvest such earnings indefinitely. Should we 
decide to remit this income to the U.S. in a future period, our provision for income taxes will increase materially 
in that period. 

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax 

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law and regulations in a multitude of jurisdictions. Although the guidance on the accounting for uncertainty in 
income  taxes  prescribes  the  use  of  a  recognition  and  measurement  model,  the  determination  of  whether  an 
uncertain tax position has met those thresholds will continue to require significant judgment by management. In 
accordance  with  the  guidance  on  the  accounting  for  uncertainty  in  income  taxes,  for  all  U.S.  and  other  tax 
jurisdictions, we recognize potential liabilities for anticipated tax audit issues based on our estimate of whether, 
and the extent to which, additional taxes and interest will be due. The ultimate resolution of tax uncertainties may 
differ from what is currently estimated, which could result in a material impact on income tax expense. If our 
estimate  of  income  tax  liabilities  proves  to  be  less  than  the  ultimate  assessment,  a  further  charge  to  expense 
would be required. If events occur and the payment of these amounts ultimately proves to be unnecessary, the 
reversal  of  the  liabilities  would  result  in  tax  benefits  being  recognized  in  the  period  when  we  determine  the 
liabilities are no longer necessary. We include interest and penalties related to unrecognized tax benefits within 
the provision for income taxes on the consolidated statements of operations. 

As a part of our accounting for business combinations, intangible assets are recognized at fair values and 
goodwill  is  measured  as  the  excess  of  consideration  transferred  over  the  net  estimated  fair  values  of  assets 
acquired.  Impairment  charges  associated  with  goodwill  are  generally  not  tax  deductible  and  will  result  in  an 
increased  effective  income  tax  rate  in  the  period  that  any  impairment  is  recorded.  Amortization  expenses 
associated with acquired intangible assets are generally not tax deductible and therefore deferred tax liabilities 
have  been  recorded  for  non-deductible  amortization  expenses  as  a  part  of  the  accounting  for  business 
combinations.  

Adoption of New Pronouncements 

See Note 2, "New Accounting Pronouncements," to the consolidated financial statements for a description 

of new accounting pronouncements. 

Restructuring  

In the second quarter of 2013, we accrued for a targeted restructuring program that is expected to reduce 
Agilent's total headcount by approximately 450 regular employees, representing approximately 2 percent of our 
global  workforce.  The  timing  and  scope  of  workforce  reductions  will  vary  based  on  local  legal  requirements. 
When completed, the restructuring program is expected to result in an approximately  $50 million reduction in 
annual  cost  of  sales  and  operating  expenses.  In  addition  we  have  been  streamlining  our  manufacturing 
operations.  As  part  of  this  action,  we  anticipate  the  reduction  of  approximately  250  positions  to  reduce  our 
annual cost of sales.  

For the year ended October 31, 2013 we accrued $53 million associated with the headcount reductions. 
Within  the  U.S,  we  have  substantially  completed  these  restructuring  activities.   Internationally,  we  expect  to 
complete the majority of these restructuring activities by the end of the second half of fiscal 2014.  As of October 
31,  2013,  approximately  250  employees  were  terminated  and  $29  million  was  paid  under  the  targeted 
restructuring program and 100 employees were terminated under the streamlining of manufacturing. 

Foreign Currency 

Our revenues, costs and expenses, and monetary assets and liabilities are exposed to changes in foreign 
currency exchange rates as a result of our global operating and financing activities. We hedge revenues, expenses 
and balance sheet exposures that are not denominated in the functional currencies of our subsidiaries on a short 
term  and  anticipated  basis.  We  do  experience  some  fluctuations  within  individual  lines  of  the  consolidated 
statement  of  operations  and balance  sheet because  our hedging program  is  not  designed  to  offset  the  currency 
movements  in  each  category  of  revenues,  expenses,  monetary  assets  and  liabilities.  Our  hedging  program  is 
designed  to hedge  currency movements  on  a  relatively  short-term  basis  (up  to  a rolling  twelve  month period). 
Therefore, we are exposed to currency fluctuations over the longer term. To the extent that we are required to 
pay  for  all,  or  portions,  of  an  acquisition  price  in  foreign  currencies,  Agilent  may  enter  into  foreign  exchange 
contracts to reduce the risk that currency movements will impact the U.S. dollar cost of the transaction. 

8

Results from Operations 

Orders and Net Revenue 

Orders 

Net revenue: 

Products 

Services and other 

Total net revenue 

2013 

6,827 

5,534 

1,248 

6,782 

$ 

$ 

$ 

$ 

Years Ended October 31, 

2012 

(in millions) 

6,877

5,659

1,199

6,858

 $ 

 $ 

 $ 

 $ 

2011 

6,769

5,482

1,133

6,615

$ 

$ 

$ 

$ 

2013 over 2012 

% Change 

2012 over 2011

% Change 

(1)% 

(2)% 

4% 

(1)% 

2% 

3% 

6% 

4% 

Years Ended October 31, 

2013 

2012 

2011 

2013 over 2012 

Ppts Change 

2012 over 2011

Ppts Change 

% of total net revenue: 

Products 

Services and other 

Total 

82% 

18% 

100% 

83% 

17% 

100% 

83% 

17% 

100% 

(1) ppt 

1 ppt 

— 

— 

In  general,  recorded  orders  represent  firm  purchase  commitments  from  our  customers  with  established 

terms and conditions for products and services that will be delivered within six months. Agilent's total orders in 

2013 were $6,827 million, a decrease of 1 percent when compared to 2012. Foreign currency movements had an 

unfavorable impact of approximately 2 percentage points for the year ended October 31, 2013 when compared to 

2012.  The  increase  in  orders  associated  with  the  Dako  acquisition  accounted  for  approximately  3  percentage 

points  of  total  order  growth  for  the  year  ended  October 31,  2013  when  compared  to  2012.  Within  our  life 

sciences  and  diagnostics  business  orders  increased  16  percent  in  2013  compared  to  2012  with  13  percentage 

points  of  order  increase  attributable  to  the  Dako  acquisition.    Chemical  analysis  orders  increased  2  percent  in 

2013  when  compared  to  2012  and  electronic  measurement  businesses  orders  decreased  13  percent  when 

compared  to 2012.  Agilent's  total  orders  in 2012  increased  2 percent when  compared  to  2011.  The  increase  in 

orders associated with the Dako acquisition accounted for 2 percentage points of order growth for the year ended 

October 31, 2012 when compared to 2011. Within our life sciences and diagnostics business orders increased due 

to the Dako acquisition and were flat in chemical analysis and electronic measurement when compared to 2011. 

Agilent's  net  revenue  of  $6,782 million  decreased  1 percent  when  compared  to  2012.  Foreign  currency 

movements for 2013 had an unfavorable impact of approximately 1 percentage point compared to 2012. Revenue 

associated with the Dako acquisition accounted for approximately 4 percentage points of the revenue growth for 

the  year  ended  October 31,  2013  when  compared  to  2012.  Within  our  life  sciences  and  diagnostics  business 

revenue  increased  16  percent  in  2013  compared  to  2012  with  13  percentage  points  of  revenue  increase 

attributable to the Dako acquisition. Excluding the effects of the Dako acquisition, there was growth in demand 

for  life  sciences  and  diagnostics  products  and  services  led  by  pharmaceutical  and  biotechnology  and  clinical 

markets.  There  was  a  decrease  in  demand    from  the  academic  and  government  market  for  the  year  ended 

October 31,  2013,  when  compared  to  the  prior  year.  Within  our  chemical  analysis  business  revenue  grew  2 

percent in 2013 compared with the prior year. There were modest increases in revenue from the food safety and 

petrochemical  markets, but environmental and forensics  markets were down when compared to the prior year. 

Within electronic measurement, total revenue decreased when compared to the prior year by 13 percent. General 

purposes  markets  decreased  with  aerospace  and  defense  flat  and  computer  and  semi-conductor  markets  down 

when  compared  to  2012.  Also  within  electronic  measurement,  the  communications  test  business  decreased for 

the  year  ended  October 31,  2013  when  compared  to  the  prior  year  with  wireless  R&D  down  moderately  but 

wireless manufacturing showing a significant shortfall compared to the prior year mostly driven by the loss of 

business from a large customer with whom we could not agree on contractual terms. Agilent's total net revenue 

in 2012 increased 4 percent when compared to 2011. The revenue increase associated with the Dako acquisition 

accounted for approximately 2 percentage points of revenue increase for the year ended October 31, 2012 when 

 
 
 
 
  
 
  
 
 
 
  
 
  
 
  
 
  
   
 
  
 
 
 
  
 
  
 
  
 
 
 
  
    
    
 
  
 
  
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
Results from Operations 

Orders and Net Revenue 

Orders 
Net revenue: 
Products 
Services and other 

Total net revenue 

2013 

6,827 

5,534 
1,248 
6,782 

$ 

$ 
$ 
$ 

Years Ended October 31, 

2012 

(in millions) 
6,877

5,659
1,199
6,858

 $ 

 $ 
 $ 
 $ 

2011 

6,769

5,482
1,133
6,615

$ 

$ 
$ 
$ 

2013 over 2012 
% Change 

2012 over 2011
% Change 

(1)% 

(2)% 
4% 
(1)% 

2% 

3% 
6% 
4% 

Years Ended October 31, 

2013 

2012 

2011 

2013 over 2012 
Ppts Change 

2012 over 2011
Ppts Change 

% of total net revenue: 

Products 
Services and other 
Total 

82% 
18% 
100% 

83% 
17% 
100% 

83% 
17% 
100% 

(1) ppt 
1 ppt 

— 
— 

In  general,  recorded  orders  represent  firm  purchase  commitments  from  our  customers  with  established 
terms and conditions for products and services that will be delivered within six months. Agilent's total orders in 
2013 were $6,827 million, a decrease of 1 percent when compared to 2012. Foreign currency movements had an 
unfavorable impact of approximately 2 percentage points for the year ended October 31, 2013 when compared to 
2012.  The  increase  in  orders  associated  with  the  Dako  acquisition  accounted  for  approximately  3  percentage 
points  of  total  order  growth  for  the  year  ended  October 31,  2013  when  compared  to  2012.  Within  our  life 
sciences  and  diagnostics  business  orders  increased  16  percent  in  2013  compared  to  2012  with  13  percentage 
points  of  order  increase  attributable  to  the  Dako  acquisition.    Chemical  analysis  orders  increased  2  percent  in 
2013  when  compared  to  2012  and  electronic  measurement  businesses  orders  decreased  13  percent  when 
compared  to 2012.  Agilent's  total  orders  in 2012  increased  2 percent when  compared  to  2011.  The  increase  in 
orders associated with the Dako acquisition accounted for 2 percentage points of order growth for the year ended 
October 31, 2012 when compared to 2011. Within our life sciences and diagnostics business orders increased due 
to the Dako acquisition and were flat in chemical analysis and electronic measurement when compared to 2011. 

Agilent's  net  revenue  of  $6,782 million  decreased  1 percent  when  compared  to  2012.  Foreign  currency 
movements for 2013 had an unfavorable impact of approximately 1 percentage point compared to 2012. Revenue 
associated with the Dako acquisition accounted for approximately 4 percentage points of the revenue growth for 
the  year  ended  October 31,  2013  when  compared  to  2012.  Within  our  life  sciences  and  diagnostics  business 
revenue  increased  16  percent  in  2013  compared  to  2012  with  13  percentage  points  of  revenue  increase 
attributable to the Dako acquisition. Excluding the effects of the Dako acquisition, there was growth in demand 
for  life  sciences  and  diagnostics  products  and  services  led  by  pharmaceutical  and  biotechnology  and  clinical 
markets.  There  was  a  decrease  in  demand    from  the  academic  and  government  market  for  the  year  ended 
October 31,  2013,  when  compared  to  the  prior  year.  Within  our  chemical  analysis  business  revenue  grew  2 
percent in 2013 compared with the prior year. There were modest increases in revenue from the food safety and 
petrochemical  markets, but environmental and forensics  markets were down when compared to the prior year. 
Within electronic measurement, total revenue decreased when compared to the prior year by 13 percent. General 
purposes  markets  decreased  with  aerospace  and  defense  flat  and  computer  and  semi-conductor  markets  down 
when  compared  to  2012.  Also  within  electronic  measurement,  the  communications  test  business  decreased for 
the  year  ended  October 31,  2013  when  compared  to  the  prior  year  with  wireless  R&D  down  moderately  but 
wireless manufacturing showing a significant shortfall compared to the prior year mostly driven by the loss of 
business from a large customer with whom we could not agree on contractual terms. Agilent's total net revenue 
in 2012 increased 4 percent when compared to 2011. The revenue increase associated with the Dako acquisition 
accounted for approximately 2 percentage points of revenue increase for the year ended October 31, 2012 when 

8

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compared  to  2011.  Foreign  currency  movements  for  2012  had  an  unfavorable  impact  of  approximately  1 
percentage  point  compared  to  2011.  Note 21,  "Segment  Information"  shows  a  reconciliation  between  segment 
revenue and net revenue. 

Services  and  other  revenue  include  revenue  generated  from  servicing  our  installed  base  of  products, 
warranty  extensions  and  consulting.  Services  and  other  revenue  increased  4  percent  in  2013  as  compared  to 
2012.    The  service  and  other  revenue  growth  is  higher  than  product  revenue  growth  due  to  a  portion  of  the 
revenue being driven more by the previously installed base than current period product sales. Services and other 
revenue increased 6 percent in 2012 as compared to 2011.  

Backlog 

Backlog represents the amount of revenue expected from orders that have already been booked, including 
orders for goods and services that have not been delivered to customers, orders invoiced but not yet recognized 
as revenue, and orders for goods that were shipped but not invoiced, awaiting acceptance by customers.  

On  October 31,  2013,  our  unfilled  backlog  for  the  electronic  measurement  business  was  approximately 
$760 million,  as  compared  to  approximately  $800 million  at  October 31,  2012.  On  October 31,  2013,  our 
unfilled  backlog  for  the  chemical  analysis  business  was  approximately  $380 million,  as  compared  to 
approximately $360 million at October 31, 2012. Within our life sciences and diagnostics business, our unfilled 
backlog  was  approximately  $520 million  on  October 31,  2013  as  compared  to  approximately  $530 million  at 
October 31, 2012. We expect that a majority of the unfilled backlog for all three businesses will be delivered to 
customers within six months. On average, our unfilled backlog represents approximately three months' worth of 
revenues. We believe backlog on any particular date, while indicative of short-term revenue performance, is not 
necessarily a reliable indicator of medium or long-term revenue performance. 

Costs and Expenses 

Gross margin on products 
Gross margin on services and other 
Total gross margin 
Operating margin 

(in millions) 

Years Ended October 31, 

2013 
53.5% 
46.2% 
52.1% 
14.0% 

2012 
53.9% 
46.1% 
52.6% 
16.3% 

2011 
54.9% 
45.9% 
53.3% 
16.2% 

2013 over 2012 
Change 
— 
— 
— 
(2) ppts 

2012 over 2011
Change 
(1) ppt 
— 
(1) ppt 
— 

Research and development 
Selling, general and administrative 

704
$ 
$  1,880

$ 
$ 

668
1,817

649
$
$ 1,809

5% 
3% 

3% 
—% 

In  2013,  total  gross  margin  was  flat  in  comparison  to  2012.  Increased  costs,  in  particular,  intangible 
amortization  from  the  acquisition  of  Dako,  restructuring  expenses  and  inventory  charges  were  offset  by  a 
decrease in variable and incentive pay. In 2012, total gross margin decreased 1 percentage point in comparison to 
2011. The unfavorable impact of product mix, increased intangible amortization related to the Dako acquisition 
were  offset  by  lower  variable  and  incentive  pay.  Operating  margins  in  2013  decreased  2  percentage  points 
compared  to  2012  as  a  result  of  increased  operating  expenses  associated  with  the  Dako  acquisition,  including 
increased intangible asset amortization, restructuring costs, higher wages and increased inventory charges offset 
by lower variable and incentive pay. Operating margins in 2012 were flat when compared to 2011. This was the 
result of maintaining cost control through a decrease in variable and incentive pay while absorbing increases in 
expenditure from Dako and wage increases.  

Gross inventory charges were $48 million in 2013 and $30 million in 2012 and 2011. Sales of previously 

written down inventory were $7 million in 2013 and $5 million in 2012 and 2011. 

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. We conduct 

10

five types of research and development: basic research, foundation technologies, communications, life sciences 

and  measurement.  Our  research  seeks  to  improve  on  various  technical  competencies  in  electronics,  software, 

systems and solutions, life sciences and photonics. 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. Some of our product development research is 

designed  to  improve  on  the  more  than  20,000  products  already  in  production,  focus  on  major  new  product 

releases,  and  develop  new  product  segments  for  the  future.  Due  to  the  breadth  of  research  and  development 

projects  across  all  of  our  businesses,  there  are  a  number  of  drivers  of  this  expense.  We  remain  committed  to 

invest  significantly  in  research  and  development  and  have  focused  our  development  efforts  on  key  strategic 

opportunities to align our business with available markets and position ourselves to capture market share. 

Research  and  development  expenditures  increased  5 percent  in  2013  compared  to  2012.  Increased 

expenditure was due to our continued investment in new product development and technologies, increased costs 

due  to  Dako,  restructuring  costs  and  wage  increases,  partially  offset  by  lower  variable  and  incentive  pay. 

Research  and  development  expenditures  increased  3 percent  in  2012  compared  to  2011.  Increased  expenditure 

was  due  to  increased  costs  due  to  Dako  offset  by  lower  variable  and  incentive  pay.  We  remain  committed  to 

invest  approximately  10  percent  of  revenues  in  research  and  development  and  have  focused  our  development 

efforts on key strategic opportunities in order to align our business with available markets and position ourselves 

to capture market share. 

Selling,  general  and  administrative  expenses  increased  3  percent  in  2013  compared  to  2012.  Increases 

were due to the acquisition of Dako, including amortization of intangible assets, wage increases and investments 

in  sales  channel  coverage  in  emerging  geographies  and  restructuring  costs  offset  by  decreases  in  variable  and 

incentive pay. Selling, general and administrative expenses were flat in 2012 when compared to 2011.  Increases 

were  due  to  the  acquisition  of  Dako,  wage  increases  and  investments  in  sales  channel  coverage  offset  by 

decreases in variable and incentive pay and lower commissions.  

Interest expense for the years ended October 31, 2013, 2012 and 2011 was $107 million, $101 million and 

$86  million,  respectively,  and  relates  to  the  interest  charged  on  our  senior  notes  offset  by  the  amortization  of 

deferred gains recorded upon termination of interest rate swap contracts. 

At October 31, 2013, our headcount was approximately 20,600 compared to 20,500 in 2012 and 18,700 in 

2011.  A significant proportion of the increase in headcount in 2012 compared with 2011 was due to the Dako 

acquisition. 

Income Taxes 

Provision (benefit) for income taxes 

$ 

135

$ 

(110) 

Years Ended October 31, 

2013 

2012 

(in millions) 

2011 

$  20 

For 2013, the effective tax rate was 16 percent.  The 16 percent effective tax rate is lower than the U.S. 

statutory  rate  primarily  due  to  the  mix  of  earnings  in  non-U.S.  jurisdictions  taxed  at  lower  statutory  rates;  in 

particular  Singapore  where  we  enjoy  tax  holidays.  The  effective  tax  rate  also  included  a  $12  million  out-of-

period adjustment to increase tax expense, recognized in the second quarter of 2013, associated with the write off 

of deferred tax assets related to foreign tax credits incorrectly claimed in prior years. 

For  2012,  the  effective  tax  rate  was  a  benefit  of  11 percent.  The  11  percent  effective  tax  rate  benefit 

reflected tax on earnings in jurisdictions that had low effective tax rates and included a $280 million tax benefit 

due  to  the  reversal  of  a  valuation  allowance  for  most  U.S.  federal  and  state  deferred  tax  assets.  Valuation 

allowances require an assessment of both positive and negative evidence when determining whether it is more 

likely  than  not  that  deferred  tax  assets  are  recoverable.  Such  assessment  is  required  on  a  jurisdiction  by 

jurisdiction basis. In the fourth quarter of 2012, management concluded that the valuation allowance for most of 

Agilent's  U.S.  federal  and  state  deferred  tax  assets  is  no  longer  needed  primarily  due  to  the  emergence  from 

cumulative  losses  in  recent  years,  the  return  to  sustainable  U.S.  operating  profits  and  the  expectation  of 

sustainable profitability in future periods. As of October 31, 2012, the cumulative positive evidence outweighed 

 
 
 
 
 
 
 
 
  
  
 
 
  
 
 
 
 
 
 
 
 
 
 
  
 
  
 
 
 
 
 
 
 
 
  
 
  
 
  
 
  
 
  
 
 
 
 
 
five types of research and development: basic research, foundation technologies, communications, life sciences 
and  measurement.  Our  research  seeks  to  improve  on  various  technical  competencies  in  electronics,  software, 
systems and solutions, life sciences and photonics. 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. Some of our product development research is 
designed  to  improve  on  the  more  than  20,000  products  already  in  production,  focus  on  major  new  product 
releases,  and  develop  new  product  segments  for  the  future.  Due  to  the  breadth  of  research  and  development 
projects  across  all  of  our  businesses,  there  are  a  number  of  drivers  of  this  expense.  We  remain  committed  to 
invest  significantly  in  research  and  development  and  have  focused  our  development  efforts  on  key  strategic 
opportunities to align our business with available markets and position ourselves to capture market share. 

Research  and  development  expenditures  increased  5 percent  in  2013  compared  to  2012.  Increased 
expenditure was due to our continued investment in new product development and technologies, increased costs 
due  to  Dako,  restructuring  costs  and  wage  increases,  partially  offset  by  lower  variable  and  incentive  pay. 
Research  and  development  expenditures  increased  3 percent  in  2012  compared  to  2011.  Increased  expenditure 
was  due  to  increased  costs  due  to  Dako  offset  by  lower  variable  and  incentive  pay.  We  remain  committed  to 
invest  approximately  10  percent  of  revenues  in  research  and  development  and  have  focused  our  development 
efforts on key strategic opportunities in order to align our business with available markets and position ourselves 
to capture market share. 

Selling,  general  and  administrative  expenses  increased  3  percent  in  2013  compared  to  2012.  Increases 
were due to the acquisition of Dako, including amortization of intangible assets, wage increases and investments 
in  sales  channel  coverage  in  emerging  geographies  and  restructuring  costs  offset  by  decreases  in  variable  and 
incentive pay. Selling, general and administrative expenses were flat in 2012 when compared to 2011.  Increases 
were  due  to  the  acquisition  of  Dako,  wage  increases  and  investments  in  sales  channel  coverage  offset  by 
decreases in variable and incentive pay and lower commissions.  

Interest expense for the years ended October 31, 2013, 2012 and 2011 was $107 million, $101 million and 
$86  million,  respectively,  and  relates  to  the  interest  charged  on  our  senior  notes  offset  by  the  amortization  of 
deferred gains recorded upon termination of interest rate swap contracts. 

At October 31, 2013, our headcount was approximately 20,600 compared to 20,500 in 2012 and 18,700 in 
2011.  A significant proportion of the increase in headcount in 2012 compared with 2011 was due to the Dako 
acquisition. 

Income Taxes 

Provision (benefit) for income taxes 

$ 

135

(in millions) 
(110) 

$ 

$  20 

Years Ended October 31, 

2013 

2012 

2011 

For 2013, the effective tax rate was 16 percent.  The 16 percent effective tax rate is lower than the U.S. 
statutory  rate  primarily  due  to  the  mix  of  earnings  in  non-U.S.  jurisdictions  taxed  at  lower  statutory  rates;  in 
particular  Singapore  where  we  enjoy  tax  holidays.  The  effective  tax  rate  also  included  a  $12  million  out-of-
period adjustment to increase tax expense, recognized in the second quarter of 2013, associated with the write off 
of deferred tax assets related to foreign tax credits incorrectly claimed in prior years. 

For  2012,  the  effective  tax  rate  was  a  benefit  of  11 percent.  The  11  percent  effective  tax  rate  benefit 
reflected tax on earnings in jurisdictions that had low effective tax rates and included a $280 million tax benefit 
due  to  the  reversal  of  a  valuation  allowance  for  most  U.S.  federal  and  state  deferred  tax  assets.  Valuation 
allowances require an assessment of both positive and negative evidence when determining whether it is more 
likely  than  not  that  deferred  tax  assets  are  recoverable.  Such  assessment  is  required  on  a  jurisdiction  by 
jurisdiction basis. In the fourth quarter of 2012, management concluded that the valuation allowance for most of 
Agilent's  U.S.  federal  and  state  deferred  tax  assets  is  no  longer  needed  primarily  due  to  the  emergence  from 
cumulative  losses  in  recent  years,  the  return  to  sustainable  U.S.  operating  profits  and  the  expectation  of 
sustainable profitability in future periods. As of October 31, 2012, the cumulative positive evidence outweighed 

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the negative evidence regarding the likelihood that most of the deferred tax asset for Agilent's U.S. consolidated 
income  tax  group  will  be  realized.  Accordingly,  we  recognized  a  non-recurring  tax  benefit  of  $280  million 
relating to the valuation allowance reversal. The effective tax rate also included a non-recurring tax expense of 
$88 million relating to an increase in the overall residual U.S. tax expected to be imposed upon the repatriation 
of unremitted foreign earnings previously considered permanently reinvested. During the fourth quarter of 2012, 
we assessed the forecasted cash needs and overall financial position of our foreign subsidiaries and determined 
that  a  portion  of  previously  permanently  reinvested  earnings  would  no  longer  be  reinvested  overseas.  The 
effective  tax  rate  was  also  reduced  by  a  $68 million  tax  benefit  primarily  associated  with  the  recognition  of 
previously unrecognized tax benefits and the reversal of the related interest accruals due to the reassessment of 
certain uncertain tax positions relating to foreign jurisdictions. 

For 2011, the effective tax rate was 2 percent. The 2 percent effective tax rate reflects tax on earnings in 
jurisdictions that had low effective tax rates and includes a $97 million net tax benefit primarily associated with a 
refund  in  Canada  and  the  recognition  of  previously  unrecognized  tax  benefits  and  the  reversal  of  the  related 
interest  accruals  due  to  the  reassessment  of  certain  uncertain  tax  positions.  The  income  tax  provision  also 
included a $26 million out of period adjustment to reduce the carrying value of certain U.K. deferred tax assets 
for which the majority was recorded in the quarter ended April 30, 2011. The overstatement of these deferred tax 
assets resulted in an overstatement of the U.K. valuation allowance release in the fourth quarter of 2010. For the 
full  year,  this  out  of  period  adjustment  was  substantially  offset  by  other  out  of  period  adjustments.  The  net 
impact of all out of period adjustments on the effective tax rate was immaterial. Without considering interest and 
penalties, the effective rate reflected taxes in all jurisdictions except the U.S. and certain foreign jurisdictions in 
which income tax expense or benefit continued to be offset by adjustments to valuation allowances.  

Agilent  enjoys  tax  holidays  in  several  different  jurisdictions,  most  significantly  in  Singapore.  The  tax 
holidays  provide  lower  rates  of  taxation  on  certain  classes  of  income  and  require  various  thresholds  of 
investments  and  employment  or  specific  types  of  income  in  those  jurisdictions.  The  tax  holidays  are  due  for 
renewal between 2015 and 2023. As a result of the incentives, the impact of the tax holidays decreased income 
taxes by $127 million, $122 million, and $127 million in 2013, 2012, and 2011, respectively. The benefit of the 
tax  holidays  on  net  income  per  share  (diluted)  was  approximately  $0.37,  $0.35,  and  $0.36  in  2013,  2012  and 
2011, respectively. 

In accordance with the guidance on the accounting for uncertainty in income taxes, for all U.S. and other 
tax  jurisdictions,  we  recognize  potential  liabilities  for  anticipated  tax  audit  issues  based  on  our  estimate  of 
whether,  and  the  extent  to  which,  additional  taxes  and  interest  will  be  due.  If  our  estimate  of  income  tax 
liabilities proves to be less than the ultimate assessment, a further charge to expense would be required. If events 
occur and the payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would 
result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. 
We include interest and penalties related to unrecognized tax benefits within the provision for income taxes on 
the consolidated statements of operations. 

In  the  U.S.,  tax  years  remain  open  back  to  the  year  2006  for  federal  income  tax  purposes  and  the  year 
2000 for significant states.  Agilent's U.S. federal income tax returns for 2006 through 2007 are currently under 
audit by the IRS.  During the three months ended July 31, 2012, the company received a Revenue Agents Report 
(“RAR”) for these years and filed a protest to dispute certain adjustments, the most significant of which pertains 
to the amount of a gain from the disposition of a business that was allocated to the U.S. for income tax purposes. 
There can be no assurance that the outcome of this dispute will not have a material effect on our operating results 
or financial condition. In other major jurisdictions where the company conducts business, the tax years generally 
remain  open  back  to  the  year  2003.   With  these  jurisdictions  and  the  U.S.,  it  is  reasonably  possible  that  there 
could  be  significant  changes  to  our  unrecognized  tax  benefits  in  the  next  twelve  months  due  to  either  the 
expiration of a statute of limitation or a tax audit settlement.  Given the number of years and numerous matters 
that  remain  subject  to  examination  in various  tax  jurisdictions,  management  is  unable  to  estimate  the  range of 
possible changes to the balance of our unrecognized tax benefits. 

Segment Overview 

We  formed  a  new  operating  segment  in  the  fourth  fiscal  quarter  of  2013.  The  new  life  sciences  and 
diagnostics  segment  was  formed  by  the  combination  of  the  life  sciences  business  plus  the  diagnostics  and 

and services. 

12

genomics  business.  Following  this  reorganization,  we  have  three  business  segments  comprised  of  the  life 

sciences and diagnostics business, the chemical analysis business and the electronic measurement business.  The 

historical segment financial information for the life sciences and diagnostics segment has been recast to conform 

to this new reporting structure in our financial statements. 

Life Sciences and Diagnostics 

Our  life  sciences  and  diagnostics  business  provides  application-focused  solutions  that  include  reagents, 

instruments,  software,  consumables,  and  services  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  level.  Key  product  categories  include:  liquid 

chromatography  ("LC")  systems,  columns  and  components;  liquid  chromatography  mass  spectrometry 

("LCMS")  systems;  laboratory  software  and  informatics  systems;  laboratory  automation  and  robotic  systems; 

dissolution testing; nucleic acid solutions; Nuclear Magnetic Resonance, Magnetic Resonance Imaging, and X-

Ray Diffraction systems; services and support for the aforementioned products; immunohistochemistry; In Situ 

Hybridization;   Hematoxylin  and  Eosin  staining;  special  staining,  DNA  mutation  detection;  genotyping;  gene 

copy number determination; identification of gene rearrangements; DNA methylation profiling; gene expression 

profiling;  next  generation  sequencing  target  enrichment;  and  automated  gel  electrophoresis-based  sample 

analysis  systems. We  also  collaborate  with  a  number  of  major  pharmaceutical  companies  to  develop  new 

potential pharmacodiagnostics, also called companion diagnostics, with the potential of identifying patients most 

likely to benefit from a specific targeted therapy.   

Orders and Net Revenue 

Years Ended October 31, 

2013 

2012 

2011 

Change 

Change 

2013 over 2012 

2012 over 2011

Orders 

Net revenue from products 

Net revenue from services and other 

Total net revenue 

(in millions) 

$ 

$ 

2,319

1,868

432

$ 

2,300

$

$

$

1,993

1,578

406

1,984

$

$

$

1,875

1,424

368

1,792

16% 

18% 

6% 

16% 

6% 

11%

10% 

11% 

Life  sciences  and  diagnostics  orders  in  2013  grew  16  percent  compared  to  2012.  Foreign  currency 

movements had an unfavorable impact of 2 percentage point on order growth when compared to the prior year. 

Incremental orders associated with the Dako acquisition in 2013 accounted for 13 percentage points of the order 

growth. Excluding the impact of the Dako acquisition, order results were led by demand in the LC, genomics, 

services and consumables portfolios. Geographically, orders grew 16 percent in the Americas, grew 27 percent in 

Europe,  declined  2 percent  in  Japan,  and  grew  9  percent  in  other  Asia  Pacific  during  2013  when  compared  to 

2012.  Life  sciences  and  diagnostics  orders  in  2012  increased  6 percent  compared  to  2011.  Foreign  currency 

movements had an unfavorable impact of 1 percentage point on order growth when compared to the prior year. 

Excluding the impact of the Dako acquisition, order growth was driven by strength in informatics, microfluidics, 

nucleic acid, and services. Budget constraints and cautious spending weighed on the results in 2012. 

Life  sciences  and  diagnostics  net  revenue  in  2013  increased  16 percent  compared  to  2012.  Revenue 

associated with the Dako acquisition accounted for 17 percent of our life sciences and diagnostics business and 

13 percentage points of the revenue growth in 2013. Foreign currency movements for 2013 had an unfavorable 

impact of 1 percentage point compared to 2012. Excluding the impact of the Dako acquisition, revenue growth 

was led by strength in LC, consumables and services portfolios. Geographically, revenue grew 13 percent in the 

Americas,  grew  26 percent  in  Europe,  declined  2 percent  in  Japan,  and  grew  12 percent  in  other  Asia  Pacific 

during 2013 when compared to 2012. Though European countries continue to focus on addressing the financial 

downturn and continued austerity measures, Europe had the strongest performance with particular demand in the 

diagnostics and pharma markets. Life sciences and diagnostics revenue in 2012 increased 11 percent compared to 

2011.  Foreign  currency  movements  for  2012  had  an  unfavorable  impact  of  2 percentage  points  compared  to 

2011. Excluding the impact of the Dako acquisition, revenue strength was led by LCMS, informatics, automation 

 
 
 
 
 
  
 
  
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
the negative evidence regarding the likelihood that most of the deferred tax asset for Agilent's U.S. consolidated 

income  tax  group  will  be  realized.  Accordingly,  we  recognized  a  non-recurring  tax  benefit  of  $280  million 

relating to the valuation allowance reversal. The effective tax rate also included a non-recurring tax expense of 

$88 million relating to an increase in the overall residual U.S. tax expected to be imposed upon the repatriation 

of unremitted foreign earnings previously considered permanently reinvested. During the fourth quarter of 2012, 

we assessed the forecasted cash needs and overall financial position of our foreign subsidiaries and determined 

that  a  portion  of  previously  permanently  reinvested  earnings  would  no  longer  be  reinvested  overseas.  The 

effective  tax  rate  was  also  reduced  by  a  $68 million  tax  benefit  primarily  associated  with  the  recognition  of 

previously unrecognized tax benefits and the reversal of the related interest accruals due to the reassessment of 

certain uncertain tax positions relating to foreign jurisdictions. 

For 2011, the effective tax rate was 2 percent. The 2 percent effective tax rate reflects tax on earnings in 

jurisdictions that had low effective tax rates and includes a $97 million net tax benefit primarily associated with a 

refund  in  Canada  and  the  recognition  of  previously  unrecognized  tax  benefits  and  the  reversal  of  the  related 

interest  accruals  due  to  the  reassessment  of  certain  uncertain  tax  positions.  The  income  tax  provision  also 

included a $26 million out of period adjustment to reduce the carrying value of certain U.K. deferred tax assets 

for which the majority was recorded in the quarter ended April 30, 2011. The overstatement of these deferred tax 

assets resulted in an overstatement of the U.K. valuation allowance release in the fourth quarter of 2010. For the 

full  year,  this  out  of  period  adjustment  was  substantially  offset  by  other  out  of  period  adjustments.  The  net 

impact of all out of period adjustments on the effective tax rate was immaterial. Without considering interest and 

penalties, the effective rate reflected taxes in all jurisdictions except the U.S. and certain foreign jurisdictions in 

which income tax expense or benefit continued to be offset by adjustments to valuation allowances.  

Agilent  enjoys  tax  holidays  in  several  different  jurisdictions,  most  significantly  in  Singapore.  The  tax 

holidays  provide  lower  rates  of  taxation  on  certain  classes  of  income  and  require  various  thresholds  of 

investments  and  employment  or  specific  types  of  income  in  those  jurisdictions.  The  tax  holidays  are  due  for 

renewal between 2015 and 2023. As a result of the incentives, the impact of the tax holidays decreased income 

taxes by $127 million, $122 million, and $127 million in 2013, 2012, and 2011, respectively. The benefit of the 

tax  holidays  on  net  income  per  share  (diluted)  was  approximately  $0.37,  $0.35,  and  $0.36  in  2013,  2012  and 

2011, respectively. 

In accordance with the guidance on the accounting for uncertainty in income taxes, for all U.S. and other 

tax  jurisdictions,  we  recognize  potential  liabilities  for  anticipated  tax  audit  issues  based  on  our  estimate  of 

whether,  and  the  extent  to  which,  additional  taxes  and  interest  will  be  due.  If  our  estimate  of  income  tax 

liabilities proves to be less than the ultimate assessment, a further charge to expense would be required. If events 

occur and the payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would 

result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. 

We include interest and penalties related to unrecognized tax benefits within the provision for income taxes on 

the consolidated statements of operations. 

In  the  U.S.,  tax  years  remain  open  back  to  the  year  2006  for  federal  income  tax  purposes  and  the  year 

2000 for significant states.  Agilent's U.S. federal income tax returns for 2006 through 2007 are currently under 

audit by the IRS.  During the three months ended July 31, 2012, the company received a Revenue Agents Report 

(“RAR”) for these years and filed a protest to dispute certain adjustments, the most significant of which pertains 

to the amount of a gain from the disposition of a business that was allocated to the U.S. for income tax purposes. 

There can be no assurance that the outcome of this dispute will not have a material effect on our operating results 

or financial condition. In other major jurisdictions where the company conducts business, the tax years generally 

remain  open  back  to  the  year  2003.   With  these  jurisdictions  and  the  U.S.,  it  is  reasonably  possible  that  there 

could  be  significant  changes  to  our  unrecognized  tax  benefits  in  the  next  twelve  months  due  to  either  the 

expiration of a statute of limitation or a tax audit settlement.  Given the number of years and numerous matters 

that  remain  subject  to  examination  in various  tax  jurisdictions,  management  is  unable  to  estimate  the  range of 

possible changes to the balance of our unrecognized tax benefits. 

Segment Overview 

We  formed  a  new  operating  segment  in  the  fourth  fiscal  quarter  of  2013.  The  new  life  sciences  and 

diagnostics  segment  was  formed  by  the  combination  of  the  life  sciences  business  plus  the  diagnostics  and 

genomics  business.  Following  this  reorganization,  we  have  three  business  segments  comprised  of  the  life 
sciences and diagnostics business, the chemical analysis business and the electronic measurement business.  The 
historical segment financial information for the life sciences and diagnostics segment has been recast to conform 
to this new reporting structure in our financial statements. 

Life Sciences and Diagnostics 

Our  life  sciences  and  diagnostics  business  provides  application-focused  solutions  that  include  reagents, 
instruments,  software,  consumables,  and  services  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  level.  Key  product  categories  include:  liquid 
chromatography  ("LC")  systems,  columns  and  components;  liquid  chromatography  mass  spectrometry 
("LCMS")  systems;  laboratory  software  and  informatics  systems;  laboratory  automation  and  robotic  systems; 
dissolution testing; nucleic acid solutions; Nuclear Magnetic Resonance, Magnetic Resonance Imaging, and X-
Ray Diffraction systems; services and support for the aforementioned products; immunohistochemistry; In Situ 
Hybridization;   Hematoxylin  and  Eosin  staining;  special  staining,  DNA  mutation  detection;  genotyping;  gene 
copy number determination; identification of gene rearrangements; DNA methylation profiling; gene expression 
profiling;  next  generation  sequencing  target  enrichment;  and  automated  gel  electrophoresis-based  sample 
analysis  systems. We  also  collaborate  with  a  number  of  major  pharmaceutical  companies  to  develop  new 
potential pharmacodiagnostics, also called companion diagnostics, with the potential of identifying patients most 
likely to benefit from a specific targeted therapy.   

Orders and Net Revenue 

Years Ended October 31, 

2013 

2012 

2011 

2013 over 2012 
Change 

2012 over 2011
Change 

Orders 
Net revenue from products 
Net revenue from services and other 
Total net revenue 

$ 
$ 

$ 

2,319
1,868
432
2,300

(in millions) 
1,993
$
1,578
$
406
1,984

$

$
$

$

1,875
1,424
368
1,792

16% 
18% 
6% 
16% 

6% 
11%
10% 
11% 

Life  sciences  and  diagnostics  orders  in  2013  grew  16  percent  compared  to  2012.  Foreign  currency 
movements had an unfavorable impact of 2 percentage point on order growth when compared to the prior year. 
Incremental orders associated with the Dako acquisition in 2013 accounted for 13 percentage points of the order 
growth. Excluding the impact of the Dako acquisition, order results were led by demand in the LC, genomics, 
services and consumables portfolios. Geographically, orders grew 16 percent in the Americas, grew 27 percent in 
Europe,  declined  2 percent  in  Japan,  and  grew  9  percent  in  other  Asia  Pacific  during  2013  when  compared  to 
2012.  Life  sciences  and  diagnostics  orders  in  2012  increased  6 percent  compared  to  2011.  Foreign  currency 
movements had an unfavorable impact of 1 percentage point on order growth when compared to the prior year. 
Excluding the impact of the Dako acquisition, order growth was driven by strength in informatics, microfluidics, 
nucleic acid, and services. Budget constraints and cautious spending weighed on the results in 2012. 

Life  sciences  and  diagnostics  net  revenue  in  2013  increased  16 percent  compared  to  2012.  Revenue 
associated with the Dako acquisition accounted for 17 percent of our life sciences and diagnostics business and 
13 percentage points of the revenue growth in 2013. Foreign currency movements for 2013 had an unfavorable 
impact of 1 percentage point compared to 2012. Excluding the impact of the Dako acquisition, revenue growth 
was led by strength in LC, consumables and services portfolios. Geographically, revenue grew 13 percent in the 
Americas,  grew  26 percent  in  Europe,  declined  2 percent  in  Japan,  and  grew  12 percent  in  other  Asia  Pacific 
during 2013 when compared to 2012. Though European countries continue to focus on addressing the financial 
downturn and continued austerity measures, Europe had the strongest performance with particular demand in the 
diagnostics and pharma markets. Life sciences and diagnostics revenue in 2012 increased 11 percent compared to 
2011.  Foreign  currency  movements  for  2012  had  an  unfavorable  impact  of  2 percentage  points  compared  to 
2011. Excluding the impact of the Dako acquisition, revenue strength was led by LCMS, informatics, automation 
and services. 

12

13

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End market performance reflected slow growth across most markets in 2013. Pharmaceutical and biotech 
market  was  soft  overall  as  budgets  continued  to  be  tightened.  Customers  are  investing  to  upgrade  technology, 
such as advanced LCMS applications, to stay ahead of the curve in biologic drugs yet still maintain an edge in 
chemical  drugs,  particularly  in  generic  drugs  and  emerging  markets.  The  academia  and  government  market 
continued  to  see  the  dampening  effects  of  the  U.S.  sequestration  and  weak  macroeconomic  environment  in 
Europe,  though  we  saw  some  signs  of  stabilization  in  Europe  in  the  latter  part  of  the  2013.  The  diagnostics 
market experienced solid growth in pathology, reagent partnerships and companion diagnostics and the clinical 
market  remained  robust  during  the  year  reflecting  record  volumes  in  the  latter  part  of  2013  for  our  genomics 
products.  Applied  markets  were  flat  as  growth  in  food  and  petrochemical  saw  good  demand  from  China  and 
other  emerging  markets,  but  was  largely  offset  by  declines  in  environmental  and  forensics  markets  as  tight 
government budgets continued to constrain demand in the U.S. and Europe.  

Looking  forward,  we  are  optimistic  about  our  growth  opportunities  in  the  life  sciences  and  diagnostics 
markets as our broad portfolio of products and solutions are well suited to address customer needs. We continue 
to invest in expanding and improving our applications and solutions portfolio. We expect low spending levels to 
continue  in  academic  and  government  markets  given  the  U.S.  budget  sequestration  and  continued  austerity  in 
most developed countries, but we expect businesses such as consumables and services and the continued need to 
refresh aging instrumentation to partially offset this effect. We remain positive about our growth in our clinical 
and  clinical  research  markets,  as  adoption  of  our  SureSelect  and  HaloPlex  sequencing  target  enrichment 
solutions  continue.  The  fourth  quarter  of  2013  marked  the  commercial  launch  of  the  new  Dako  Omnis 
autostainer.  First installations of this platform have taken place, and we are seeing good acceptance of orders in 
both the U.S. and Europe.  

Gross Margin and Operating Margin 

Orders and Net Revenue 

The following table shows the life sciences and diagnostics business' margins, expenses and income from 

operations for 2013 versus 2012, and 2012 versus 2011. 

Total gross margin 
Operating margin 

(in millions) 

Years Ended October 31, 

2013 

54.3% 
16.4% 

2012 

53.3% 
14.8% 

2011 

52.0 % 
13.2 % 

Research and development 
Selling, general and administrative 
Income from operations 

$ 
$ 
$ 

228
645
377

$
$
$

195
567
295

$
$
$

174
522
237

2013 over 2012 
Change 

2012 over 2011
Change 

1 ppt 
2 ppts 

17% 
14% 
28% 

1 ppt 
2 ppts 

12% 
9% 
24% 

Gross margins in 2013 increased 1 percentage point compared to 2012. The increase in gross margins was 
mainly due to the impact of the Dako acquisition, along with favorable volume, lower infrastructure expenses, 
lower variable pay, partially  offset by unfavorable product  mix and unfavorable standard cost.  Gross  margins 
increased  1 percentage  point  in  2012  compared  to  2011  mainly  due  to  the  impact  of  the  Dako  acquisition, 
favorable  volume  and  lower  material  costs,  which  were  offset  by  higher  infrastructure  costs  and  unfavorable 
product mix. 

Research  and  development  expenses  increased  17 percent  in  2013  compared  to  2012.  The  increase  was 
due  to  the  impact  of  the  Dako  acquisition.  Research  and  development  expenses  increased  12 percent  in  2012 
compared  to  2011,  mostly  due  to  the  impact  of  the  Dako  acquisition  and  investments  in  new  product 
development. 

Selling,  general  and  administrative  expenses  increased  14 percent  in  2013  compared  to  2012.  Selling, 
general and administrative expenses increased 9 percent in 2012 compared to 2011. The increase was due to the 
impact of the Dako acquisition in both periods.  

14

Operating  margins  increased  by  2 percentage  points  in  2013  compared  to  2012.  The  increases  were 

mainly  due  to  the  impact  of  the  Dako  acquisition  and  favorable  gross  profit  from  higher  revenue.  Operating 

margins increased 2 percentage points in 2012 compared to 2011.The increase was due to the impact of the Dako 

acquisition, favorable gross profit from higher revenue outpacing operating expense growth.  

Income from Operations 

Income  from  operations  in  2013  increased  by  $82 million  or  28 percent  on  a  revenue  increase  of 

$316 million,  a  26  percent  year-over-year  operating  margin  incremental.  Income  from  operations  in  2012 

increased  $58  million  or  24  percent  on  a  revenue  increase  of  $192  million.  Operating  margin  incremental  is 

measured  by  the  increase  in  income  from  operations  compared  to  the  prior  period  divided  by  the  increase  in 

revenue compared to the prior period. 

Chemical Analysis 

Our chemical analysis business provides application-focused solutions that include instruments, software, 

consumables,  and  services  that  enable  customers  to  identify,  quantify  and  analyze  the  physical  and  biological 

properties of substances and products.  Key product categories in chemical analysis include: gas chromatography 

(GC) systems, columns and components; gas chromatography mass spectrometry (GC-MS) systems; inductively 

coupled  plasma  mass  spectrometry  (ICP-MS)  instruments;  atomic  absorption  (AA)  instruments;  inductively 

coupled  plasma  optical  emission  spectrometry  (ICP-OES)  instruments;  molecular  spectroscopy  instruments; 

software and data systems; vacuum pumps and measurement technologies; services and support for our products. 

Years Ended October 31, 

2013 

2012 

2011 

Change 

Change 

2013 over 2012 

2012 over 2011

Orders 

Net revenue from products 

Net revenue from services and other 

Total net revenue 

(in millions) 

$ 

$ 

$ 

1,642

1,232

362

1,594

$

$

$

1,604

1,219

340

1,559

$

$

$

1,589

1,194

324

1,518

2% 

1% 

6% 

2% 

1% 

3%

5% 

3% 

Chemical analysis orders in 2013 increased 2 percent compared to 2012. Foreign currency movements for 

2013  had  an  unfavorable  impact  of  2  percentage  point  compared  to  2012.  Order  results  were  led  by  solid 

performance in services, consumables, and ICP-MS instruments. Strength in these areas was offset by declines in 

GC-MS  systems  and  flat  orders  in  vacuum  pump  products.  Geographically,  orders  were  flat  in  the  Americas, 

increased  5  percent  in  Europe,  declined  14  percent  in  Japan  (includes  unfavorable  currency  impact  of  16 

percentage  points),  and  grew  6  percent  in  other  Asia  Pacific  during  2013  when  compared  to  2012.  In  the 

Americas  the  overall  government  spending  remains  weak.    Total  Asia  Pacific  orders  reflected  continued 

weakness in unfavorable currency impacts in Japan orders offset by continued growth in both China and South 

Asia Pacific and Korea. Chemical analysis orders in 2012 increased 1 percent compared to 2011 due to strength 

in services and consumables, along with GC-MS and ICP-MS instruments.  

Chemical  analysis  net  revenue  in  2013  increased  2  percent  compared  to  2012.  Foreign  currency 

movements for 2013 had an unfavorable impact of 2 percentage point compared to 2012. Revenue growth was 

led by services and consumables. GC and GC-MS weaknesses were offset by strength in ICP-MS and AA and 

ICP-OES  instruments.  Geographically,  revenue  grew  3  percent  in  the  Americas,  grew  1  percent  in  Europe, 

declined 17 percent in Japan (including a 15 percentage point unfavorable currency impact), and grew 8 percent 

in  other  Asia  Pacific.  Brazil,  China,  and  India  in  particular  had  strong  revenue  growth  in  2013,  each  having 

double digit growth. Chemical analysis revenue grew 3 percent in 2012 compared to 2011, led by services and 

consumables, along with strength in ICP-MS.  

Chemical analysis saw mixed growth in the core end markets.  The demand to export safe and high quality 

food in emerging markets remains strong, and their government funding continues to drive strength for purchases 

of GC and GC-MS instruments. Chemical and energy end markets saw modest increases in 2013 compared to 

 
 
 
 
 
 
  
 
  
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
  
 
  
 
 
 
 
 
 
  
 
  
 
  
 
  
 
  
 
 
 
 
End market performance reflected slow growth across most markets in 2013. Pharmaceutical and biotech 

market  was  soft  overall  as  budgets  continued  to  be  tightened.  Customers  are  investing  to  upgrade  technology, 

such as advanced LCMS applications, to stay ahead of the curve in biologic drugs yet still maintain an edge in 

chemical  drugs,  particularly  in  generic  drugs  and  emerging  markets.  The  academia  and  government  market 

continued  to  see  the  dampening  effects  of  the  U.S.  sequestration  and  weak  macroeconomic  environment  in 

Europe,  though  we  saw  some  signs  of  stabilization  in  Europe  in  the  latter  part  of  the  2013.  The  diagnostics 

market experienced solid growth in pathology, reagent partnerships and companion diagnostics and the clinical 

market  remained  robust  during  the  year  reflecting  record  volumes  in  the  latter  part  of  2013  for  our  genomics 

products.  Applied  markets  were  flat  as  growth  in  food  and  petrochemical  saw  good  demand  from  China  and 

other  emerging  markets,  but  was  largely  offset  by  declines  in  environmental  and  forensics  markets  as  tight 

government budgets continued to constrain demand in the U.S. and Europe.  

Looking  forward,  we  are  optimistic  about  our  growth  opportunities  in  the  life  sciences  and  diagnostics 

markets as our broad portfolio of products and solutions are well suited to address customer needs. We continue 

to invest in expanding and improving our applications and solutions portfolio. We expect low spending levels to 

continue  in  academic  and  government  markets  given  the  U.S.  budget  sequestration  and  continued  austerity  in 

most developed countries, but we expect businesses such as consumables and services and the continued need to 

refresh aging instrumentation to partially offset this effect. We remain positive about our growth in our clinical 

and  clinical  research  markets,  as  adoption  of  our  SureSelect  and  HaloPlex  sequencing  target  enrichment 

solutions  continue.  The  fourth  quarter  of  2013  marked  the  commercial  launch  of  the  new  Dako  Omnis 

autostainer.  First installations of this platform have taken place, and we are seeing good acceptance of orders in 

both the U.S. and Europe.  

Gross Margin and Operating Margin 

The following table shows the life sciences and diagnostics business' margins, expenses and income from 

operations for 2013 versus 2012, and 2012 versus 2011. 

Change 

1 ppt 

2 ppts 

12% 

9% 

24% 

Total gross margin 

Operating margin 

(in millions) 

Years Ended October 31, 

2013 

54.3% 

16.4% 

2012 

53.3% 

14.8% 

2011 

52.0 % 

13.2 % 

Change 

1 ppt 

2 ppts 

2013 over 2012 

2012 over 2011

Research and development 

Selling, general and administrative 

Income from operations 

$ 

$ 

$ 

228

645

377

$

$

$

195

567

295

$

$

$

174

522

237

17% 

14% 

28% 

Gross margins in 2013 increased 1 percentage point compared to 2012. The increase in gross margins was 

mainly due to the impact of the Dako acquisition, along with favorable volume, lower infrastructure expenses, 

lower variable pay, partially  offset by unfavorable product  mix and unfavorable standard cost.  Gross  margins 

increased  1 percentage  point  in  2012  compared  to  2011  mainly  due  to  the  impact  of  the  Dako  acquisition, 

favorable  volume  and  lower  material  costs,  which  were  offset  by  higher  infrastructure  costs  and  unfavorable 

product mix. 

development. 

Research  and  development  expenses  increased  17 percent  in  2013  compared  to  2012.  The  increase  was 

due  to  the  impact  of  the  Dako  acquisition.  Research  and  development  expenses  increased  12 percent  in  2012 

compared  to  2011,  mostly  due  to  the  impact  of  the  Dako  acquisition  and  investments  in  new  product 

Selling,  general  and  administrative  expenses  increased  14 percent  in  2013  compared  to  2012.  Selling, 

general and administrative expenses increased 9 percent in 2012 compared to 2011. The increase was due to the 

impact of the Dako acquisition in both periods.  

Operating  margins  increased  by  2 percentage  points  in  2013  compared  to  2012.  The  increases  were 
mainly  due  to  the  impact  of  the  Dako  acquisition  and  favorable  gross  profit  from  higher  revenue.  Operating 
margins increased 2 percentage points in 2012 compared to 2011.The increase was due to the impact of the Dako 
acquisition, favorable gross profit from higher revenue outpacing operating expense growth.  

Income from Operations 

Income  from  operations  in  2013  increased  by  $82 million  or  28 percent  on  a  revenue  increase  of 
$316 million,  a  26  percent  year-over-year  operating  margin  incremental.  Income  from  operations  in  2012 
increased  $58  million  or  24  percent  on  a  revenue  increase  of  $192  million.  Operating  margin  incremental  is 
measured  by  the  increase  in  income  from  operations  compared  to  the  prior  period  divided  by  the  increase  in 
revenue compared to the prior period. 

Chemical Analysis 

Our chemical analysis business provides application-focused solutions that include instruments, software, 
consumables,  and  services  that  enable  customers  to  identify,  quantify  and  analyze  the  physical  and  biological 
properties of substances and products.  Key product categories in chemical analysis include: gas chromatography 
(GC) systems, columns and components; gas chromatography mass spectrometry (GC-MS) systems; inductively 
coupled  plasma  mass  spectrometry  (ICP-MS)  instruments;  atomic  absorption  (AA)  instruments;  inductively 
coupled  plasma  optical  emission  spectrometry  (ICP-OES)  instruments;  molecular  spectroscopy  instruments; 
software and data systems; vacuum pumps and measurement technologies; services and support for our products. 

Orders and Net Revenue 

Years Ended October 31, 

2013 

2012 

2011 

2013 over 2012 
Change 

2012 over 2011
Change 

Orders 
Net revenue from products 
Net revenue from services and other 
Total net revenue 

$ 
$ 

$ 

1,642
1,232
362
1,594

(in millions) 
1,604
$
1,219
$
340
1,559

$

$
$

$

1,589
1,194
324
1,518

2% 
1% 
6% 
2% 

1% 
3%
5% 
3% 

Chemical analysis orders in 2013 increased 2 percent compared to 2012. Foreign currency movements for 
2013  had  an  unfavorable  impact  of  2  percentage  point  compared  to  2012.  Order  results  were  led  by  solid 
performance in services, consumables, and ICP-MS instruments. Strength in these areas was offset by declines in 
GC-MS  systems  and  flat  orders  in  vacuum  pump  products.  Geographically,  orders  were  flat  in  the  Americas, 
increased  5  percent  in  Europe,  declined  14  percent  in  Japan  (includes  unfavorable  currency  impact  of  16 
percentage  points),  and  grew  6  percent  in  other  Asia  Pacific  during  2013  when  compared  to  2012.  In  the 
Americas  the  overall  government  spending  remains  weak.    Total  Asia  Pacific  orders  reflected  continued 
weakness in unfavorable currency impacts in Japan orders offset by continued growth in both China and South 
Asia Pacific and Korea. Chemical analysis orders in 2012 increased 1 percent compared to 2011 due to strength 
in services and consumables, along with GC-MS and ICP-MS instruments.  

Chemical  analysis  net  revenue  in  2013  increased  2  percent  compared  to  2012.  Foreign  currency 
movements for 2013 had an unfavorable impact of 2 percentage point compared to 2012. Revenue growth was 
led by services and consumables. GC and GC-MS weaknesses were offset by strength in ICP-MS and AA and 
ICP-OES  instruments.  Geographically,  revenue  grew  3  percent  in  the  Americas,  grew  1  percent  in  Europe, 
declined 17 percent in Japan (including a 15 percentage point unfavorable currency impact), and grew 8 percent 
in  other  Asia  Pacific.  Brazil,  China,  and  India  in  particular  had  strong  revenue  growth  in  2013,  each  having 
double digit growth. Chemical analysis revenue grew 3 percent in 2012 compared to 2011, led by services and 
consumables, along with strength in ICP-MS.  

Chemical analysis saw mixed growth in the core end markets.  The demand to export safe and high quality 
food in emerging markets remains strong, and their government funding continues to drive strength for purchases 
of GC and GC-MS instruments. Chemical and energy end markets saw modest increases in 2013 compared to 

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2012, driven primarily by stronger demand in China and a bright outlook for petrochemicals in North America. 
In forensics, the spread of designer drugs continues to drive the need for GC-MS systems, particularly in Europe. 
Environmental demand in mature markets is tempered by continued government budget constraints. In emerging 
economies, testing to ensure the quality and safety of drinking water is a factor in economic growth and has led 
to the demand for GC-MS and ICP-MS instruments. Other applied markets showed mid-single digit growth, with 
growth in pharmaceutical and bio tech markets being offset by a decline in academic and government markets.  

Strength in 2013 and our fourth quarter results reflect a positive outlook for the chemical analysis core end 
markets. We will continue to invest in research and development, and seek to expand our position in developing 
countries  and  emerging  markets.  New  instrument  launches  over  the  next  twelve  months,  as  well  as  continued 
market  acceptance  of  our  new  products  released  in  2013,  will  help  with  our  product  differentiation  and 
competitive position. 

Gross Margin and Operating Margin 

The following table shows the chemical analysis business's margins, expenses and income from operations 

for 2013 versus 2012, and 2012 versus 2011. 

Years Ended October 31, 

2013 

2012 

2011 

2013 over 2012 
Change 

2012 over 2011 
Change 

Total gross margin 
Operating margin 

(in millions) 

51.7%
22.3%

51.4%
21.7%

51.1%
20.6%

— 
1 ppt 

Research and development 
Selling, general and administrative 
Income from operations 

$ 
$ 
$ 

94
374
355

$
$
$

93
371
338

$
$
$

92
371
313

2% 
1% 
5% 

— 
1 ppt 

— 
— 
8% 

Gross margins in 2013 remained flat compared to 2012. Higher product discounts and unfavorable foreign 
currency  movements  were  offset  by  favorable  manufacturing  overhead  costs  and  favorable  revenue  volume. 
Gross  margin  also  remained  flat  in  2012  compared  to  2011,  driven  by  higher  product  discounts  offsetting 
favorable revenue volume and lower material costs. 

Research and development expenses increased 2 percent in 2013 compared to 2012, driven mainly by our 
continued  investment  in  instrument  products.  Research  and  development  expenses  remained  flat  in  2012 
compared to 2011. 

Selling, general, and administrative expenses increased 1 percent in 2013 compared to 2012 mainly due to 
higher  infrastructure  expenses  and  commissions  partially  offset  by  reduced  discretionary  expenses  including 
marketing programs and travel. Selling, general, and administrative expenses remained flat in 2012 compared to 
2011, primarily driven by investments in sales channel coverage with a focus on emerging markets being offset 
by lower commissions and discretionary spending. 

Operating margins increased by 1 percentage point in 2013 compared to 2012. The increase was mainly 
due to favorable gross profit from higher revenue while holding expenses fairly flat. Operating margins increased 
1 percentage point from 2012 compared to 2011, mainly due to favorable gross profit from higher revenue while 
holding expenses flat. 

Income from Operations 

Income from operations in 2013 increased by $17 million or 5 percent on a revenue increase of $35 
million, a 49 percent year-over-year operating margin incremental. Income from operations in 2012 increased by 
$25 million or 8 percent compared to 2011 on a revenue increase of $41 million, or 60 percent year-over-year 
operating margin incremental. 

16

Electronic Measurement 

Our electronic measurement business provides electronic measurement instruments and systems, software 

design tools and related services that are used in the design, development, manufacture, installation, deployment 

and operation of  electronics equipment,  and  microscopy  products.  Related  services  include  start-up assistance, 

instrument  productivity  and  application  services  and  instrument  calibration  and  repair.  We  also  offer 

customization, consulting and optimization services throughout the customer's product lifecycle. 

Orders and Net Revenue 

Years Ended October 31, 

2013 

2012 

2011 

Change 

Change 

2013 over 2012 

2012 over 2011 

Orders 

Net revenue from products 

Net revenue from services and other 

Total net revenue 

(in millions) 

$ 

$ 

$ 

2,866

2,434

454

2,888

$

$

$

3,280

2,862

453

3,315

$

$

$

3,305

2,875

441

3,316

(13)% 

(15)% 

— 

(13)% 

(1)% 

—

3% 

— 

Electronic  measurement  orders  declined  13  percent  in  2013  compared  to  2012.  Foreign  currency 

movements had an unfavorable impact of 2 percentage points on the year-over-year compare. Orders were lower 

for  all  market  segments,  including  aerospace  and  defense;  industrial,  computer,  and  semiconductor  test;  and 

communications  test,  which  decreased  year-over-year  primarily  due  to  lower  wireless  manufacturing  demand 

relating to the loss of business from a large customer with whom we could not agree on contractual terms.  On a 

geographic  basis,  orders  declined  20  percent  in  the  Americas,  12  percent  in  Japan,  7  percent  in  Asia  Pacific 

excluding  Japan,  and  4  percent  in  Europe.    The  decline  in  orders  in  the  Americas  was  driven  by  weak 

communications test and soft aerospace and defense demand.  Japan orders were lower due to the unfavorable 

impact  of  currency  movements,  improving  by  1  percent  year-over-year  in  local  currency.    Electronic 

measurement orders declined 1 percent in 2012 compared to 2011; weak industrial and slightly lower aerospace 

and  defense  orders  were  mostly  offset  by  growth  in  computer  and  semiconductor  and  communications  test 

business. 

Electronic  measurement  revenue  declined  13  percent  in  2013  compared  to  2012  primarily  on  lower 

wireless  manufacturing  and  industrial,  computer  and  semiconductor  test  demand.    The  unfavorable  impact  of 

foreign currency movements contributed to 2 percentage points of the year-over-year decline.  Revenue from the 

Americas decreased 19 percent on significantly lower wireless manufacturing demand and soft general purpose 

test business.  Japan revenue was 14 percent lower year-over-year but declined only 3 percent in local currency.  

Asia Pacific excluding Japan decreased 7 percent, and Europe declined 6 percent when compared to last year.  

Revenue  from  products  was  15  percent  lower  compared  to  2012  while  service  related  revenue  was  flat.  

Electronic measurement revenue was flat in 2012 compared to 2011 on flat demand in both general purpose and 

communications  test.    Within  communications  test,  strong  wireless  manufacturing  test  revenue  was  offset  by 

lower wireless R&D and broadband communications test business. 

General purpose test revenue, representing approximately 66 percent of electronic measurement business, 

declined  year-over-year  on  weak  industrial,  computer,  and  semiconductor  test  demand.    Our  aerospace  and 

defense  business  was  flat  year-over-year  on  lower  demand  in  the  Americas  offset  by  stronger  spending  in 

Europe.  Semiconductor test revenue declined on moderating investments in new process technology and weak 

manufacturing demand.  The shift from personal computers to lower priced, more highly integrated tablets has 

resulted  in  a  reduction  in  test  equipment  demand.    Uncertain  global  economic  conditions  contributed  to  lower 

industrial  test  business.    In  2012,  general  purpose  test  represented  approximately  63  percent  of  electronic 

measurement revenue with slight growth in computers and semiconductor business, flat industrial test demand, 

and a slight decline in aerospace and defense compared to 2011. 

Communications  test  revenue,  representing  approximately  34  percent  of  total  electronic  measurement, 

declined year-over-year primarily due to significantly lower wireless manufacturing demand driven by the loss of 

 
 
 
 
 
 
 
  
 
 
  
 
  
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
 
 
 
  
    
    
 
  
 
  
 
 
 
 
 
 
 
 
 
2012, driven primarily by stronger demand in China and a bright outlook for petrochemicals in North America. 

In forensics, the spread of designer drugs continues to drive the need for GC-MS systems, particularly in Europe. 

Environmental demand in mature markets is tempered by continued government budget constraints. In emerging 

economies, testing to ensure the quality and safety of drinking water is a factor in economic growth and has led 

to the demand for GC-MS and ICP-MS instruments. Other applied markets showed mid-single digit growth, with 

growth in pharmaceutical and bio tech markets being offset by a decline in academic and government markets.  

Strength in 2013 and our fourth quarter results reflect a positive outlook for the chemical analysis core end 

markets. We will continue to invest in research and development, and seek to expand our position in developing 

countries  and  emerging  markets.  New  instrument  launches  over  the  next  twelve  months,  as  well  as  continued 

market  acceptance  of  our  new  products  released  in  2013,  will  help  with  our  product  differentiation  and 

competitive position. 

Gross Margin and Operating Margin 

The following table shows the chemical analysis business's margins, expenses and income from operations 

for 2013 versus 2012, and 2012 versus 2011. 

Change 

— 

1 ppt 

— 

— 

8% 

Total gross margin 

Operating margin 

(in millions) 

Years Ended October 31, 

2013 over 2012 

2012 over 2011 

2013 

2012 

2011 

51.7%

22.3%

51.4%

21.7%

51.1%

20.6%

Change 

— 

1 ppt 

Research and development 

Selling, general and administrative 

Income from operations 

$ 

$ 

$ 

94

374

355

$

$

$

93

371

338

$

$

$

92

371

313

2% 

1% 

5% 

Gross margins in 2013 remained flat compared to 2012. Higher product discounts and unfavorable foreign 

currency  movements  were  offset  by  favorable  manufacturing  overhead  costs  and  favorable  revenue  volume. 

Gross  margin  also  remained  flat  in  2012  compared  to  2011,  driven  by  higher  product  discounts  offsetting 

favorable revenue volume and lower material costs. 

Research and development expenses increased 2 percent in 2013 compared to 2012, driven mainly by our 

continued  investment  in  instrument  products.  Research  and  development  expenses  remained  flat  in  2012 

compared to 2011. 

Selling, general, and administrative expenses increased 1 percent in 2013 compared to 2012 mainly due to 

higher  infrastructure  expenses  and  commissions  partially  offset  by  reduced  discretionary  expenses  including 

marketing programs and travel. Selling, general, and administrative expenses remained flat in 2012 compared to 

2011, primarily driven by investments in sales channel coverage with a focus on emerging markets being offset 

by lower commissions and discretionary spending. 

Operating margins increased by 1 percentage point in 2013 compared to 2012. The increase was mainly 

due to favorable gross profit from higher revenue while holding expenses fairly flat. Operating margins increased 

1 percentage point from 2012 compared to 2011, mainly due to favorable gross profit from higher revenue while 

holding expenses flat. 

Income from Operations 

Income from operations in 2013 increased by $17 million or 5 percent on a revenue increase of $35 

million, a 49 percent year-over-year operating margin incremental. Income from operations in 2012 increased by 

$25 million or 8 percent compared to 2011 on a revenue increase of $41 million, or 60 percent year-over-year 

operating margin incremental. 

Electronic Measurement 

Our electronic measurement business provides electronic measurement instruments and systems, software 
design tools and related services that are used in the design, development, manufacture, installation, deployment 
and operation of  electronics equipment,  and  microscopy  products.  Related  services  include  start-up assistance, 
instrument  productivity  and  application  services  and  instrument  calibration  and  repair.  We  also  offer 
customization, consulting and optimization services throughout the customer's product lifecycle. 

Orders and Net Revenue 

Years Ended October 31, 

2013 

2012 

2011 

2013 over 2012 
Change 

2012 over 2011 
Change 

Orders 
Net revenue from products 
Net revenue from services and other 
Total net revenue 

$ 
$ 

$ 

2,866
2,434
454
2,888

(in millions) 
3,280
$
2,862
$
453
3,315

$

$
$

$

3,305
2,875
441
3,316

(13)% 
(15)% 
— 
(13)% 

(1)% 
—
3% 
— 

Electronic  measurement  orders  declined  13  percent  in  2013  compared  to  2012.  Foreign  currency 
movements had an unfavorable impact of 2 percentage points on the year-over-year compare. Orders were lower 
for  all  market  segments,  including  aerospace  and  defense;  industrial,  computer,  and  semiconductor  test;  and 
communications  test,  which  decreased  year-over-year  primarily  due  to  lower  wireless  manufacturing  demand 
relating to the loss of business from a large customer with whom we could not agree on contractual terms.  On a 
geographic  basis,  orders  declined  20  percent  in  the  Americas,  12  percent  in  Japan,  7  percent  in  Asia  Pacific 
excluding  Japan,  and  4  percent  in  Europe.    The  decline  in  orders  in  the  Americas  was  driven  by  weak 
communications test and soft aerospace and defense demand.  Japan orders were lower due to the unfavorable 
impact  of  currency  movements,  improving  by  1  percent  year-over-year  in  local  currency.    Electronic 
measurement orders declined 1 percent in 2012 compared to 2011; weak industrial and slightly lower aerospace 
and  defense  orders  were  mostly  offset  by  growth  in  computer  and  semiconductor  and  communications  test 
business. 

Electronic  measurement  revenue  declined  13  percent  in  2013  compared  to  2012  primarily  on  lower 
wireless  manufacturing  and  industrial,  computer  and  semiconductor  test  demand.    The  unfavorable  impact  of 
foreign currency movements contributed to 2 percentage points of the year-over-year decline.  Revenue from the 
Americas decreased 19 percent on significantly lower wireless manufacturing demand and soft general purpose 
test business.  Japan revenue was 14 percent lower year-over-year but declined only 3 percent in local currency.  
Asia Pacific excluding Japan decreased 7 percent, and Europe declined 6 percent when compared to last year.  
Revenue  from  products  was  15  percent  lower  compared  to  2012  while  service  related  revenue  was  flat.  
Electronic measurement revenue was flat in 2012 compared to 2011 on flat demand in both general purpose and 
communications  test.    Within  communications  test,  strong  wireless  manufacturing  test  revenue  was  offset  by 
lower wireless R&D and broadband communications test business. 

General purpose test revenue, representing approximately 66 percent of electronic measurement business, 
declined  year-over-year  on  weak  industrial,  computer,  and  semiconductor  test  demand.    Our  aerospace  and 
defense  business  was  flat  year-over-year  on  lower  demand  in  the  Americas  offset  by  stronger  spending  in 
Europe.  Semiconductor test revenue declined on moderating investments in new process technology and weak 
manufacturing demand.  The shift from personal computers to lower priced, more highly integrated tablets has 
resulted  in  a  reduction  in  test  equipment  demand.    Uncertain  global  economic  conditions  contributed  to  lower 
industrial  test  business.    In  2012,  general  purpose  test  represented  approximately  63  percent  of  electronic 
measurement revenue with slight growth in computers and semiconductor business, flat industrial test demand, 
and a slight decline in aerospace and defense compared to 2011. 

Communications  test  revenue,  representing  approximately  34  percent  of  total  electronic  measurement, 
declined year-over-year primarily due to significantly lower wireless manufacturing demand driven by the loss of 

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business from a large customer with whom we could not agree on contractual terms.  Wireless R&D spending 
remained soft reflecting a cautious spending environment though long-term industry fundamentals remain intact, 
with  continued  interest  in  high  data  rate  applications  such  as  long-term  evolution  (LTE).    In  2012, 
communications  test  represented  approximately  37  percent  of  total  electronic  measurement  revenue;  strong 
wireless manufacturing test demand was offset by lower wireless R&D and broadband communications business. 

The  outlook  across  market  segments  remains  mixed.    There  continues  to  be  downward  pressure  on 
aerospace  and  defense  demand  with  near-term  uncertainty  relating  to  the  budget  for  the  United  States.    We 
expect to see improvement in semiconductor test considering the order strength in the last quarter of fiscal year 
2013.    Communications  test  is  expected  to  improve  in  the  near  term  on  investment  in  wireless  R&D  for  next 
generation  formats  and  more  stable  wireless  manufacturing  demand.    Longer  term  growth  drivers  such  as 
mobility and transformational initiatives, including modular and hand-held instrumentation, support our ongoing 
investments. 

Gross Margin and Operating Margin 

The  following  table  shows  the  electronic  measurement  business's  margins,  expenses  and  income  from 

operations for 2013 versus 2012 and 2012 versus 2011. 

Total gross margin 
Operating margin 

Years Ended October 31, 

2013 
56.9%
18.9%

2012 
56.9%
22.7%

2011 
58.4%
22.9%

2013 over 2012 
Change 
— 
(4) ppts 

2012 over 2011 
Change 
(2) ppts 
— 

(in millions) 
Research and development 
Selling, general and administrative 
Income from operations 

$ 
$ 
$ 

365
733
544

$
$
$

375
761
751

$
$
$

379
798
760

(3)% 
(4)% 
(28)% 

(1)% 
(5)% 
(1)% 

Gross margins were flat in 2013 compared to 2012 on lower revenue.  On a volume-adjusted basis, gross 
margins were higher year-over-year primarily due to the lower proportion of wireless manufacturing business.  A 
decline  in  variable  and  incentive  pay  and  reduced  infrastructure  spending  were  offset  by  higher  inventory 
charges  and  wage  increases.    In  2012,  gross  margins  declined  2  percentage  points  compared  to  2011  on  flat 
revenue  primarily  driven  by  the  unfavorable  impact  of  a  higher  proportion  of  lower  gross  margin  wireless 
manufacturing business. 

Research  and  development  expenses  declined  3 percent  in  2013  compared  to  2012.    Reductions  in 
development spending, variable and incentive pay, and infrastructure related expenses, and the favorable impact 
of currency movements were partially offset by investments in acquisitions and wage increases.  Research and 
development  expenses  declined  1 percent  in  2012  compared  to  2011  on  lower  variable  and  incentive  pay  and 
infrastructure costs partially offset by incremental spending on acquisitions and wage increases. 

Selling, general and administrative expenses decreased 4 percent in 2013 compared to 2012.  Reductions 
in  discretionary  spending,  lower  variable  and  incentive  pay,  and  the  favorable  impact  of  currency  movements 
were  partially  offset  by  wage  increases.    Selling,  general  and  administrative  expenses  decreased  5  percent  in 
2012 compared to 2011 on lower variable and incentive pay, infrastructure costs and commissions partially offset 
by wage increases. 

Operating margins declined by 4 percentage points in 2013 compared to 2012 on lower revenue partially 
offset  by  reduced  operating  expenses.    Operating  margins  were  approximately  the  same  in  2012  compared  to 
2011  on  flat  revenue  with  the  net  impact  of  lower  gross  margins  mostly  offset  by  reductions  in  operating 
expenses. 

18

Income from Operations 

Income from operations in 2013 declined by $207 million or 28 percent compared to 2012 on a revenue 

decrease of $427 million, a 48 percent year-over-year operating margin decrement, reflecting the net impact of 

lower revenue partially offset by expense reductions.  Income from operations in 2012 decreased by $9 million 

or  1 percent  compared  to  2011  on  flat  revenue,  with  the  impact  of  lower  gross  margins  mostly  offset  by 

reductions in expenses. 

Financial Condition 

Liquidity and Capital Resources 

Our financial position as of October 31, 2013 consisted of cash and cash equivalents of $2,675 million as 

compared to $2,351 million as of October 31, 2012. 

As of October 31, 2013, approximately $2,552 million of our cash and cash equivalents is held outside of 

the U.S. in our foreign subsidiaries. Most of the amounts held outside of the U.S. could be repatriated to the U.S. 

but,  under  current  law,  would  be  subject  to  U.S.  federal  and  state  income  taxes,  less  applicable  foreign  tax 

credits.  Agilent  has  accrued  for  U.S.  federal  and  state  tax  liabilities  on  the  earnings  of  its  foreign  subsidiaries 

except when the earnings are considered indefinitely reinvested outside of the U.S. Repatriation could result in 

additional material U.S. federal and state income tax payments in future years. We utilize a variety of funding 

strategies in an effort to ensure that our worldwide cash is available in the locations in which it is needed. 

On June 21, 2012, we completed the acquisition of Dako A/S through the acquisition of 100% of the share 

capital of Dako A/S, a limited liability company incorporated under the laws of Denmark (“Dako”), under the 

share purchase agreement, dated May 16, 2012. As a result of the acquisition, Dako has become a wholly-owned 

subsidiary  of  Agilent.  The  consideration  paid  was  approximately  $2,143  million,  $1,400  million  was  paid 

directly  to  the  seller  and  $743  million  was  paid  to  satisfy  the  outstanding  debt  of  Dako.    Agilent  funded  the 

acquisition  using  existing  cash.  The  acquisition  has  been  accounted  for  in  accordance  with  the  authoritative 

accounting guidance and the results of Dako are included in Agilent's consolidated financial statements from the 

date of acquisition. 

We  believe  our  cash  and  cash  equivalents, cash generated  from  operations,  and  ability  to  access  capital 

markets  and  credit  lines  will  satisfy,  for  the  foreseeable  future,  our  liquidity  requirements,  both  globally  and 

domestically, including the following: working capital needs, capital expenditures, business acquisitions, stock 

repurchases, cash dividends, contractual obligations, commitments, principal and interest payments on debt, and 

other liquidity requirements associated with our operations. 

Net Cash Provided by Operating Activities 

Net  cash  provided  by  operating  activities  was  $1,152 million  in  2013  as  compared  to  $1,228 million 

provided in 2012 and $1,260 million provided in 2011. We received $65 million in interest rate swap proceeds 

and  $61 million  in  respect  of  a  tax  sharing  settlement  with  Hewlett  Packard  Company  during  the  year  ended 

October 31, 2011. We paid approximately net taxes of $110 million in 2013, as compared to net $86 million in 

taxes in 2012 and net $22 million in 2011.  

In  2013,  accounts  receivable  provided  cash  of  $14 million,  provided  cash  of  $19 million  in  2012  and 

provided cash of $11 million in 2011. Days' sales outstanding were 47 days in 2013, 47 days in 2012 and 45 days 

in 2011. Accounts payable used cash of $27 million in 2013, used cash of $31 million in 2012 and used cash of 

$35 million in 2011. Cash used in inventory was $100 million in 2013, $52 million in 2012 and $208 million in 

2011.  Inventory  days  on-hand  increased  to  118  days  in  2013  compared  to  108 days  in  2012  and  100  days  in 

2011. The increase in days on-hand was due to the reduced shipment volume within our electronic measurement 

business. 

We contributed $30 million, $30 million and $33 million to our U.S. defined benefit plans in 2013, 2012 

and 2011, respectively. We contributed $89 million, $54 million and $59 million to our non-U.S. defined benefit 

plans in 2013, 2012 and 2011, respectively. We contributed $1 million to our U.S. post-retirement benefit plans 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
 
 
 
  
    
    
 
  
 
  
 
 
 
 
  
  
  
 
business from a large customer with whom we could not agree on contractual terms.  Wireless R&D spending 

remained soft reflecting a cautious spending environment though long-term industry fundamentals remain intact, 

with  continued  interest  in  high  data  rate  applications  such  as  long-term  evolution  (LTE).    In  2012, 

communications  test  represented  approximately  37  percent  of  total  electronic  measurement  revenue;  strong 

wireless manufacturing test demand was offset by lower wireless R&D and broadband communications business. 

The  outlook  across  market  segments  remains  mixed.    There  continues  to  be  downward  pressure  on 

aerospace  and  defense  demand  with  near-term  uncertainty  relating  to  the  budget  for  the  United  States.    We 

expect to see improvement in semiconductor test considering the order strength in the last quarter of fiscal year 

2013.    Communications  test  is  expected  to  improve  in  the  near  term  on  investment  in  wireless  R&D  for  next 

generation  formats  and  more  stable  wireless  manufacturing  demand.    Longer  term  growth  drivers  such  as 

mobility and transformational initiatives, including modular and hand-held instrumentation, support our ongoing 

investments. 

Gross Margin and Operating Margin 

The  following  table  shows  the  electronic  measurement  business's  margins,  expenses  and  income  from 

operations for 2013 versus 2012 and 2012 versus 2011. 

Change 

(2) ppts 

— 

(1)% 

(5)% 

(1)% 

Total gross margin 

Operating margin 

(in millions) 

Years Ended October 31, 

2013 over 2012 

2012 over 2011 

2013 

2012 

2011 

56.9%

18.9%

56.9%

22.7%

58.4%

22.9%

Change 

— 

(4) ppts 

Research and development 

Selling, general and administrative 

Income from operations 

$ 

$ 

$ 

365

733

544

$

$

$

375

761

751

$

$

$

379

798

760

(3)% 

(4)% 

(28)% 

Gross margins were flat in 2013 compared to 2012 on lower revenue.  On a volume-adjusted basis, gross 

margins were higher year-over-year primarily due to the lower proportion of wireless manufacturing business.  A 

decline  in  variable  and  incentive  pay  and  reduced  infrastructure  spending  were  offset  by  higher  inventory 

charges  and  wage  increases.    In  2012,  gross  margins  declined  2  percentage  points  compared  to  2011  on  flat 

revenue  primarily  driven  by  the  unfavorable  impact  of  a  higher  proportion  of  lower  gross  margin  wireless 

manufacturing business. 

Research  and  development  expenses  declined  3 percent  in  2013  compared  to  2012.    Reductions  in 

development spending, variable and incentive pay, and infrastructure related expenses, and the favorable impact 

of currency movements were partially offset by investments in acquisitions and wage increases.  Research and 

development  expenses  declined  1 percent  in  2012  compared  to  2011  on  lower  variable  and  incentive  pay  and 

infrastructure costs partially offset by incremental spending on acquisitions and wage increases. 

Selling, general and administrative expenses decreased 4 percent in 2013 compared to 2012.  Reductions 

in  discretionary  spending,  lower  variable  and  incentive  pay,  and  the  favorable  impact  of  currency  movements 

were  partially  offset  by  wage  increases.    Selling,  general  and  administrative  expenses  decreased  5  percent  in 

2012 compared to 2011 on lower variable and incentive pay, infrastructure costs and commissions partially offset 

by wage increases. 

expenses. 

Operating margins declined by 4 percentage points in 2013 compared to 2012 on lower revenue partially 

offset  by  reduced  operating  expenses.    Operating  margins  were  approximately  the  same  in  2012  compared  to 

2011  on  flat  revenue  with  the  net  impact  of  lower  gross  margins  mostly  offset  by  reductions  in  operating 

Income from Operations 

Income from operations in 2013 declined by $207 million or 28 percent compared to 2012 on a revenue 
decrease of $427 million, a 48 percent year-over-year operating margin decrement, reflecting the net impact of 
lower revenue partially offset by expense reductions.  Income from operations in 2012 decreased by $9 million 
or  1 percent  compared  to  2011  on  flat  revenue,  with  the  impact  of  lower  gross  margins  mostly  offset  by 
reductions in expenses. 

Financial Condition 

Liquidity and Capital Resources 

Our financial position as of October 31, 2013 consisted of cash and cash equivalents of $2,675 million as 

compared to $2,351 million as of October 31, 2012. 

As of October 31, 2013, approximately $2,552 million of our cash and cash equivalents is held outside of 
the U.S. in our foreign subsidiaries. Most of the amounts held outside of the U.S. could be repatriated to the U.S. 
but,  under  current  law,  would  be  subject  to  U.S.  federal  and  state  income  taxes,  less  applicable  foreign  tax 
credits.  Agilent  has  accrued  for  U.S.  federal  and  state  tax  liabilities  on  the  earnings  of  its  foreign  subsidiaries 
except when the earnings are considered indefinitely reinvested outside of the U.S. Repatriation could result in 
additional material U.S. federal and state income tax payments in future years. We utilize a variety of funding 
strategies in an effort to ensure that our worldwide cash is available in the locations in which it is needed. 

On June 21, 2012, we completed the acquisition of Dako A/S through the acquisition of 100% of the share 
capital of Dako A/S, a limited liability company incorporated under the laws of Denmark (“Dako”), under the 
share purchase agreement, dated May 16, 2012. As a result of the acquisition, Dako has become a wholly-owned 
subsidiary  of  Agilent.  The  consideration  paid  was  approximately  $2,143  million,  $1,400  million  was  paid 
directly  to  the  seller  and  $743  million  was  paid  to  satisfy  the  outstanding  debt  of  Dako.    Agilent  funded  the 
acquisition  using  existing  cash.  The  acquisition  has  been  accounted  for  in  accordance  with  the  authoritative 
accounting guidance and the results of Dako are included in Agilent's consolidated financial statements from the 
date of acquisition. 

We  believe  our  cash  and  cash  equivalents, cash generated  from  operations,  and  ability  to  access  capital 
markets  and  credit  lines  will  satisfy,  for  the  foreseeable  future,  our  liquidity  requirements,  both  globally  and 
domestically, including the following: working capital needs, capital expenditures, business acquisitions, stock 
repurchases, cash dividends, contractual obligations, commitments, principal and interest payments on debt, and 
other liquidity requirements associated with our operations. 

Net Cash Provided by Operating Activities 

Net  cash  provided  by  operating  activities  was  $1,152 million  in  2013  as  compared  to  $1,228 million 
provided in 2012 and $1,260 million provided in 2011. We received $65 million in interest rate swap proceeds 
and  $61 million  in  respect  of  a  tax  sharing  settlement  with  Hewlett  Packard  Company  during  the  year  ended 
October 31, 2011. We paid approximately net taxes of $110 million in 2013, as compared to net $86 million in 
taxes in 2012 and net $22 million in 2011.  

In  2013,  accounts  receivable  provided  cash  of  $14 million,  provided  cash  of  $19 million  in  2012  and 
provided cash of $11 million in 2011. Days' sales outstanding were 47 days in 2013, 47 days in 2012 and 45 days 
in 2011. Accounts payable used cash of $27 million in 2013, used cash of $31 million in 2012 and used cash of 
$35 million in 2011. Cash used in inventory was $100 million in 2013, $52 million in 2012 and $208 million in 
2011.  Inventory  days  on-hand  increased  to  118  days  in  2013  compared  to  108 days  in  2012  and  100  days  in 
2011. The increase in days on-hand was due to the reduced shipment volume within our electronic measurement 
business. 

We contributed $30 million, $30 million and $33 million to our U.S. defined benefit plans in 2013, 2012 
and 2011, respectively. We contributed $89 million, $54 million and $59 million to our non-U.S. defined benefit 
plans in 2013, 2012 and 2011, respectively. We contributed $1 million to our U.S. post-retirement benefit plans 

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in 2013 and did not contribute to our U.S. post-retirement benefit plans in 2012 or 2011. Our non-U.S. defined 
benefit plans are generally funded ratably throughout the year. Total contributions in 2013 were $120 million or 
43 percent more than 2012. Total contributions in 2012 were $84 million or 9 percent less than 2011. Our annual 
contributions  are  highly  dependent  on  the  relative  performance  of  our  assets  versus  our  projected  liabilities, 
among  other  factors.  We  expect  to  contribute  approximately  $101 million  to  our  U.S.  and  non-U.S.  defined 
benefit plans and $2 million to our U.S. post-retirement benefit plans during 2014. 

Net Cash Provided by/Used in Investing Activities 

Net  cash  used  in  investing  activities  in  2013  was  $248 million  as  compared  to  net  cash  used  of 
$2,366 million  in  2012  primarily  due  to  the  acquisition  of  Dako.  In  2011,  net  cash  provided  by  investing 
activities was $1,294 million. 

Investments in property, plant and equipment were $195 million in 2013, $194 million in 2012 and $188 
million in 2011. Proceeds from sale of property, plant and equipment were $2 million in 2013, zero in 2012 and 
$18 million  in  2011.  In  2013,  we  invested  $21  million  in  acquisitions  of  businesses  and  intangible  assets 
compared to $2,257 million in 2012 and $98 million in 2011. Proceeds from the sale of investment securities in 
2013 were $12 million, $5 million in 2012 and $16 million in 2011. The amounts of and changes in restricted 
cash were not material for the fiscal year ended 2012. In 2011 restricted cash decreased $1,545 million mostly 
due to the reclassification of restricted cash to cash and cash equivalents following the settlement of the World 
Trade repurchase obligation.  

Net Cash Provided by/Used in Financing Activities 

Net  cash  used  in  financing  activities  in  2013  was  $554 million  compared  to  $37  million  in  2012  and 

$1,693 million in 2011, respectively. 

Treasury stock repurchases  

On November 19, 2009 our board of directors approved a share-repurchase program to reduce or eliminate 
dilution of basic outstanding shares in connection with issuances of stock under the company's equity incentive 
plans (the "2009 repurchase program"). The 2009 repurchase program did not require the company to acquire a 
specific number of shares and could be suspended or discontinued at any time. There was no fixed termination 
date for the 2009 repurchase program.   

On January 16, 2013, our board of directors terminated the 2009 repurchase program and approved a new 
share-repurchase program (the "2013 repurchase program"). The 2013 repurchase program authorized the use of 
up to $500 million to repurchase shares of the company's common stock in open market transactions, inclusive of 
any amounts repurchased since November 1, 2012.  On May 14, 2013 we announced that our board of directors 
authorized an increase of $500 million to the 2013 repurchase program bringing the cumulative authorization to 
$1 billion. Unless terminated earlier by the board of directors, the 2013 repurchase program is designed to cover 
purchases until the end of the calendar year and any unused portion may be used in the calendar year 2014. The 
2013  repurchase  program  does  not  require  the  company  to  acquire  a  specific  number  of  shares  and  may  be 
suspended or discontinued at any time. As of October 31, 2013, the remaining amount to be repurchased under 
the 2013 program is $100 million. We repurchased the remaining $100 million worth of shares under the 2013 
repurchase program in November 2013. 

For the year ended October 31, 2013, we repurchased 20 million shares for $900 million.  All such shares 
and  related  costs  are  held  as  treasury  stock  and  accounted  for  using  the  cost  method.  For  the  year  ended 
October 31,  2012  we  repurchased  approximately  5 million  shares  for  $172 million.  For  the  year  ended 
October 31, 2011 we repurchased 12 million shares for $497 million.  

On November 22, 2013 we announced that our board of directors has authorized a new share repurchase 
program  effective  upon  the  conclusion  of  the  company's  existing  $1  billion  repurchase  program.  The  new 
program  is  designed  to  reduce  or  eliminate  dilution  resulting  from  issuance  of  stock  under  the  company's 
employee equity incentive programs to maintain a weighted average share count of approximately 335 million 
diluted shares. 

20

Credit Facility 

October 31, 2013. 

the facility.     

Short-term debt 

Long-term debt 

Dividends 

 During the year ended October 31, 2013, cash dividends of $0.46 per share, or $156 million were declared 

and paid on the company's outstanding common stock. During the year ended October 31, 2012, cash dividends 

of $0.30 per share, or $104 million were declared and paid on the company's outstanding common stock. The 

timing and amounts of any future dividends are subject to determination and approval by our board of directors. 

On November 22, 2013 we announced that our board of directors has authorized a 10 percent increase in 

the quarterly dividend to $0.132 per share. The dividend was declared on November 22, 2013 and will be paid on 

January 22, 2014 to all stockholders of record as of close of business on December 31, 2013.  

On  October 20,  2011,  we  entered  into  a  five-year  credit  agreement,  which  provides  for  a  $400 million 

unsecured credit facility that will expire on October 20, 2016. The company may use amounts borrowed under 

the facility for general corporate purposes. As of October 31, 2013 the company has no borrowings outstanding 

under  the  facility.  We  were  in  compliance  with  the  covenants  for  the  credit  facilities  during  the  year  ended 

As  a  result  of  the  Dako  acquisition,  we  have  a  credit  facility  in  Danish  Krone  equivalent  of  $9  million 

with a Danish financial institution.  As of October 31, 2013 the company had no borrowings outstanding under 

On  July 13,  2010,  the  company  issued  an  aggregate  principal  amount  of  $250  million  in  senior  notes 

("2013 senior notes").  The 2013 senior notes matured on July 15, 2013 and were paid in full. 

On September 9, 2009, the company issued an aggregate principal amount of $250 million in senior notes 

("2012 senior notes").  The 2012 senior notes matured on September 14, 2012 and were paid in full. 

In  September  2009,  the  company  issued  an  aggregate  principal  amount  of  $500  million  in  senior  notes 

("2015  senior  notes").  The  2015  senior  notes  were  issued  at  99.69%  of  their  principal  amount.  The  notes  will 

mature  on  September 14,  2015,  and  bear  interest  at  a  fixed  rate  of  5.50%  per  annum.  The  interest  is  payable 

semi-annually on March 14th and September 14th of each year, payments commenced on March 14, 2010. 

On  June 6,  2011,  we  terminated  our  interest  rate  swap  contracts  related  to  our  2015  senior  notes  that 

represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 

for these contracts was approximately $31 million and the amount to be amortized at October 31, 2013 was $12 

million. The gain is being deferred and amortized to interest expense over the remaining life of the 2015 senior 

notes. 

In  October  2007,  the  company  issued  an  aggregate  principal  amount  of  $600  million  in  senior  notes 

("2017  senior  notes").  The  2017  senior  notes  were  issued  at  99.60%  of  their  principal  amount.  The  notes  will 

mature on November 1, 2017, and bear interest at a fixed rate of 6.50% per annum. The interest is payable semi-

annually on May 1st and November 1st of each year and payments commenced on May 1, 2008. 

On November 25, 2008, we terminated two interest rate swap contracts associated with our 2017 senior 

notes that represented the notional amount of $400 million. The asset value, including interest receivable, upon 

termination was approximately $43 million and the amount to be amortized at October 31, 2013 was $22 million. 

The gain is being deferred and amortized to interest expense over the remaining life of the 2017 senior notes. 

In July 2010, the company issued an aggregate principal amount of $500 million in senior notes ("2020 

senior notes"). The 2020 senior notes were issued at 99.54% of their principal amount. The notes will mature on 

July  15,  2020,  and  bear  interest  at  a  fixed  rate  of  5.00%  per  annum.  The  interest  is  payable  semi-annually  on 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
in 2013 and did not contribute to our U.S. post-retirement benefit plans in 2012 or 2011. Our non-U.S. defined 

benefit plans are generally funded ratably throughout the year. Total contributions in 2013 were $120 million or 

43 percent more than 2012. Total contributions in 2012 were $84 million or 9 percent less than 2011. Our annual 

contributions  are  highly  dependent  on  the  relative  performance  of  our  assets  versus  our  projected  liabilities, 

among  other  factors.  We  expect  to  contribute  approximately  $101 million  to  our  U.S.  and  non-U.S.  defined 

benefit plans and $2 million to our U.S. post-retirement benefit plans during 2014. 

Net Cash Provided by/Used in Investing Activities 

Net  cash  used  in  investing  activities  in  2013  was  $248 million  as  compared  to  net  cash  used  of 

$2,366 million  in  2012  primarily  due  to  the  acquisition  of  Dako.  In  2011,  net  cash  provided  by  investing 

activities was $1,294 million. 

Investments in property, plant and equipment were $195 million in 2013, $194 million in 2012 and $188 

million in 2011. Proceeds from sale of property, plant and equipment were $2 million in 2013, zero in 2012 and 

$18 million  in  2011.  In  2013,  we  invested  $21  million  in  acquisitions  of  businesses  and  intangible  assets 

compared to $2,257 million in 2012 and $98 million in 2011. Proceeds from the sale of investment securities in 

2013 were $12 million, $5 million in 2012 and $16 million in 2011. The amounts of and changes in restricted 

cash were not material for the fiscal year ended 2012. In 2011 restricted cash decreased $1,545 million mostly 

due to the reclassification of restricted cash to cash and cash equivalents following the settlement of the World 

Trade repurchase obligation.  

Net Cash Provided by/Used in Financing Activities 

Net  cash  used  in  financing  activities  in  2013  was  $554 million  compared  to  $37  million  in  2012  and 

$1,693 million in 2011, respectively. 

Treasury stock repurchases  

On November 19, 2009 our board of directors approved a share-repurchase program to reduce or eliminate 

dilution of basic outstanding shares in connection with issuances of stock under the company's equity incentive 

plans (the "2009 repurchase program"). The 2009 repurchase program did not require the company to acquire a 

specific number of shares and could be suspended or discontinued at any time. There was no fixed termination 

date for the 2009 repurchase program.   

On January 16, 2013, our board of directors terminated the 2009 repurchase program and approved a new 

share-repurchase program (the "2013 repurchase program"). The 2013 repurchase program authorized the use of 

up to $500 million to repurchase shares of the company's common stock in open market transactions, inclusive of 

any amounts repurchased since November 1, 2012.  On May 14, 2013 we announced that our board of directors 

authorized an increase of $500 million to the 2013 repurchase program bringing the cumulative authorization to 

$1 billion. Unless terminated earlier by the board of directors, the 2013 repurchase program is designed to cover 

purchases until the end of the calendar year and any unused portion may be used in the calendar year 2014. The 

2013  repurchase  program  does  not  require  the  company  to  acquire  a  specific  number  of  shares  and  may  be 

suspended or discontinued at any time. As of October 31, 2013, the remaining amount to be repurchased under 

the 2013 program is $100 million. We repurchased the remaining $100 million worth of shares under the 2013 

repurchase program in November 2013. 

For the year ended October 31, 2013, we repurchased 20 million shares for $900 million.  All such shares 

and  related  costs  are  held  as  treasury  stock  and  accounted  for  using  the  cost  method.  For  the  year  ended 

October 31,  2012  we  repurchased  approximately  5 million  shares  for  $172 million.  For  the  year  ended 

October 31, 2011 we repurchased 12 million shares for $497 million.  

On November 22, 2013 we announced that our board of directors has authorized a new share repurchase 

program  effective  upon  the  conclusion  of  the  company's  existing  $1  billion  repurchase  program.  The  new 

program  is  designed  to  reduce  or  eliminate  dilution  resulting  from  issuance  of  stock  under  the  company's 

employee equity incentive programs to maintain a weighted average share count of approximately 335 million 

diluted shares. 

Dividends 

 During the year ended October 31, 2013, cash dividends of $0.46 per share, or $156 million were declared 
and paid on the company's outstanding common stock. During the year ended October 31, 2012, cash dividends 
of $0.30 per share, or $104 million were declared and paid on the company's outstanding common stock. The 
timing and amounts of any future dividends are subject to determination and approval by our board of directors. 

On November 22, 2013 we announced that our board of directors has authorized a 10 percent increase in 
the quarterly dividend to $0.132 per share. The dividend was declared on November 22, 2013 and will be paid on 
January 22, 2014 to all stockholders of record as of close of business on December 31, 2013.  

Credit Facility 

On  October 20,  2011,  we  entered  into  a  five-year  credit  agreement,  which  provides  for  a  $400 million 
unsecured credit facility that will expire on October 20, 2016. The company may use amounts borrowed under 
the facility for general corporate purposes. As of October 31, 2013 the company has no borrowings outstanding 
under  the  facility.  We  were  in  compliance  with  the  covenants  for  the  credit  facilities  during  the  year  ended 
October 31, 2013. 

As  a  result  of  the  Dako  acquisition,  we  have  a  credit  facility  in  Danish  Krone  equivalent  of  $9  million 
with a Danish financial institution.  As of October 31, 2013 the company had no borrowings outstanding under 
the facility.     

Short-term debt 

On  July 13,  2010,  the  company  issued  an  aggregate  principal  amount  of  $250  million  in  senior  notes 

("2013 senior notes").  The 2013 senior notes matured on July 15, 2013 and were paid in full. 

On September 9, 2009, the company issued an aggregate principal amount of $250 million in senior notes 

("2012 senior notes").  The 2012 senior notes matured on September 14, 2012 and were paid in full. 

Long-term debt 

In  September  2009,  the  company  issued  an  aggregate  principal  amount  of  $500  million  in  senior  notes 
("2015  senior  notes").  The  2015  senior  notes  were  issued  at  99.69%  of  their  principal  amount.  The  notes  will 
mature  on  September 14,  2015,  and  bear  interest  at  a  fixed  rate  of  5.50%  per  annum.  The  interest  is  payable 
semi-annually on March 14th and September 14th of each year, payments commenced on March 14, 2010. 

On  June 6,  2011,  we  terminated  our  interest  rate  swap  contracts  related  to  our  2015  senior  notes  that 
represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 
for these contracts was approximately $31 million and the amount to be amortized at October 31, 2013 was $12 
million. The gain is being deferred and amortized to interest expense over the remaining life of the 2015 senior 
notes. 

In  October  2007,  the  company  issued  an  aggregate  principal  amount  of  $600  million  in  senior  notes 
("2017  senior  notes").  The  2017  senior  notes  were  issued  at  99.60%  of  their  principal  amount.  The  notes  will 
mature on November 1, 2017, and bear interest at a fixed rate of 6.50% per annum. The interest is payable semi-
annually on May 1st and November 1st of each year and payments commenced on May 1, 2008. 

On November 25, 2008, we terminated two interest rate swap contracts associated with our 2017 senior 
notes that represented the notional amount of $400 million. The asset value, including interest receivable, upon 
termination was approximately $43 million and the amount to be amortized at October 31, 2013 was $22 million. 
The gain is being deferred and amortized to interest expense over the remaining life of the 2017 senior notes. 

In July 2010, the company issued an aggregate principal amount of $500 million in senior notes ("2020 
senior notes"). The 2020 senior notes were issued at 99.54% of their principal amount. The notes will mature on 
July  15,  2020,  and  bear  interest  at  a  fixed  rate  of  5.00%  per  annum.  The  interest  is  payable  semi-annually  on 

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January 15th and July 15th of each year, payments commenced on January 15, 2011. 

On August 9, 2011, we terminated our interest rate swap contracts related to our 2020 senior notes that 
represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 
for these contracts was approximately $34 million and the amount to be amortized at October 31, 2012 was $26 
million. The gain is being deferred and amortized to interest expense over the remaining life of the 2020 senior 
notes. 

In  September  2012,  the  company  issued  an  aggregate  principal  amount  of  $400  million  in  senior  notes 
("2022 senior notes"). The senior notes were issued at 99.80% of their principal amount. The notes will mature 
on October 1, 2022, and bear interest at a fixed rate of 3.20% per annum. The interest is payable semi-annually 
on April 1st and October 1st of each year, payments commenced on April 1, 2013. We used part of the proceeds 
from the issuance of the 2022 senior notes to pay the 2012 senior notes. 

In  June  2013,  the  company  issued  aggregate  principal  amount  of  $600  million  in  senior  notes  ("2023 
senior notes"). The 2023 senior notes were issued at 99.544% of their principal amount. The notes will mature on 
July 15, 2023 and bear interest at a fixed rate of 3.875% per annum. Interest is payable semi annually on January 
15th and July 15th of each year and payments will commence January 15, 2014.  

All  notes  issued  are  unsecured  and  rank  equally  in  right  of  payment  with  all  of  Agilent's  other  senior 
unsecured  indebtedness. The company  incurred  issuance  costs  of $5  million  each  in  connection with the  2017 
and 2023 senior notes and incurred $3 million each in connection with the 2015, 2020 and 2022 senior notes. 
These costs were capitalized in other assets on the consolidated balance sheet and the costs are being amortized 
to interest expense over the term of the senior notes. 

As  of  October  31,  2013,  and  as  a  result  of  the  Dako  acquisition,  we  have  a  mortgage  debt,  secured  on 
buildings in Denmark, in Danish Krone equivalent of $46 million aggregate principal outstanding with a Danish 
financial  institution.  The  loan  has  a  variable  interest  rate  based  on  3  months  Copenhagen  Interbank  Rate 
("Cibor") and will mature on September 30, 2027. Interest payments are made in March, June, September and 
December of each year.  

Off Balance Sheet Arrangements and Other 

We have contractual commitments for non-cancelable operating leases. See Note 17 "Commitments and 
Contingencies", to our consolidated financial statements for further information on our non-cancelable operating 
leases. 

Our liquidity is affected by many factors, some of which are based on normal ongoing operations of our 
business and some of which arise from fluctuations related to global economics and markets. Our cash balances 
are generated and held in many locations throughout the world. Local government regulations may restrict our 
ability to move cash balances to meet cash needs under certain circumstances. We do not currently expect such 
regulations  and  restrictions  to  impact  our  ability  to  pay  vendors  and  conduct  operations  throughout our  global 
organization. 

Contractual Commitments 

Our  cash  flows  from  operations  are  dependent  on  a  number  of  factors,  including  fluctuations  in  our 
operating  results,  accounts  receivable  collections,  inventory  management,  and  the  timing  of  tax  and  other 
payments.  As  a  result,  the  impact  of  contractual  obligations  on  our  liquidity  and  capital  resources  in  future 
periods should be analyzed in conjunction with such factors. 

22

The following table summarizes our total contractual obligations at October 31, 2013 for operations and 

excludes amounts recorded in our consolidated balance sheet (in millions): 

Less than one 

year 

One to three years 

Three to five years 

  More than five years

Operating leases 

Commitments to contract 

    manufacturers and suppliers 

Other purchase commitments 

Retirement plans 

Total 

$ 

$ 

56

$

727

70

103

956

$

78

21

—

—

99

$

$

33 

 $ 

— 

— 

— 

33 

 $ 

6

—

—

—

6

Operating  leases.    Commitments  under  operating  leases  relate  primarily  to  leasehold  property,  see 

Note 17, "Commitments and Contingencies". 

Commitments  to  contract  manufacturers  and  suppliers.    We  purchase  components  from  a  variety  of 

suppliers and use several contract manufacturers to provide manufacturing services for our products. During the 

normal course of business, we issue purchase orders with estimates of our requirements several months ahead of 

the  delivery  dates.  However,  our  agreements  with  these  suppliers  usually  provide  us  the  option  to  cancel, 

reschedule, and adjust our requirements based on our business needs prior to firm orders being placed. Typically 

purchase  orders  outstanding  with  delivery  dates  within  30 days  are  non-cancelable.  Therefore,  only 

approximately  55 percent  of  our  reported  purchase  commitments  arising  from  these  agreements  are  firm,  non-

cancelable,  and  unconditional  commitments.  We  expect  to  fulfill  most  of  our  purchase  commitments  for 

inventory within one year. 

In  addition  to  the  above  mentioned  commitments  to  contract  manufacturers  and  suppliers,  we  record  a 

liability for firm, non-cancelable and unconditional purchase commitments for quantities in excess of our future 

demand forecasts consistent with our policy relating to excess inventory. As of October 31, 2013, the liability for 

our firm, non-cancelable and unconditional purchase commitments was $5 million, compared to $5 million as of 

October 31, 2012 and 2011. These amounts are included in other accrued liabilities in our consolidated balance 

sheet. 

Other purchase commitments.    We have categorized "other purchase commitments" related to contracts 

with professional  services  suppliers.  Typically  we  can  cancel  these  contracts  within 90 days  without  penalties. 

For those contracts that are not cancelable within 90 days without penalties, we are disclosing the amounts we 

are obligated to pay to a supplier under each contract in that period before such contract can be cancelled. Our 

contractual  obligations  with  these  suppliers  under  "other  purchase  commitments"  were  approximately  $70 

million within the next year. 

Retirement Plans.    Commitments under the retirement plans relate to expected contributions to be made 

to our U.S. and non-U.S. defined benefit plans and to our post-retirement medical plans for the next year only. 

Contributions after next year are impractical to estimate. 

We had no material off-balance sheet arrangements as of October 31, 2013 or October 31, 2012. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
January 15th and July 15th of each year, payments commenced on January 15, 2011. 

On August 9, 2011, we terminated our interest rate swap contracts related to our 2020 senior notes that 

represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 

for these contracts was approximately $34 million and the amount to be amortized at October 31, 2012 was $26 

million. The gain is being deferred and amortized to interest expense over the remaining life of the 2020 senior 

notes. 

In  September  2012,  the  company  issued  an  aggregate  principal  amount  of  $400  million  in  senior  notes 

("2022 senior notes"). The senior notes were issued at 99.80% of their principal amount. The notes will mature 

on October 1, 2022, and bear interest at a fixed rate of 3.20% per annum. The interest is payable semi-annually 

on April 1st and October 1st of each year, payments commenced on April 1, 2013. We used part of the proceeds 

from the issuance of the 2022 senior notes to pay the 2012 senior notes. 

In  June  2013,  the  company  issued  aggregate  principal  amount  of  $600  million  in  senior  notes  ("2023 

senior notes"). The 2023 senior notes were issued at 99.544% of their principal amount. The notes will mature on 

July 15, 2023 and bear interest at a fixed rate of 3.875% per annum. Interest is payable semi annually on January 

15th and July 15th of each year and payments will commence January 15, 2014.  

All  notes  issued  are  unsecured  and  rank  equally  in  right  of  payment  with  all  of  Agilent's  other  senior 

unsecured  indebtedness. The company  incurred  issuance  costs  of $5  million  each  in  connection with the  2017 

and 2023 senior notes and incurred $3 million each in connection with the 2015, 2020 and 2022 senior notes. 

These costs were capitalized in other assets on the consolidated balance sheet and the costs are being amortized 

to interest expense over the term of the senior notes. 

As  of  October  31,  2013,  and  as  a  result  of  the  Dako  acquisition,  we  have  a  mortgage  debt,  secured  on 

buildings in Denmark, in Danish Krone equivalent of $46 million aggregate principal outstanding with a Danish 

financial  institution.  The  loan  has  a  variable  interest  rate  based  on  3  months  Copenhagen  Interbank  Rate 

("Cibor") and will mature on September 30, 2027. Interest payments are made in March, June, September and 

December of each year.  

Off Balance Sheet Arrangements and Other 

We have contractual commitments for non-cancelable operating leases. See Note 17 "Commitments and 

Contingencies", to our consolidated financial statements for further information on our non-cancelable operating 

leases. 

Our liquidity is affected by many factors, some of which are based on normal ongoing operations of our 

business and some of which arise from fluctuations related to global economics and markets. Our cash balances 

are generated and held in many locations throughout the world. Local government regulations may restrict our 

ability to move cash balances to meet cash needs under certain circumstances. We do not currently expect such 

regulations  and  restrictions  to  impact  our  ability  to  pay  vendors  and  conduct  operations  throughout our  global 

organization. 

Contractual Commitments 

Our  cash  flows  from  operations  are  dependent  on  a  number  of  factors,  including  fluctuations  in  our 

operating  results,  accounts  receivable  collections,  inventory  management,  and  the  timing  of  tax  and  other 

payments.  As  a  result,  the  impact  of  contractual  obligations  on  our  liquidity  and  capital  resources  in  future 

periods should be analyzed in conjunction with such factors. 

The following table summarizes our total contractual obligations at October 31, 2013 for operations and 

excludes amounts recorded in our consolidated balance sheet (in millions): 

Operating leases 
Commitments to contract 
    manufacturers and suppliers 
Other purchase commitments 
Retirement plans 

Total 

$ 

$ 

Less than one 
year 

56

727
70
103
956

One to three years 
78

$

Three to five years 
33 

$

  More than five years
6
 $ 

21
—
—
99

$

— 
— 
— 
33 

 $ 

—
—
—
6

$

Operating  leases.    Commitments  under  operating  leases  relate  primarily  to  leasehold  property,  see 

Note 17, "Commitments and Contingencies". 

Commitments  to  contract  manufacturers  and  suppliers.    We  purchase  components  from  a  variety  of 
suppliers and use several contract manufacturers to provide manufacturing services for our products. During the 
normal course of business, we issue purchase orders with estimates of our requirements several months ahead of 
the  delivery  dates.  However,  our  agreements  with  these  suppliers  usually  provide  us  the  option  to  cancel, 
reschedule, and adjust our requirements based on our business needs prior to firm orders being placed. Typically 
purchase  orders  outstanding  with  delivery  dates  within  30 days  are  non-cancelable.  Therefore,  only 
approximately  55 percent  of  our  reported  purchase  commitments  arising  from  these  agreements  are  firm,  non-
cancelable,  and  unconditional  commitments.  We  expect  to  fulfill  most  of  our  purchase  commitments  for 
inventory within one year. 

In  addition  to  the  above  mentioned  commitments  to  contract  manufacturers  and  suppliers,  we  record  a 
liability for firm, non-cancelable and unconditional purchase commitments for quantities in excess of our future 
demand forecasts consistent with our policy relating to excess inventory. As of October 31, 2013, the liability for 
our firm, non-cancelable and unconditional purchase commitments was $5 million, compared to $5 million as of 
October 31, 2012 and 2011. These amounts are included in other accrued liabilities in our consolidated balance 
sheet. 

Other purchase commitments.    We have categorized "other purchase commitments" related to contracts 
with professional  services  suppliers.  Typically  we  can  cancel  these  contracts  within 90 days  without  penalties. 
For those contracts that are not cancelable within 90 days without penalties, we are disclosing the amounts we 
are obligated to pay to a supplier under each contract in that period before such contract can be cancelled. Our 
contractual  obligations  with  these  suppliers  under  "other  purchase  commitments"  were  approximately  $70 
million within the next year. 

Retirement Plans.    Commitments under the retirement plans relate to expected contributions to be made 
to our U.S. and non-U.S. defined benefit plans and to our post-retirement medical plans for the next year only. 
Contributions after next year are impractical to estimate. 

We had no material off-balance sheet arrangements as of October 31, 2013 or October 31, 2012. 

22

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On Balance Sheet Arrangements 

The  following  table  summarizes  our  total  contractual  obligations  recorded  in  our  consolidated  balance 

sheet pertaining to our long-term debt as of October 31, 2013 (in millions): 

Senior notes 
Other debt 
Total 

Less than one 
year 

$ 

$ 

— $
—
— $

One to three years 
1,100
—
1,100

Three to five years 
— 
— 
— 

$

$

  More than five years
1,500
 $ 
46
1,546

 $ 

We have contractual obligations for interest payments on the above debts. Interest rates and payment dates 

are detailed in "Long-term debt". 

Other long-term liabilities include $341 million and $320 million of liabilities for uncertain tax positions as 
of October 31, 2013 and October 31, 2012, respectively. We are unable to accurately predict when these amounts 
will  be  realized  or  released.  However,  it  is  reasonably  possible  that  there  could  be  significant  changes  to  our 
unrecognized tax benefits in the next twelve months due to either the expiration of a statute of limitations or a tax 
audit settlement.   

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 

We  are  exposed  to  foreign  currency  exchange  rate  risks  inherent  in  our  sales  commitments,  anticipated 
sales, and assets and liabilities denominated in currencies other than the functional currency of our subsidiaries. 
We hedge future cash flows denominated in currencies other than the functional currency using sales forecasts up 
to twelve months in advance. Our exposure to exchange rate risks is managed on an enterprise-wide basis. This 
strategy utilizes derivative financial instruments, including option and forward contracts, to hedge certain foreign 
currency  exposures  with  the  intent  of  offsetting  gains  and  losses  that  occur  on  the  underlying  exposures  with 
gains  and  losses  on  the  derivative  contracts  hedging  them.  We  do  not  currently  and  do  not  intend  to  utilize 
derivative financial instruments for speculative trading purposes. 

Our  operations  generate  non-functional  currency  cash  flows  such  as  revenues,  third  party  vendor 
payments  and  inter-company  payments.  In  anticipation  of  these  foreign  currency  cash  flows  and  in  view  of 
volatility of the currency market, we enter into such foreign exchange contracts as are described above to manage 
our  currency  risk.  Approximately  63 percent  of  our  revenues  in  2013,  63 percent  of  our  revenues  in  2012  and 
64 percent of our revenues in 2011 were generated in U.S. dollars. 

We  performed  a  sensitivity  analysis  assuming  a  hypothetical  10 percent  adverse  movement  in  foreign 
exchange rates to the hedging contracts and the underlying exposures described above. As of October 31, 2013 
and 2012, the analysis indicated that these hypothetical market movements would not have a material effect on 
our consolidated financial position, results of operations or cash flows. 

We are also exposed to interest rate risk due to the mismatch between the interest expense we pay on our 
loans at fixed rates and the variable rates of interest we receive from cash, cash equivalents and other short-term 
investments. We have issued long-term debt in U.S. dollars or foreign currencies at fixed interest rates based on 
the market conditions at the time of financing. We believe that the fair value of our fixed rate debt changes when 
the underlying market rates of interest change, and we may use interest rate swaps to modify such market risk.   

We  performed  a  sensitivity  analysis  assuming  a  hypothetical  10 percent  adverse  movement  in  interest 
rates relating to the underlying fair value of our fixed rate debt. As of October 31, 2013 and 2012, the sensitivity 
analyses  indicated  that  a  hypothetical  10 percent  adverse  movement  in  interest  rates  would  result  in  an 
immaterial impact to the fair value of our fixed interest rate debt. 

24

Report of Independent Registered Public Accounting Firm 

To the Stockholders and Board of Directors of Agilent Technologies, Inc.: 

In  our  opinion,  the  accompanying  consolidated  balance  sheets  and  related  consolidated  statements 

of  operations,  cash  flows  and  equity  present  fairly,  in  all  material  respects,  the  financial  position  of  Agilent  

Technologies,  Inc.  and  its  subsidiaries  at  October  31,  2013  and  October  31,  2012,  and  the  results  of  their  

operations and their cash flows for each of the three years in the period ended October 31, 2013 in conformity 

with  accounting  principles  generally  accepted  in  the  United  States  of  America.    Also  in  our  opinion,  the  

Company maintained, in all material respects, effective internal control over financial reporting as of October 31, 

2013, based on criteria established in Internal Control - Integrated Framework (1992) issued by the Committee  

of Sponsoring Organizations of the Treadway Commission (COSO).  The Company’s management is responsible for 

these financial statements, for maintaining effective internal control over financial reporting and for its assessment 

of  the  effectiveness  of  internal  control  over  financial  reporting,  included  in  the  accompanying  Management’s 

Report on Internal Control over Financial Reporting.  Our responsibility is to express opinions on these financial 

statements  and  on  the  Company’s  internal  control  over  financial  reporting  based  on  our  integrated  audits.   We 

conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United 

States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether 

the  financial  statements  are  free  of  material  misstatement  and  whether  effective  internal  control  over  financial 

reporting was maintained in all material respects.  Our audits of the financial statements included examining, on 

a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting 

principles  used  and  significant  estimates  made  by  management,  and  evaluating  the  overall  financial  statement 

presentation.  Our audit of internal control over financial reporting included obtaining an understanding of internal 

control  over  financial  reporting,  assessing  the  risk  that  a  material  weakness  exists,  and  testing  and  evaluating 

the design and operating effectiveness of internal  control based on the assessed  risk.  Our  audits also included 

performing  such  other  procedures  as  we  considered necessary  in  the  circumstances. We  believe that our  audits 

provide a reasonable basis for our opinions. 

A  company’s  internal  control  over  financial  reporting  is  a  process  designed  to  provide  reasonable 

assurance regarding the reliability of financial reporting and the preparation of financial statements for external 

purposes  in  accordance  with  generally  accepted  accounting  principles.    A  company’s  internal  control  over 

financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in 

reasonable  detail,  accurately  and  fairly  reflect  the  transactions  and  dispositions  of  the  assets  of  the  company; 

(ii) provide  reasonable  assurance  that  transactions  are  recorded  as  necessary  to  permit  preparation  of  financial 

statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the 

company are being made only in accordance with authorizations of management and directors of the company; 

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, 

or disposition of the company’s assets that could have a material effect on the financial statements. 

Because  of  its  inherent  limitations,  internal  control  over  financial  reporting  may  not  prevent  or  detect 

misstatements.  Also, projections of any evaluation of effectiveness to future periods are subject to the risk that 

controls  may  become  inadequate  because  of  changes  in  conditions,  or  that  the  degree  of  compliance  with  the 

policies or procedures may deteriorate. 

  /S/ PRICEWATERHOUSECOOPERS LLP

San Jose, California 

December 19, 2013 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
On Balance Sheet Arrangements 

The  following  table  summarizes  our  total  contractual  obligations  recorded  in  our  consolidated  balance 

sheet pertaining to our long-term debt as of October 31, 2013 (in millions): 

Senior notes 

Other debt 

Total 

Less than one 

year 

One to three years 

Three to five years 

  More than five years

$ 

$ 

— $

—

— $

1,100

—

1,100

$

$

— 

— 

— 

 $ 

 $ 

1,500

46

1,546

We have contractual obligations for interest payments on the above debts. Interest rates and payment dates 

are detailed in "Long-term debt". 

Other long-term liabilities include $341 million and $320 million of liabilities for uncertain tax positions as 

of October 31, 2013 and October 31, 2012, respectively. We are unable to accurately predict when these amounts 

will  be  realized  or  released.  However,  it  is  reasonably  possible  that  there  could  be  significant  changes  to  our 

unrecognized tax benefits in the next twelve months due to either the expiration of a statute of limitations or a tax 

audit settlement.   

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 

We  are  exposed  to  foreign  currency  exchange  rate  risks  inherent  in  our  sales  commitments,  anticipated 

sales, and assets and liabilities denominated in currencies other than the functional currency of our subsidiaries. 

We hedge future cash flows denominated in currencies other than the functional currency using sales forecasts up 

to twelve months in advance. Our exposure to exchange rate risks is managed on an enterprise-wide basis. This 

strategy utilizes derivative financial instruments, including option and forward contracts, to hedge certain foreign 

currency  exposures  with  the  intent  of  offsetting  gains  and  losses  that  occur  on  the  underlying  exposures  with 

gains  and  losses  on  the  derivative  contracts  hedging  them.  We  do  not  currently  and  do  not  intend  to  utilize 

derivative financial instruments for speculative trading purposes. 

Our  operations  generate  non-functional  currency  cash  flows  such  as  revenues,  third  party  vendor 

payments  and  inter-company  payments.  In  anticipation  of  these  foreign  currency  cash  flows  and  in  view  of 

volatility of the currency market, we enter into such foreign exchange contracts as are described above to manage 

our  currency  risk.  Approximately  63 percent  of  our  revenues  in  2013,  63 percent  of  our  revenues  in  2012  and 

64 percent of our revenues in 2011 were generated in U.S. dollars. 

We  performed  a  sensitivity  analysis  assuming  a  hypothetical  10 percent  adverse  movement  in  foreign 

exchange rates to the hedging contracts and the underlying exposures described above. As of October 31, 2013 

and 2012, the analysis indicated that these hypothetical market movements would not have a material effect on 

our consolidated financial position, results of operations or cash flows. 

We are also exposed to interest rate risk due to the mismatch between the interest expense we pay on our 

loans at fixed rates and the variable rates of interest we receive from cash, cash equivalents and other short-term 

investments. We have issued long-term debt in U.S. dollars or foreign currencies at fixed interest rates based on 

the market conditions at the time of financing. We believe that the fair value of our fixed rate debt changes when 

the underlying market rates of interest change, and we may use interest rate swaps to modify such market risk.   

We  performed  a  sensitivity  analysis  assuming  a  hypothetical  10 percent  adverse  movement  in  interest 

rates relating to the underlying fair value of our fixed rate debt. As of October 31, 2013 and 2012, the sensitivity 

analyses  indicated  that  a  hypothetical  10 percent  adverse  movement  in  interest  rates  would  result  in  an 

immaterial impact to the fair value of our fixed interest rate debt. 

Report of Independent Registered Public Accounting Firm 

To the Stockholders and Board of Directors of Agilent Technologies, Inc.: 

In  our  opinion,  the  accompanying  consolidated  balance  sheets  and  related  consolidated  statements 
of  operations,  cash  flows  and  equity  present  fairly,  in  all  material  respects,  the  financial  position  of  Agilent  
Technologies,  Inc.  and  its  subsidiaries  at  October  31,  2013  and  October  31,  2012,  and  the  results  of  their  
operations and their cash flows for each of the three years in the period ended October 31, 2013 in conformity 
with  accounting  principles  generally  accepted  in  the  United  States  of  America.    Also  in  our  opinion,  the  
Company maintained, in all material respects, effective internal control over financial reporting as of October 31, 
2013, based on criteria established in Internal Control - Integrated Framework (1992) issued by the Committee  
of Sponsoring Organizations of the Treadway Commission (COSO).  The Company’s management is responsible for 
these financial statements, for maintaining effective internal control over financial reporting and for its assessment 
of  the  effectiveness  of  internal  control  over  financial  reporting,  included  in  the  accompanying  Management’s 
Report on Internal Control over Financial Reporting.  Our responsibility is to express opinions on these financial 
statements  and  on  the  Company’s  internal  control  over  financial  reporting  based  on  our  integrated  audits.   We 
conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United 
States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether 
the  financial  statements  are  free  of  material  misstatement  and  whether  effective  internal  control  over  financial 
reporting was maintained in all material respects.  Our audits of the financial statements included examining, on 
a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting 
principles  used  and  significant  estimates  made  by  management,  and  evaluating  the  overall  financial  statement 
presentation.  Our audit of internal control over financial reporting included obtaining an understanding of internal 
control  over  financial  reporting,  assessing  the  risk  that  a  material  weakness  exists,  and  testing  and  evaluating 
the design and operating effectiveness  of internal control based  on the assessed  risk.   Our  audits also included 
performing  such  other  procedures  as  we  considered  necessary  in  the  circumstances. We  believe that our  audits 
provide a reasonable basis for our opinions. 

A  company’s  internal  control  over  financial  reporting  is  a  process  designed  to  provide  reasonable 
assurance regarding the reliability of financial reporting and the preparation of financial statements for external 
purposes  in  accordance  with  generally  accepted  accounting  principles.    A  company’s  internal  control  over 
financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in 
reasonable  detail,  accurately  and  fairly  reflect  the  transactions  and  dispositions  of  the  assets  of  the  company; 
(ii) provide  reasonable  assurance  that  transactions  are  recorded  as  necessary  to  permit  preparation  of  financial 
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the 
company are being made only in accordance with authorizations of management and directors of the company; 
and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, 
or disposition of the company’s assets that could have a material effect on the financial statements. 

Because  of  its  inherent  limitations,  internal  control  over  financial  reporting  may  not  prevent  or  detect 
misstatements.  Also, projections of any evaluation of effectiveness to future periods are subject to the risk that 
controls  may  become  inadequate  because  of  changes  in  conditions,  or  that  the  degree  of  compliance  with  the 
policies or procedures may deteriorate. 

  /S/ PRICEWATERHOUSECOOPERS LLP
San Jose, California 
December 19, 2013 

24

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AGILENT TECHNOLOGIES, INC. 
CONSOLIDATED STATEMENT OF OPERATIONS 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME    

AGILENT TECHNOLOGIES, INC. 

(in millions) 

Net income 

$(8) and $0 

Other comprehensive income (loss): 

Change in unrealized gain on investments, net of tax expense (benefit) of $2, 

Gain on derivative instruments, net of tax expense of $2, $3 and $0 

Amounts reclassified into earnings related to derivative instruments, net of tax 

benefit of $(3), $(2) and $(2) 

Foreign currency translation 

Net defined benefit pension cost and post retirement plan costs:

Change in actuarial net loss, net of tax expense (benefit) of $114, $(61), and 

$(3) 

Change in net prior service benefit, net of tax benefit of $(16), $(17), and $0 

Other comprehensive income (loss) 

Total comprehensive income 

Years  Ended October 31, 

2013 

2012 

2011 

$

724

$  1,153 

  $  1,012

7

8

1

(10)

228

(32)

202

926

6 

7 

(6)   

(28)   

(175)   

(31)   

(227)   

(4)

—

3

94

(38)

149

204

$

$ 

926 

  $  1,216

The accompanying notes are an integral part of these condensed consolidated financial statements. 

Years Ended October 31, 

2013 

2012 

2011 

(in millions, except per 
share data) 

Net revenue: 
Products 
Services and other 
Total net revenue 
Costs and expenses: 
Cost of products 
Cost of services and other 
Total costs 
Research and development 
Selling, general and administrative 
Total costs and expenses 

Income from operations 
Interest income 
Interest expense 
Other income (expense), net 
Income before taxes 
Provision (benefit) for income taxes 
Net income 
Net income per share: 

Basic 
Diluted 

Weighted average shares used in computing net income per 
share: 

Basic 
Diluted 

$

$

$
$

$

$

$
$

5,534
1,248
6,782

2,576
671
3,247
704
1,880
5,831
951
7
(107)
8
859
135
724

2.12
2.10

341
345

 $ 

5,659 
1,199 
6,858 

2,608 
646 
3,254 
668 
1,817 
5,739 
1,119 
9 
(101)   
16 
1,043 
(110)   
1,153 

 $ 

3.31 
3.27 

 $ 
 $ 

348 
353 

Cash dividends declared per common share 

$

0.46

$

0.30 

 $ 

The accompanying notes are an integral part of these consolidated financial statements.

5,482
1,133
6,615

2,473
613
3,086
649
1,809
5,544
1,071
14
(86)
33
1,032
20
1,012

2.92
2.85

347
355

—

26

 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
  
  
 
  
  
  
    
 
 
  
  
    
 
 
 
 
 
 
 
 
 
 
    
  
  
    
 
 
 
 
    
 
AGILENT TECHNOLOGIES, INC. 

CONSOLIDATED STATEMENT OF OPERATIONS 

AGILENT TECHNOLOGIES, INC. 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME    
(in millions) 

Net revenue: 

Products 

Services and other 

Total net revenue 

Costs and expenses: 

Cost of products 

Cost of services and other 

Total costs 

Research and development 

Selling, general and administrative 

Total costs and expenses 

Income from operations 

Interest income 

Interest expense 

Other income (expense), net 

Income before taxes 

Provision (benefit) for income taxes 

Net income 

Net income per share: 

Basic 

Diluted 

share: 

Basic 

Diluted 

Years Ended October 31, 

2013 

2012 

2011 

(in millions, except per 

share data) 

$

$

5,659 

 $ 

5,534

1,248

6,782

2,576

671

3,247

704

1,880

5,831

951

(107)

7

8

859

135

724

2.12

2.10

341

345

$

$

$

$

$

$

1,199 

6,858 

2,608 

646 

3,254 

668 

1,817 

5,739 

1,119 

9 

16 

1,043 

(101)   

(110)   

1,153 

 $ 

3.31 

3.27 

 $ 

 $ 

348 

353 

5,482

1,133

6,615

2,473

613

3,086

649

1,809

5,544

1,071

14

(86)

33

1,032

20

1,012

2.92

2.85

347

355

—

Weighted average shares used in computing net income per 

Cash dividends declared per common share 

$

0.46

$

0.30 

 $ 

The accompanying notes are an integral part of these consolidated financial statements.

Net income 
Other comprehensive income (loss): 
Change in unrealized gain on investments, net of tax expense (benefit) of $2, 
$(8) and $0 

Gain on derivative instruments, net of tax expense of $2, $3 and $0 

Amounts reclassified into earnings related to derivative instruments, net of tax 
benefit of $(3), $(2) and $(2) 
Foreign currency translation 
Net defined benefit pension cost and post retirement plan costs:
Change in actuarial net loss, net of tax expense (benefit) of $114, $(61), and 
$(3) 
Change in net prior service benefit, net of tax benefit of $(16), $(17), and $0 
Other comprehensive income (loss) 
Total comprehensive income 

$

Years  Ended October 31, 

2013 

2012 

2011 

$

724

$  1,153 

  $  1,012

7

8

(10)
1

228
(32)
202
926

6 

7 

(6)   
(28)   

(4)

—

3
94

(175)   
(31)   
(227)   
926 

(38)
149
204
  $  1,216

$ 

The accompanying notes are an integral part of these condensed consolidated financial statements. 

26

27

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AGILENT TECHNOLOGIES, INC. 
CONSOLIDATED BALANCE SHEET 

ASSETS 

October 31, 

2013 

2012 

(in millions, except
par value and share data)

Current assets: 

Cash and cash equivalents 
Accounts receivable, net 
Inventory 
Other current assets 

Total current assets 
Property, plant and equipment, net 
Goodwill 
Other intangible assets, net 
Long-term investments 
Other assets 

Total assets 

LIABILITIES AND EQUITY

Current liabilities: 

Accounts payable 
Employee compensation and benefits 
Deferred revenue 
Short-term debt 
Other accrued liabilities 

Total current liabilities 

Long-term debt 
Retirement and post-retirement benefits 
Other long-term liabilities 

Total liabilities 

Commitments and contingencies (Note 17) 
Total equity: 

Stockholders' equity: 

Preferred stock; $0.01 par value; 125 million shares authorized; none issued 
and outstanding 
Common stock; $0.01 par value; 2 billion shares authorized; 602 million shares 
at October 31, 2013 and 595 million shares at October 31, 2012 issued 
Treasury stock at cost; 269 million shares at October 31, 2013 and 249 million 
shares at October 31, 2012 
Additional paid-in-capital 
Retained earnings 
Accumulated other comprehensive income (loss) 

Total stockholders' equity 
Non-controlling interest 
Total equity 
Total liabilities and equity 

$

$

$

$

 $ 

 $ 

 $ 

2,675  
899  
1,066  
343  
4,983  
1,134  
3,047  
916  
139  
467  
10,686  

432  
401  
439  
—  
330  
1,602  
2,699  
294  
802  
5,397  

—  

6  

(9,607 )   
8,723  
6,073  
91  
5,286  
3  
5,289  
10,686  

 $ 

2,351
923
1,014
341
4,629
1,164
3,025
1,086
109
523
10,536

461
387
420
250
375
1,893
2,112
554
792
5,351

—

6

(8,707)
8,489
5,505
(111)
5,182
3
5,185
10,536

The accompanying notes are an integral part of these consolidated financial statements 

28

AGILENT TECHNOLOGIES, INC. 

CONSOLIDATED STATEMENT OF CASH FLOWS 

Adjustments to reconcile net income to net cash provided by operating 

Cash flows from operating activities: 

Net income 

activities: 

Depreciation and amortization 

Share-based compensation 

Excess tax benefit from share-based plans 

Deferred taxes 

Excess and obsolete inventory and inventory related charges 

Non-cash restructuring and asset impairment charges 

Net gain on sale of investments 

Net (gain) loss on sale of assets and divestitures 

Other 

Changes in assets and liabilities: 

Accounts receivable, net 

Inventory 

Accounts payable 

Employee compensation and benefits 

Interest rate swap proceeds 

Other assets and liabilities 

Net cash provided by operating activities 

Cash flows from investing activities: 

Investments in property, plant and equipment 

Proceeds from the sale of property, plant and equipment 

Proceeds from lease receivable 

Proceeds from the sale of investment securities 

Proceeds from divestitures 

Payment to acquire equity method investment 

Purchase of other investments 

Change in restricted cash, cash equivalents and investments, net 

Acquisitions of businesses and intangible assets, net of cash acquired 

Net cash provided by (used in) investing activities

Cash flows from financing activities: 

Issuance of common stock under employee stock plans 

Treasury stock repurchases 

Payment of dividends 

Issuance of senior notes 

Debt issuance costs 

Repayment of senior notes 

Purchase of non-controlling interest 

Repayment of debts and credit facility 

Excess tax benefit from share-based plans 

Net cash used in financing activities 

Effect of exchange rate movements 

Net increase (decrease) in cash and cash equivalents 

Cash and cash equivalents at beginning of year 

Cash and cash equivalents at end of year 

Years Ended October 31, 

2013 

2012 

2011 

(in millions) 

$

724

$  1,153 

 $  1,012

1,152

1,228 

1,260

(195)

(194)   

(188)

372

85

(2)

31

48

3

(1)

3

3

14

(100)

(27)

16

—

(17)

2

—

12

—

(21)

(25)

—

(21)

(248)

161

(900)

(156)

597

(5)

(250)

(3)

—

2

(554)

(26)

324

2,351

2,675

301 

74 

— 

(158)   

(4)   

30 

1 

2 

5 

19 

(52)   

(31)   

(54)   

— 

(58)   

— 

80 

5 

— 

— 

— 

— 

(2,257)   

(2,366)   

100 

(172)   

(104)   

399 

(3)   

(250)   

(6)   

(1)   

— 

(37)   

(1)   

(1,176)   

3,527 

253

72

—

38

30

10

(6)

2

8

11

(208)

(35)

24

65

(16)

1,545

(98)

1,294

304

(497)

18

—

16

1

—

—

—

—

—

—

—

—

(1,500)

(1,693)

17

878

2,649

The accompanying notes are an integral part of these consolidated financial statements.

$

$  2,351 

 $  3,527

 
 
  
  
 
  
  
  
    
  
  
    
 
 
 
 
 
 
 
  
  
    
 
 
 
  
  
    
 
 
 
 
 
 
 
  
  
    
 
 
 
 
 
 
 
  
  
 
  
  
    
    
 
 
 
 
 
 
 
 
 
    
  
    
 
 
 
 
 
 
 
 
 
 
  
    
  
    
 
 
 
 
 
 
 
 
AGILENT TECHNOLOGIES, INC. 
CONSOLIDATED STATEMENT OF CASH FLOWS 

LIABILITIES AND EQUITY

10,686  

 $ 

10,536

$

$

 $ 

AGILENT TECHNOLOGIES, INC. 

CONSOLIDATED BALANCE SHEET 

ASSETS 

Current assets: 

Cash and cash equivalents 

Accounts receivable, net 

Inventory 

Other current assets 

Total current assets 

Property, plant and equipment, net 

Goodwill 

Other intangible assets, net 

Long-term investments 

Other assets 

Total assets 

Current liabilities: 

Accounts payable 

Deferred revenue 

Short-term debt 

Other accrued liabilities 

Total current liabilities 

Long-term debt 

Other long-term liabilities 

Total liabilities 

Total equity: 

Stockholders' equity: 

and outstanding 

Retirement and post-retirement benefits 

Commitments and contingencies (Note 17) 

Employee compensation and benefits 

Preferred stock; $0.01 par value; 125 million shares authorized; none issued 

Common stock; $0.01 par value; 2 billion shares authorized; 602 million shares 

at October 31, 2013 and 595 million shares at October 31, 2012 issued 

Treasury stock at cost; 269 million shares at October 31, 2013 and 249 million 

Accumulated other comprehensive income (loss) 

shares at October 31, 2012 

Additional paid-in-capital 

Retained earnings 

Total stockholders' equity 

Non-controlling interest 

Total equity 

Total liabilities and equity 

The accompanying notes are an integral part of these consolidated financial statements 

$

10,686  

 $ 

October 31, 

2013 

2012 

(in millions, except

par value and share data)

$

2,675  

 $ 

899  

1,066  

343  

4,983  

1,134  

3,047  

916  

139  

467  

432  

401  

439  

—  

330  

1,602  

2,699  

294  

802  

5,397  

—  

6  

8,723  

6,073  

91  

5,286  

3  

5,289  

(9,607 )   

2,351

923

1,014

341

4,629

1,164

3,025

1,086

109

523

461

387

420

250

375

1,893

2,112

554

792

5,351

—

6

(8,707)

8,489

5,505

(111)

5,182

3

5,185

10,536

Cash flows from operating activities: 

Net income 

Adjustments to reconcile net income to net cash provided by operating 
activities: 

Depreciation and amortization 
Share-based compensation 
Excess tax benefit from share-based plans 
Deferred taxes 
Excess and obsolete inventory and inventory related charges 
Non-cash restructuring and asset impairment charges 
Net gain on sale of investments 
Net (gain) loss on sale of assets and divestitures 
Other 
Changes in assets and liabilities: 
Accounts receivable, net 
Inventory 
Accounts payable 
Employee compensation and benefits 
Interest rate swap proceeds 
Other assets and liabilities 

Net cash provided by operating activities 

Cash flows from investing activities: 

Investments in property, plant and equipment 
Proceeds from the sale of property, plant and equipment 
Proceeds from lease receivable 
Proceeds from the sale of investment securities 
Proceeds from divestitures 
Payment to acquire equity method investment 
Purchase of other investments 
Change in restricted cash, cash equivalents and investments, net 
Acquisitions of businesses and intangible assets, net of cash acquired 

Net cash provided by (used in) investing activities

Cash flows from financing activities: 

Issuance of common stock under employee stock plans 
Treasury stock repurchases 
Payment of dividends 
Issuance of senior notes 
Debt issuance costs 
Repayment of senior notes 
Purchase of non-controlling interest 
Repayment of debts and credit facility 
Excess tax benefit from share-based plans 

Net cash used in financing activities 

Effect of exchange rate movements 

Net increase (decrease) in cash and cash equivalents 

Cash and cash equivalents at beginning of year 
Cash and cash equivalents at end of year 

Years Ended October 31, 

2013 

2012 

2011 

(in millions) 

$

724

$  1,153 

 $  1,012

372
85
(2)
31
48
3
(1)
3
3

14
(100)
(27)
16
—
(17)
1,152

(195)
2
—
12
—
(21)
(25)
—
(21)
(248)

161
(900)
(156)
597
(5)
(250)
(3)
—
2
(554)
(26)
324
2,351
2,675

$

301 
74 
— 
(158)   
30 
1 
(4)   
2 
5 

19 
(52)   
(31)   
(54)   
— 
(58)   

1,228 

(194)   
— 
80 
5 
— 
— 
— 
— 
(2,257)   
(2,366)   

253
72
—
38
30
10
(6)
2
8

11
(208)
(35)
24
65
(16)
1,260

(188)
18
—
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1
—
—
1,545
(98)
1,294

100 
(172)   
(104)   
399 

(3)   
(250)   
(6)   
(1)   
— 
(37)   
(1)   
(1,176)   
3,527 
$  2,351 

304
(497)
—
—
—
—
—
(1,500)
—
(1,693)
17
878
2,649
 $  3,527

28

29

The accompanying notes are an integral part of these consolidated financial statements.

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T

Notes to Consolidated Financial Statements 

1. Overview and Summary of Significant Accounting Policies 

Overview.    Agilent Technologies, Inc. ("we", "Agilent" or the "company"), incorporated in Delaware in 

May 1999, is a measurement company, providing core bio-analytical and electronic measurement solutions to the 

life sciences, diagnostics and genomics, chemical analysis, communications and electronics industries. 

Agilent Separation.  On September 19, 2013, Agilent announced plans to separate into two publicly traded 

companies, one comprising of the life sciences, diagnostics and chemical analysis businesses that will retain the 

Agilent  name,and  the  other  that  will  be  comprised  of  the  electronic  measurement  business  ("EM").  The 

separation is expected to occur through a tax-free pro rata spin off of the EM company to Agilent shareholders 

and is expected to be completed early in November 2014. 

New  Segment.     We formed  a  new operating  segment  in  the  fourth fiscal  quarter  of  2013.  The new  life 

sciences  and  diagnostics  segment  was  formed  by  the  combination  of  the  life  sciences  business  plus  the 

diagnostics  and  genomics  business.  Following  this  reorganization,  Agilent  has  three  business  segments 

comprised  of  the  life  sciences  and  diagnostics  business,  the  chemical  analysis  business  and  the  electronic 

measurement  business.    The  historical  segment  financial  information  for  the  life  sciences  and  diagnostics 

segment has been recast to conform to this new reporting structure in our financial statements. 

Acquisition  of  Dako  A/S.          On  June 21,  2012,  we  completed  our  acquisition  of  Dako  A/S  through  the 

acquisition of 100% of the share capital of Dako A/S, a limited liability company incorporated under the laws of 

Denmark  (“Dako”),  under  the  share  purchase  agreement,  dated  May 16,  2012.  Dako  provides  antibodies, 

reagents, scientific instruments and software primarily to customers in pathology laboratories. As a result of the 

acquisition,  Dako  became  a  wholly-owned  subsidiary  of  Agilent.  The  consideration  paid  was  approximately 

$2,143 million, of which $1,400 million was paid directly to the seller and $743 million was paid to satisfy the 

outstanding debt of Dako. Agilent funded the acquisition using existing cash. The acquisition has been accounted 

for  in  accordance  with  the  authoritative  accounting  guidance  and  the  results  of  Dako are  included  in  Agilent's 

consolidated  financial  statements  from  the  date  of  acquisition.    The  acquisition  of  Dako  and  its  portfolio  was 

another step to increase our growth in several rapidly expanding areas of diagnostics, including atomic pathology 

and molecular diagnostics, as well as strengthen our existing offerings with a focus on product development to 

help  in  the  fight  against  cancer.  For  additional  details  related  to  the  acquisition  of  Dako,  see  Note  3, 

"Acquisitions". 

Basis  of  presentation.    The accompanying  financial  data  has  been  prepared  by  us pursuant  to  the  rules 

and  regulations  of  the  U.S.  Securities  and  Exchange  Commission  ("SEC")  and  is  in  conformity  with  U.S. 

generally accepted accounting principles ("GAAP"). Our fiscal year end is October 31. Unless otherwise stated, 

all years and dates refer to our fiscal year. 

In the first quarter of 2013, we adopted the updated authoritative guidance that increases the prominence of 

items  reported  in  other  comprehensive  income.  For  additional  details  related  to  the  updated  authoritative 

guidance, see Note 2, "New Accounting Pronouncements". 

Revisions. The statement of cash flows for the year ended October 31, 2012 has been revised to correct the 

presentation  of  the  purchase  of  non-controlling  interest  from  investing  to  financing  activities  and  is  not 

considered material. There was no impact on previously reported net income or the change in net cash for the 

year ended October 31, 2012. In Note 10, "Goodwill and Other Intangible Assets", the presentation of goodwill 

has been revised as of October 31, 2012 and 2011 to correct the allocation of goodwill between segments and is 

not considered material. There was no impact to the previously reported total balance of goodwill as of October 

31, 2012 and 2011. 

Reclassifications.    Segment  disclosure  amounts  have  been  reclassified  to  conform  to  the  current  year 

presentation with no impact on previously reported net income. 

Management  is  responsible  for  the  fair  presentation  of  the  accompanying  consolidated  financial 

statements, prepared in accordance with U.S. GAAP, and has full responsibility for their integrity and accuracy. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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Notes to Consolidated Financial Statements 

1. Overview and Summary of Significant Accounting Policies 

Overview.    Agilent Technologies, Inc. ("we", "Agilent" or the "company"), incorporated in Delaware in 
May 1999, is a measurement company, providing core bio-analytical and electronic measurement solutions to the 
life sciences, diagnostics and genomics, chemical analysis, communications and electronics industries. 

Agilent Separation.  On September 19, 2013, Agilent announced plans to separate into two publicly traded 
companies, one comprising of the life sciences, diagnostics and chemical analysis businesses that will retain the 
Agilent  name,and  the  other  that  will  be  comprised  of  the  electronic  measurement  business  ("EM").  The 
separation is expected to occur through a tax-free pro rata spin off of the EM company to Agilent shareholders 
and is expected to be completed early in November 2014. 

New  Segment.     We formed  a  new operating  segment  in  the  fourth fiscal  quarter  of  2013.  The new  life 
sciences  and  diagnostics  segment  was  formed  by  the  combination  of  the  life  sciences  business  plus  the 
diagnostics  and  genomics  business.  Following  this  reorganization,  Agilent  has  three  business  segments 
comprised  of  the  life  sciences  and  diagnostics  business,  the  chemical  analysis  business  and  the  electronic 
measurement  business.    The  historical  segment  financial  information  for  the  life  sciences  and  diagnostics 
segment has been recast to conform to this new reporting structure in our financial statements. 

Acquisition  of  Dako  A/S.          On  June 21,  2012,  we  completed  our  acquisition  of  Dako  A/S  through  the 
acquisition of 100% of the share capital of Dako A/S, a limited liability company incorporated under the laws of 
Denmark  (“Dako”),  under  the  share  purchase  agreement,  dated  May 16,  2012.  Dako  provides  antibodies, 
reagents, scientific instruments and software primarily to customers in pathology laboratories. As a result of the 
acquisition,  Dako  became  a  wholly-owned  subsidiary  of  Agilent.  The  consideration  paid  was  approximately 
$2,143 million, of which $1,400 million was paid directly to the seller and $743 million was paid to satisfy the 
outstanding debt of Dako. Agilent funded the acquisition using existing cash. The acquisition has been accounted 
for  in  accordance  with  the  authoritative  accounting  guidance  and  the  results  of  Dako are  included  in  Agilent's 
consolidated  financial  statements  from  the  date  of  acquisition.    The  acquisition  of  Dako  and  its  portfolio  was 
another step to increase our growth in several rapidly expanding areas of diagnostics, including atomic pathology 
and molecular diagnostics, as well as strengthen our existing offerings with a focus on product development to 
help  in  the  fight  against  cancer.  For  additional  details  related  to  the  acquisition  of  Dako,  see  Note  3, 
"Acquisitions". 

Basis  of  presentation.    The accompanying  financial  data  has  been  prepared  by  us pursuant  to  the  rules 
and  regulations  of  the  U.S.  Securities  and  Exchange  Commission  ("SEC")  and  is  in  conformity  with  U.S. 
generally accepted accounting principles ("GAAP"). Our fiscal year end is October 31. Unless otherwise stated, 
all years and dates refer to our fiscal year. 

In the first quarter of 2013, we adopted the updated authoritative guidance that increases the prominence of 
items  reported  in  other  comprehensive  income.  For  additional  details  related  to  the  updated  authoritative 
guidance, see Note 2, "New Accounting Pronouncements". 

Revisions. The statement of cash flows for the year ended October 31, 2012 has been revised to correct the 
presentation  of  the  purchase  of  non-controlling  interest  from  investing  to  financing  activities  and  is  not 
considered material. There was no impact on previously reported net income or the change in net cash for the 
year ended October 31, 2012. In Note 10, "Goodwill and Other Intangible Assets", the presentation of goodwill 
has been revised as of October 31, 2012 and 2011 to correct the allocation of goodwill between segments and is 
not considered material. There was no impact to the previously reported total balance of goodwill as of October 
31, 2012 and 2011. 

Reclassifications.    Segment  disclosure  amounts  have  been  reclassified  to  conform  to  the  current  year 

presentation with no impact on previously reported net income. 

Management  is  responsible  for  the  fair  presentation  of  the  accompanying  consolidated  financial 
statements, prepared in accordance with U.S. GAAP, and has full responsibility for their integrity and accuracy. 

31

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In  the  opinion  of  management,  the  accompanying  consolidated  financial  statements  contain  all  adjustments 
necessary to present fairly our consolidated balance sheet, statement of operations, statement of comprehensive 
income, statement of cash flows and statement of equity for all periods presented. 

Principles of consolidation.    The consolidated financial statements include the accounts of the company 
and our wholly- and majority-owned subsidiaries. All significant intercompany accounts and transactions have 
been eliminated.  

Use  of  estimates.    The  preparation  of  financial  statements  in  accordance  with  accounting  principles 
generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts 
reported in our consolidated financial statements and accompanying notes. Management bases its estimates on 
historical  experience  and  various  other  assumptions  believed  to  be  reasonable.  Although  these  estimates  are 
based on management's best knowledge of current events and actions that may impact the company in the future, 
actual  results  may  be  different  from  the  estimates.  Our  critical  accounting  policies  are  those  that  affect  our 
financial  statements  materially  and  involve  difficult,  subjective  or  complex  judgments  by  management.  Those 
policies  are  revenue  recognition,  valuation  of  goodwill  and  purchased  intangible  assets,  inventory  valuation, 
share-based  compensation,  retirement  and  post-retirement  plan  assumptions,  restructuring  and  accounting  for 
income taxes. 

Revenue recognition.    We enter into agreements to sell products (hardware and/or software), services and 

other arrangements (multiple element arrangements) that include combinations of products and services. 

We recognize revenue, net of trade discounts and allowances, provided that (1) persuasive evidence of an 
arrangement  exists,  (2) delivery  has  occurred,  (3)  the  price  is  fixed  or  determinable  and  (4) collectability  is 
reasonably assured. Delivery is considered to have occurred when title  and risk of loss have transferred to the 
customer, for products, or when the service has been provided. We consider the price to be fixed or determinable 
when the price is not subject to refund or adjustments. We consider arrangements with extended payment terms 
not to be fixed or determinable, and accordingly we defer revenue until amounts become due. At the time of the 
transaction,  we  evaluate  the  creditworthiness  of  our  customers  to  determine  the  appropriate  timing  of  revenue 
recognition. 

Product revenue.    Our product revenue is generated predominantly from the sales of various types of test 
equipment. Product revenue, including sales to resellers and distributors, is reduced for estimated returns, when 
appropriate. For sales or arrangements that include customer-specified acceptance criteria, including those where 
acceptance is required upon achievement of performance milestones, revenue is recognized after the acceptance 
criteria have been met. For products that include installation, if the installation meets the criteria to be considered 
a  separate  element,  product  revenue  is  recognized  upon  delivery,  and  recognition  of  installation  revenue  is 
delayed  until  the  installation  is  complete.  Otherwise,  neither  the  product  nor  the  installation  revenue  is 
recognized until the installation is complete. 

Where software is licensed separately, revenue is recognized when the software is delivered and has been 
transferred to the customer or, in the case of electronic delivery of software, when the customer is given access to 
the licensed software programs.  

We  also  evaluate  whether  collection  of  the  receivable  is  probable,  the  fee  is  fixed  or  determinable  and 
whether any other undelivered elements of the arrangement exist on which a portion of the total fee would be 
allocated based on vendor-specific objective evidence. 

Service  revenue.    Revenue  from  services  includes  extended  warranty,  customer  and  software  support, 
consulting, training and education. Service revenue is deferred and recognized over the contractual period or as 
services  are  rendered  and  accepted  by  the  customer.  For  example,  customer  support  contracts  are  recognized 
ratably  over  the  contractual  period,  while  training  revenue  is  recognized  as  the  training  is  provided  to  the 
customer. In addition the four revenue recognition criteria described above must be met before service revenue is 
recognized. 

32

Revenue Recognition for Arrangements with Multiple Deliverables.    Our multiple-element arrangements 

are  generally  comprised  of  a  combination  of  measurement  instruments,  installation  or  other  start-up  services, 

and/or software and/or support or services. Hardware and software elements are typically delivered at the same 

time  and  revenue  is  recognized  upon  delivery  once  title  and  risk  of  loss  pass  to  the  customer.  Delivery  of 

installation, start-up services and other services varies based on the complexity of the equipment, staffing levels 

in  a  geographic  location  and  customer  preferences,  and  can  range  from  a  few  days  to  a  few  months.  Service 

revenue is deferred and recognized over the contractual period or as services are rendered and accepted by the 

customer.  Revenue  from  the  sale  of  software  products  that  are  not  required  to  deliver  the  tangible  product's 

essential functionality are accounted for under software revenue recognition rules which require vendor specific 

objective  evidence  ("VSOE")  of  fair  value  to  allocate  revenue  in  a  multiple  element  arrangement.  Our 

arrangements  generally  do  not  include  any  provisions  for  cancellation,  termination,  or  refunds  that  would 

significantly impact recognized revenue. 

We  have  evaluated  the  deliverables  in  our  multiple-element  arrangements  and  concluded  that  they  are 

separate units of accounting if the delivered item or items have value to the customer on a standalone basis and 

for  an  arrangement  that  includes  a  general  right  of  return  relative  to  the  delivered  item(s),  delivery  or 

performance  of  the  undelivered  item(s)  is  considered  probable  and  substantially  in  our  control.  We  allocate 

revenue  to  each  element  in  our  multiple-element  arrangements  based  upon  their  relative  selling  prices.  We 

determine  the  selling  price  for  each  deliverable  based  on  a  selling  price  hierarchy.  The  selling  price  for  a 

deliverable is based on VSOE if available, third-party evidence ("TPE") if VSOE is not available, or estimated 

selling price ("ESP") if neither VSOE nor TPE is available. Revenue allocated to each element is then recognized 

when the basic revenue recognition criteria for that element have been met. 

We  use  VSOE  of  selling  price  in  the  selling  price  allocation  in  all  instances  where  it  exists.  VSOE  of 

selling price for products and services is determined when a substantial majority of the selling prices fall within a 

reasonable  range  when  sold  separately.  TPE  of  selling  price  can  be  established  by  evaluating  largely 

interchangeable  competitor  products  or  services  in  standalone  sales  to  similarly  situated  customers.  As  our 

products  contain  a  significant  element  of  proprietary  technology  and  the  solution  offered  differs  substantially 

from that of competitors, it is difficult to obtain the reliable standalone competitive pricing necessary to establish 

TPE. ESP represents the best estimate  of the price at which we would transact a sale if the product or service 

were  sold  on  a  standalone  basis.  We  determine  ESP  for  a  product  or  service  by  using  historical  selling  prices 

which  reflect  multiple  factors  including,  but  not  limited  to  customer  type,  geography,  market  conditions, 

competitive landscape, gross margin objectives and pricing practices. The determination of ESP is made through 

consultation with and approval by management. We may modify or develop new pricing practices and strategies 

in the future. As these pricing strategies evolve in changes may occur in ESP. The aforementioned factors may 

result  in  a  different  allocation  of  revenue  to  the  deliverables  in  multiple  element  arrangements,  which  may 

change  the  pattern  and  timing  of  revenue  recognition  for  these  elements  but  will  not  change  the  total  revenue 

recognized for the arrangement. 

Deferred revenue.    Deferred revenue represents the amount that is allocated to undelivered elements in 

multiple  element  arrangements.  We  limit  the  revenue  recognized  to  the  amount  that  is  not  contingent  on  the 

future delivery of products or services or meeting other specified performance conditions. 

Accounts receivable, net.    Trade accounts receivable are recorded at the invoiced amount and do not bear 

interest.  Such  accounts  receivable  has  been  reduced  by  an  allowance  for  doubtful  accounts,  which  is  our  best 

estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance 

based on customer specific experience and the aging of such receivables, among other factors. The allowance for 

doubtful  accounts  as  of  October  31,  2013  and  2012  was  not  material.  We  do  not  have  any  off-balance-sheet 

credit exposure related to our customers. Accounts receivable are also recorded net of product returns. 

Share-based  compensation.    For  the  years  ended  2013,  2012  and  2011,  we  accounted  for  share-based 

awards  made  to  our  employees  and  directors  including  employee  stock  option  awards,  restricted  stock  units, 

employee  stock  purchases  made  under  our  Employee  Stock  Purchase  Plan  ("ESPP")  and  performance  share 

awards under Agilent Technologies, Inc. Long-Term Performance Program ("LTPP") using the estimated grant 

date  fair value  method of  accounting.  Under  the  fair value  method, we  recorded  compensation  expense for  all 

share-based awards of $88 million in 2013, $76 million in 2012 and $73 million in 2011. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
In  the  opinion  of  management,  the  accompanying  consolidated  financial  statements  contain  all  adjustments 

necessary to present fairly our consolidated balance sheet, statement of operations, statement of comprehensive 

income, statement of cash flows and statement of equity for all periods presented. 

Principles of consolidation.    The consolidated financial statements include the accounts of the company 

and our wholly- and majority-owned subsidiaries. All significant intercompany accounts and transactions have 

been eliminated.  

Use  of  estimates.    The  preparation  of  financial  statements  in  accordance  with  accounting  principles 

generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts 

reported in our consolidated financial statements and accompanying notes. Management bases its estimates on 

historical  experience  and  various  other  assumptions  believed  to  be  reasonable.  Although  these  estimates  are 

based on management's best knowledge of current events and actions that may impact the company in the future, 

actual  results  may  be  different  from  the  estimates.  Our  critical  accounting  policies  are  those  that  affect  our 

financial  statements  materially  and  involve  difficult,  subjective  or  complex  judgments  by  management.  Those 

policies  are  revenue  recognition,  valuation  of  goodwill  and  purchased  intangible  assets,  inventory  valuation, 

share-based  compensation,  retirement  and  post-retirement  plan  assumptions,  restructuring  and  accounting  for 

income taxes. 

Revenue recognition.    We enter into agreements to sell products (hardware and/or software), services and 

other arrangements (multiple element arrangements) that include combinations of products and services. 

We recognize revenue, net of trade discounts and allowances, provided that (1) persuasive evidence of an 

arrangement  exists,  (2) delivery  has  occurred,  (3)  the  price  is  fixed  or  determinable  and  (4) collectability  is 

reasonably assured. Delivery is considered to have occurred when title  and risk of loss have transferred to the 

customer, for products, or when the service has been provided. We consider the price to be fixed or determinable 

when the price is not subject to refund or adjustments. We consider arrangements with extended payment terms 

not to be fixed or determinable, and accordingly we defer revenue until amounts become due. At the time of the 

transaction,  we  evaluate  the  creditworthiness  of  our  customers  to  determine  the  appropriate  timing  of  revenue 

recognition. 

Product revenue.    Our product revenue is generated predominantly from the sales of various types of test 

equipment. Product revenue, including sales to resellers and distributors, is reduced for estimated returns, when 

appropriate. For sales or arrangements that include customer-specified acceptance criteria, including those where 

acceptance is required upon achievement of performance milestones, revenue is recognized after the acceptance 

criteria have been met. For products that include installation, if the installation meets the criteria to be considered 

a  separate  element,  product  revenue  is  recognized  upon  delivery,  and  recognition  of  installation  revenue  is 

delayed  until  the  installation  is  complete.  Otherwise,  neither  the  product  nor  the  installation  revenue  is 

recognized until the installation is complete. 

Where software is licensed separately, revenue is recognized when the software is delivered and has been 

transferred to the customer or, in the case of electronic delivery of software, when the customer is given access to 

the licensed software programs.  

We  also  evaluate  whether  collection  of  the  receivable  is  probable,  the  fee  is  fixed  or  determinable  and 

whether any other undelivered elements of the arrangement exist on which a portion of the total fee would be 

allocated based on vendor-specific objective evidence. 

Service  revenue.    Revenue  from  services  includes  extended  warranty,  customer  and  software  support, 

consulting, training and education. Service revenue is deferred and recognized over the contractual period or as 

services  are  rendered  and  accepted  by  the  customer.  For  example,  customer  support  contracts  are  recognized 

ratably  over  the  contractual  period,  while  training  revenue  is  recognized  as  the  training  is  provided  to  the 

customer. In addition the four revenue recognition criteria described above must be met before service revenue is 

recognized. 

Revenue Recognition for Arrangements with Multiple Deliverables.    Our multiple-element arrangements 
are  generally  comprised  of  a  combination  of  measurement  instruments,  installation  or  other  start-up  services, 
and/or software and/or support or services. Hardware and software elements are typically delivered at the same 
time  and  revenue  is  recognized  upon  delivery  once  title  and  risk  of  loss  pass  to  the  customer.  Delivery  of 
installation, start-up services and other services varies based on the complexity of the equipment, staffing levels 
in  a  geographic  location  and  customer  preferences,  and  can  range  from  a  few  days  to  a  few  months.  Service 
revenue is deferred and recognized over the contractual period or as services are rendered and accepted by the 
customer.  Revenue  from  the  sale  of  software  products  that  are  not  required  to  deliver  the  tangible  product's 
essential functionality are accounted for under software revenue recognition rules which require vendor specific 
objective  evidence  ("VSOE")  of  fair  value  to  allocate  revenue  in  a  multiple  element  arrangement.  Our 
arrangements  generally  do  not  include  any  provisions  for  cancellation,  termination,  or  refunds  that  would 
significantly impact recognized revenue. 

We  have  evaluated  the  deliverables  in  our  multiple-element  arrangements  and  concluded  that  they  are 
separate units of accounting if the delivered item or items have value to the customer on a standalone basis and 
for  an  arrangement  that  includes  a  general  right  of  return  relative  to  the  delivered  item(s),  delivery  or 
performance  of  the  undelivered  item(s)  is  considered  probable  and  substantially  in  our  control.  We  allocate 
revenue  to  each  element  in  our  multiple-element  arrangements  based  upon  their  relative  selling  prices.  We 
determine  the  selling  price  for  each  deliverable  based  on  a  selling  price  hierarchy.  The  selling  price  for  a 
deliverable is based on VSOE if available, third-party evidence ("TPE") if VSOE is not available, or estimated 
selling price ("ESP") if neither VSOE nor TPE is available. Revenue allocated to each element is then recognized 
when the basic revenue recognition criteria for that element have been met. 

We  use  VSOE  of  selling  price  in  the  selling  price  allocation  in  all  instances  where  it  exists.  VSOE  of 
selling price for products and services is determined when a substantial majority of the selling prices fall within a 
reasonable  range  when  sold  separately.  TPE  of  selling  price  can  be  established  by  evaluating  largely 
interchangeable  competitor  products  or  services  in  standalone  sales  to  similarly  situated  customers.  As  our 
products  contain  a  significant  element  of  proprietary  technology  and  the  solution  offered  differs  substantially 
from that of competitors, it is difficult to obtain the reliable standalone competitive pricing necessary to establish 
TPE. ESP represents the best estimate  of the price at which we would transact a sale if the product or service 
were  sold  on  a  standalone  basis.  We  determine  ESP  for  a  product  or  service  by  using  historical  selling  prices 
which  reflect  multiple  factors  including,  but  not  limited  to  customer  type,  geography,  market  conditions, 
competitive landscape, gross margin objectives and pricing practices. The determination of ESP is made through 
consultation with and approval by management. We may modify or develop new pricing practices and strategies 
in the future. As these pricing strategies evolve in changes may occur in ESP. The aforementioned factors may 
result  in  a  different  allocation  of  revenue  to  the  deliverables  in  multiple  element  arrangements,  which  may 
change  the  pattern  and  timing  of  revenue  recognition  for  these  elements  but  will  not  change  the  total  revenue 
recognized for the arrangement. 

Deferred revenue.    Deferred revenue represents the amount that is allocated to undelivered elements in 
multiple  element  arrangements.  We  limit  the  revenue  recognized  to  the  amount  that  is  not  contingent  on  the 
future delivery of products or services or meeting other specified performance conditions. 

Accounts receivable, net.    Trade accounts receivable are recorded at the invoiced amount and do not bear 
interest.  Such  accounts  receivable  has  been  reduced  by  an  allowance  for  doubtful  accounts,  which  is  our  best 
estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance 
based on customer specific experience and the aging of such receivables, among other factors. The allowance for 
doubtful  accounts  as  of  October  31,  2013  and  2012  was  not  material.  We  do  not  have  any  off-balance-sheet 
credit exposure related to our customers. Accounts receivable are also recorded net of product returns. 

Share-based  compensation.    For  the  years  ended  2013,  2012  and  2011,  we  accounted  for  share-based 
awards  made  to  our  employees  and  directors  including  employee  stock  option  awards,  restricted  stock  units, 
employee  stock  purchases  made  under  our  Employee  Stock  Purchase  Plan  ("ESPP")  and  performance  share 
awards under Agilent Technologies, Inc. Long-Term Performance Program ("LTPP") using the estimated grant 
date  fair value  method of  accounting.  Under  the  fair value  method, we  recorded  compensation  expense for  all 
share-based awards of $88 million in 2013, $76 million in 2012 and $73 million in 2011. 

32

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Inventory.    Inventory is valued at standard cost, which approximates actual cost computed on a first-in, 
first-out basis, not in excess of market value. We assess the valuation of our inventory on a periodic basis and 
make  adjustments  to  the  value  for  estimated  excess  and  obsolete  inventory  based  on  estimates  about  future 
demand. The excess balance determined by this analysis becomes the basis for our excess inventory charge. Our 
excess  inventory  review  process  includes  analysis  of  sales  forecasts,  managing  product  rollovers  and  working 
with manufacturing to maximize recovery of excess inventory. 

Warranty.    Our standard warranty terms typically extend for one year from the date of delivery. During 
the  second  fiscal  quarter  of  2013  typical  standard  warranty  arrangements  within  our  electronic  measurement 
business were extended from one year to three years from the date of delivery. Prior to the change in standard 
warranty  terms,  we  sold  extended  warranties  of  more  than  one  year  and  less  than  three  years  which  were 
deferred. Those existing warranties greater than one year and less than three years and previously classified as 
extended warranties will be amortized over the original period of the warranty. We will continue to sell extended 
warranties  for  terms  beyond  three  years  within  the  electronic  measurement  business.  The  impact  will  not  be 
material to the segment or consolidated revenue of Agilent and the anticipated increase to the warranty accrual as 
a result of the new arrangements will not be material to the consolidated balance sheet of Agilent. No changes 
were  made  to  the  standard  and  extended  warranty  terms  within  our  other  businesses.We  accrue  for  standard 
warranty costs based on historical trends in warranty charges as a percentage of net product revenue. The accrual 
is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty 
charges are recorded within cost of products at the time products are sold. See Note 16, "Guarantees". 

Taxes on income.    Income tax expense or benefit is based on income or loss before taxes. Deferred tax 
assets  and  liabilities  are  recognized  principally  for  the  expected  tax  consequences  of  temporary  differences 
between the tax bases of assets and liabilities and their reported amounts. 

Shipping and handling costs.    Our shipping and handling costs charged to customers are included in net 

revenue, and the associated expense is recorded in cost of products for all periods presented. 

Goodwill  and  Purchased  Intangible  Assets.    In  September  2011,  the  FASB  approved  changes  to  the 
goodwill impairment guidance which are intended to reduce the cost and complexity of the annual impairment 
test.  The  changes  provide  entities  an  option  to  perform  a  qualitative  assessment  to  determine  whether  further 
impairment testing is necessary. The revised standard gives an entity the option to first assess qualitative factors 
to  determine  whether  performing  the  current  two-step  test  is  necessary.  If  an  entity  believes,  as  a  result  of  its 
qualitative assessment, that it is more-likely-than-not (i.e. > 50% chance) that the fair value of a reporting unit is 
less than its carrying amount, the quantitative impairment test will be required. Otherwise, no further testing will 
be required. 

The revised guidance includes examples of events and circumstances that might indicate that a reporting 
unit's fair value is less than its carrying amount. These include macro-economic conditions such as deterioration 
in  the  entity's  operating  environment  or  industry  or  market  considerations;  entity-specific  events  such  as 
increasing costs, declining financial performance, or loss of key personnel; or other events such as an expectation 
that a reporting unit will be sold or a sustained decrease in the stock price on either an absolute basis or relative 
to peers. Agilent opted to early adopt this guidance for the year ended October 31, 2011. 

If  it  is  determined,  as  a  result  of  the  qualitative  assessment,  that  it  is  more-likely-than-not  that  the  fair 
value of a reporting unit is less than its carrying amount, the provisions of authoritative guidance require that we 
perform a two-step impairment test on goodwill. In the first step, we compare the fair value of each reporting 
unit to its carrying value. The second step (if necessary) measures the amount of impairment by applying fair-
value-based tests to the individual assets and liabilities within each reporting unit. As defined in the authoritative 
guidance,  a  reporting  unit  is  an  operating  segment,  or  one  level  below  an  operating  segment.  We  aggregated 
components  of  operating  segments  that  have  similar  economic  characteristics  into  our  reporting  units.    In 
October 2013, we combined the life sciences and diagnostics and genomics segments to form the life sciences 
and diagnostics segment.  As a result, Agilent now has three segments, life sciences and diagnostics, chemical 
analysis, and electronic measurement segments.  

34

In fiscal year 2013, we assessed goodwill impairment for our four reporting units which consisted of two 

segments:  chemical  analysis  and  electronic  measurement;  and  two  reporting  units  under  the  life  sciences  and 

diagnostics segment. The first of these two reporting units related to our life sciences business and the second 

related  to  our  diagnostics  business.  We  performed  a  qualitative  test  for  goodwill  impairment  of  the  following 

three  reporting  units,  as  of  September  30,  2013:  the  chemical  analysis  segment,  the  electronic  measurement 

segment, and the reporting unit relating to life sciences. Based on the results of our qualitative testing, we believe 

that it is more-likely-than-not that the fair value of these reporting units are greater than their respective carrying 

values. We performed a quantitative test for goodwill impairment of the reporting unit related to our diagnostics 

business  as  of  September  30,  2013.  Based  on  the  results  of  our  quantitative  testing,  the  fair  value  was 

significantly  in  excess  of  the  carrying  value.  There  was  no  impairment  of  goodwill  during  the  years  ended 

October 31, 2013, 2012 and 2011. Each quarter we review the events and circumstances to determine if goodwill 

impairment is indicated. 

Purchased intangible assets consist primarily of acquired developed technologies, proprietary know-how, 

trademarks,  and  customer  relationships  and  are  amortized  using  the  straight-line  method  over  estimated  useful 

lives ranging from 6 months to 15 years. In-process research and development ("IPR&D") is initially capitalized 

at  fair  value  as  an  intangible  asset  with  an  indefinite  life  and  assessed  for  impairment  thereafter.  When  the 

IPR&D project is complete, it is reclassified as an amortizable purchased intangible asset and is amortized over 

its  estimated  useful  life.  If  an  IPR&D  project  is  abandoned,  Agilent  will  record  a  charge  for  the  value  of  the 

related intangible asset to Agilent's consolidated statement of operations in the period it is abandoned. 

In July 2012, the FASB simplified the guidance for testing for impairment of indefinite-lived intangible 

assets  other  than  goodwill.    The  changes  are  intended  to  reduce  compliance  costs.    Agilent's  indefinite-lived 

intangible  assets  are  IPR&D  intangible  assets.  The  revised  guidance  allows  a  qualitative  approach  for  testing 

indefinite-lived  intangible  assets  for  impairment,  similar  to  the  impairment  testing  guidance  for  goodwill.  It 

allows  the  option  to  first  assess  qualitative  factors  (events  and  circumstances)  that  could  affect  the  significant 

inputs used in determining the fair value of the indefinite-lived intangible asset. The qualitative factors assist in 

determining whether it is more likely than not (meaning a likelihood of more than 50 percent) that the indefinite-

lived  intangible  asset  is  impaired.    An  organization  may  choose  to  bypass  the  qualitative  assessment  for  any 

indefinite-lived intangible asset in any period and proceed directly to calculating its fair value.  The amendments 

are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 

2012. Early adoption was permitted. Agilent adopted this guidance for the year ended October 31, 2012. Based 

on the quantitative test, we recorded an impairment of $1  million in 2013 and an impairment of $1 million in 

2012, both relating to IPR&D projects that were abandoned. In all other instances we used the qualitative test and 

concluded that it was more likely than not that all other indefinite-lived intangible assets were not impaired. No 

impairments were recorded in 2011. 

Advertising.    Advertising  costs  are  expensed  as  incurred  and  amounted  to  $44  million  in  2013,  $50 

million in 2012 and $55 million in 2011. 

Research  and  development.    Costs  related  to  research,  design  and  development  of  our  products  are 

charged to research and development expense as they are incurred. 

Sales  Taxes.    Sales  taxes  collected  from  customers  and  remitted  to  governmental  authorities  are  not 

included in our revenue. 

Net income per share.    Basic net income per share is computed by dividing net income - the numerator - 

by the weighted average number of common shares outstanding - the denominator - during the period excluding 

the dilutive effect of stock options and other employee stock plans. Diluted net income per share gives effect to 

all  potentially  dilutive  common  stock  equivalents  outstanding  during  the  period.  The  dilutive  effect  of  share-

based  awards  is  reflected  in  diluted  net  income  per  share  by  application  of  the  treasury  stock  method,  which 

includes consideration of unamortized share-based compensation expense, the tax benefits and shortfalls charged 

to additional paid-in capital and the dilutive effect of in-the-money options and non-vested restricted stock units. 

Under the treasury stock method, the amount the employee must pay for exercising stock options, unamortized 

share-based compensation expense and tax benefits or shortfalls are assumed proceeds to be used to repurchase 

hypothetical shares. See Note 6, "Net Income Per Share". 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Inventory.    Inventory is valued at standard cost, which approximates actual cost computed on a first-in, 

first-out basis, not in excess of market value. We assess the valuation of our inventory on a periodic basis and 

make  adjustments  to  the  value  for  estimated  excess  and  obsolete  inventory  based  on  estimates  about  future 

demand. The excess balance determined by this analysis becomes the basis for our excess inventory charge. Our 

excess  inventory  review  process  includes  analysis  of  sales  forecasts,  managing  product  rollovers  and  working 

with manufacturing to maximize recovery of excess inventory. 

Warranty.    Our standard warranty terms typically extend for one year from the date of delivery. During 

the  second  fiscal  quarter  of  2013  typical  standard  warranty  arrangements  within  our  electronic  measurement 

business were extended from one year to three years from the date of delivery. Prior to the change in standard 

warranty  terms,  we  sold  extended  warranties  of  more  than  one  year  and  less  than  three  years  which  were 

deferred. Those existing warranties greater than one year and less than three years and previously classified as 

extended warranties will be amortized over the original period of the warranty. We will continue to sell extended 

warranties  for  terms  beyond  three  years  within  the  electronic  measurement  business.  The  impact  will  not  be 

material to the segment or consolidated revenue of Agilent and the anticipated increase to the warranty accrual as 

a result of the new arrangements will not be material to the consolidated balance sheet of Agilent. No changes 

were  made  to  the  standard  and  extended  warranty  terms  within  our  other  businesses.We  accrue  for  standard 

warranty costs based on historical trends in warranty charges as a percentage of net product revenue. The accrual 

is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty 

charges are recorded within cost of products at the time products are sold. See Note 16, "Guarantees". 

Taxes on income.    Income tax expense or benefit is based on income or loss before taxes. Deferred tax 

assets  and  liabilities  are  recognized  principally  for  the  expected  tax  consequences  of  temporary  differences 

between the tax bases of assets and liabilities and their reported amounts. 

Shipping and handling costs.    Our shipping and handling costs charged to customers are included in net 

revenue, and the associated expense is recorded in cost of products for all periods presented. 

Goodwill  and  Purchased  Intangible  Assets.    In  September  2011,  the  FASB  approved  changes  to  the 

goodwill impairment guidance which are intended to reduce the cost and complexity of the annual impairment 

test.  The  changes  provide  entities  an  option  to  perform  a  qualitative  assessment  to  determine  whether  further 

impairment testing is necessary. The revised standard gives an entity the option to first assess qualitative factors 

to  determine  whether  performing  the  current  two-step  test  is  necessary.  If  an  entity  believes,  as  a  result  of  its 

qualitative assessment, that it is more-likely-than-not (i.e. > 50% chance) that the fair value of a reporting unit is 

less than its carrying amount, the quantitative impairment test will be required. Otherwise, no further testing will 

be required. 

The revised guidance includes examples of events and circumstances that might indicate that a reporting 

unit's fair value is less than its carrying amount. These include macro-economic conditions such as deterioration 

in  the  entity's  operating  environment  or  industry  or  market  considerations;  entity-specific  events  such  as 

increasing costs, declining financial performance, or loss of key personnel; or other events such as an expectation 

that a reporting unit will be sold or a sustained decrease in the stock price on either an absolute basis or relative 

to peers. Agilent opted to early adopt this guidance for the year ended October 31, 2011. 

If  it  is  determined,  as  a  result  of  the  qualitative  assessment,  that  it  is  more-likely-than-not  that  the  fair 

value of a reporting unit is less than its carrying amount, the provisions of authoritative guidance require that we 

perform a two-step impairment test on goodwill. In the first step, we compare the fair value of each reporting 

unit to its carrying value. The second step (if necessary) measures the amount of impairment by applying fair-

value-based tests to the individual assets and liabilities within each reporting unit. As defined in the authoritative 

guidance,  a  reporting  unit  is  an  operating  segment,  or  one  level  below  an  operating  segment.  We  aggregated 

components  of  operating  segments  that  have  similar  economic  characteristics  into  our  reporting  units.    In 

October 2013, we combined the life sciences and diagnostics and genomics segments to form the life sciences 

and diagnostics segment.  As a result, Agilent now has three segments, life sciences and diagnostics, chemical 

analysis, and electronic measurement segments.  

In fiscal year 2013, we assessed goodwill impairment for our four reporting units which consisted of two 
segments:  chemical  analysis  and  electronic  measurement;  and  two  reporting  units  under  the  life  sciences  and 
diagnostics segment. The first of these two reporting units related to our life sciences business and the second 
related  to  our  diagnostics  business.  We  performed  a  qualitative  test  for  goodwill  impairment  of  the  following 
three  reporting  units,  as  of  September  30,  2013:  the  chemical  analysis  segment,  the  electronic  measurement 
segment, and the reporting unit relating to life sciences. Based on the results of our qualitative testing, we believe 
that it is more-likely-than-not that the fair value of these reporting units are greater than their respective carrying 
values. We performed a quantitative test for goodwill impairment of the reporting unit related to our diagnostics 
business  as  of  September  30,  2013.  Based  on  the  results  of  our  quantitative  testing,  the  fair  value  was 
significantly  in  excess  of  the  carrying  value.  There  was  no  impairment  of  goodwill  during  the  years  ended 
October 31, 2013, 2012 and 2011. Each quarter we review the events and circumstances to determine if goodwill 
impairment is indicated. 

Purchased intangible assets consist primarily of acquired developed technologies, proprietary know-how, 
trademarks,  and  customer  relationships  and  are  amortized  using  the  straight-line  method  over  estimated  useful 
lives ranging from 6 months to 15 years. In-process research and development ("IPR&D") is initially capitalized 
at  fair  value  as  an  intangible  asset  with  an  indefinite  life  and  assessed  for  impairment  thereafter.  When  the 
IPR&D project is complete, it is reclassified as an amortizable purchased intangible asset and is amortized over 
its  estimated  useful  life.  If  an  IPR&D  project  is  abandoned,  Agilent  will  record  a  charge  for  the  value  of  the 
related intangible asset to Agilent's consolidated statement of operations in the period it is abandoned. 

In July 2012, the FASB simplified the guidance for testing for impairment of indefinite-lived intangible 
assets  other  than  goodwill.    The  changes  are  intended  to  reduce  compliance  costs.    Agilent's  indefinite-lived 
intangible  assets  are  IPR&D  intangible  assets.  The  revised  guidance  allows  a  qualitative  approach  for  testing 
indefinite-lived  intangible  assets  for  impairment,  similar  to  the  impairment  testing  guidance  for  goodwill.  It 
allows  the  option  to  first  assess  qualitative  factors  (events  and  circumstances)  that  could  affect  the  significant 
inputs used in determining the fair value of the indefinite-lived intangible asset. The qualitative factors assist in 
determining whether it is more likely than not (meaning a likelihood of more than 50 percent) that the indefinite-
lived  intangible  asset  is  impaired.    An  organization  may  choose  to  bypass  the  qualitative  assessment  for  any 
indefinite-lived intangible asset in any period and proceed directly to calculating its fair value.  The amendments 
are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 
2012. Early adoption was permitted. Agilent adopted this guidance for the year ended October 31, 2012. Based 
on the quantitative test, we recorded an impairment of $1  million in 2013 and an impairment of $1 million in 
2012, both relating to IPR&D projects that were abandoned. In all other instances we used the qualitative test and 
concluded that it was more likely than not that all other indefinite-lived intangible assets were not impaired. No 
impairments were recorded in 2011. 

Advertising.    Advertising  costs  are  expensed  as  incurred  and  amounted  to  $44  million  in  2013,  $50 

million in 2012 and $55 million in 2011. 

Research  and  development.    Costs  related  to  research,  design  and  development  of  our  products  are 

charged to research and development expense as they are incurred. 

Sales  Taxes.    Sales  taxes  collected  from  customers  and  remitted  to  governmental  authorities  are  not 

included in our revenue. 

Net income per share.    Basic net income per share is computed by dividing net income - the numerator - 
by the weighted average number of common shares outstanding - the denominator - during the period excluding 
the dilutive effect of stock options and other employee stock plans. Diluted net income per share gives effect to 
all  potentially  dilutive  common  stock  equivalents  outstanding  during  the  period.  The  dilutive  effect  of  share-
based  awards  is  reflected  in  diluted  net  income  per  share  by  application  of  the  treasury  stock  method,  which 
includes consideration of unamortized share-based compensation expense, the tax benefits and shortfalls charged 
to additional paid-in capital and the dilutive effect of in-the-money options and non-vested restricted stock units. 
Under the treasury stock method, the amount the employee must pay for exercising stock options, unamortized 
share-based compensation expense and tax benefits or shortfalls are assumed proceeds to be used to repurchase 
hypothetical shares. See Note 6, "Net Income Per Share". 

34

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Cash, cash equivalents and short term investments.    We classify investments as cash equivalents if their 
original or remaining maturity is three months or less at the date of purchase. Cash equivalents are stated at cost, 
which approximates fair value. 

As of October 31, 2013, approximately $2,552 million of our cash and cash equivalents is held outside of 
the U.S. in our foreign subsidiaries. Under current tax laws, most of the cash could be repatriated to the U.S. but 
it would be subject to U.S. federal and state income taxes, less applicable foreign tax credits. Our cash and cash 
equivalents mainly consist of short term deposits held at major global financial institutions, institutional money 
market funds, and similar short duration instruments with original maturities of 90 days or less. We continuously 
monitor  the  creditworthiness  of  the  financial  institutions  and  institutional  money  market  funds  in  which  we 
invest our funds. 

We classify investments as short-term investments if their original maturities are greater than three months 

and their remaining maturities are one year or less. 

Fair  Value  of  Financial  Instruments.    The  carrying  values  of  certain  of  our  financial  instruments 
including  cash  and  cash  equivalents,  accounts  receivable,  accounts  payable,  accrued  compensation  and  other 
accrued  liabilities  approximate  fair  value  because  of  their  short  maturities.  The  fair  value  of  long-term  equity 
investments  is  determined using quoted  market prices  for  those  securities  when  available.  For  those long-term 
equity  investments  accounted  for  under  the  cost  or  equity  method,  their  carrying  value  approximates  their 
estimated fair value. Equity method investments are reported at the amount of the company’s initial investment 
and adjusted each period for the company’s share of the investee’s income or loss and dividend paid. The fair 
value  of  our  long-term  debt,  calculated  from  quoted  prices  which  are  primarily  Level  1  inputs  under  the 
accounting guidance fair value hierarchy, exceeds the carrying value by approximately  $112 million and $210 
million  as  of  October 31,  2013  and  2012,  respectively.  The  fair  value  of  foreign  currency  contracts  used  for 
hedging  purposes  is  estimated  internally  by  using  inputs  tied  to  active  markets.  These  inputs,  for  example, 
interest rate yield curves, foreign exchange rates, and forward and spot prices for currencies are observable in the 
market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 
See  also  Note 12,  "Fair  Value  Measurements"  for  additional  information  on  the  fair  value  of  financial 
instruments. 

Concentration  of  credit  risk.    Financial  instruments  that  potentially  subject  Agilent  to  significant 
concentration of credit risk include money market fund investments, time deposits and demand deposit balances. 
These investments are categorized as cash and cash equivalents and long-term investments. In addition, Agilent 
has  credit  risk  from  derivative  financial  instruments  used  in  hedging  activities  and  accounts  receivable.  We 
invest  in  a  variety  of  financial  instruments  and  limit  the  amount  of  credit  exposure  with  any  one  financial 
institution.  We  have  a  comprehensive  credit  policy  in  place  and  credit  exposure  is  monitored  on  an  ongoing 
basis.  

 Credit  risk  with  respect  to  our  accounts  receivable  is  diversified  due  to  the  large  number  of  entities 
comprising  our  customer  base  and  their  dispersion  across  many  different  industries  and  geographies.  Credit 
evaluations are performed on customers requiring credit over a certain amount and we sell the majority of our 
products through our direct sales force. Credit risk is mitigated through collateral such as letter of credit, bank 
guarantees  or  payment  terms  like  cash  in  advance.  Credit  evaluation  is  performed  by  an  independent  team  to 
ensure  proper  segregation  of  duties.  No  single  customer  accounted  for  more  than  10  percent  of  combined 
accounts receivable as of October 31, 2013, or 2012. 

Derivative  instruments.    Agilent  is  exposed  to  global  foreign  currency  exchange  rate  and  interest  rate 
risks  in  the  normal  course  of  business.  We  enter  into  foreign  exchange  hedging  contracts,  primarily  forward 
contracts and purchased options and, in the past, interest rate swaps to manage financial exposures resulting from 
changes in foreign currency exchange rates and interest rates. In the vast  majority of cases, these contracts are 
designated  at  inception  as  hedges  of  the  related  foreign  currency  or  interest  exposures.  Foreign  currency 
exposures include committed and anticipated revenue and expense transactions and assets and liabilities that are 
denominated  in  currencies  other  than  the  functional  currency  of  the  subsidiary.  Interest  rate  exposures  are 
associated  with  the  company's  fixed-rate  debt.  For  option  contracts,  we  exclude  time  value  from  the 

36

measurement  of  effectiveness.  To  qualify  for  hedge  accounting,  contracts  must  reduce  the  foreign  currency 

exchange rate and interest rate risk otherwise inherent in the amount and duration of the hedged exposures and 

comply with established risk management policies; foreign exchange hedging contracts generally mature within 

twelve months and interest rate swaps, if any, mature at the same time as the maturity of the debt. In order to 

manage foreign currency exposures in a few limited jurisdictions we may enter into foreign exchange contracts 

that do not qualify for hedge accounting. In such circumstances, the local foreign currency exposure is offset by 

contracts owned by the parent company. We do not use derivative financial instruments for speculative trading 

purposes. 

All derivatives are recognized on the balance sheet at their fair values. For derivative instruments that are 

designated and qualify as a fair value hedge, changes in value of the derivative are recognized in the consolidated 

statement  of  operations  in  the  current  period,  along  with  the  offsetting  gain  or  loss  on  the  hedged  item 

attributable to the hedged risk. For derivative instruments that are designated and qualify as a cash flow hedges, 

changes  in  the  value  of  the  effective  portion  of  the  derivative  instrument  is  recognized  in  accumulated 

comprehensive  income,  a  component  of  stockholders'  equity.  Amounts  associated  with  cash  flow  hedges  are 

reclassified and recognized in income when either the forecasted transaction occurs or it becomes probable the 

forecasted  transaction  will  not  occur.  Derivatives  not  designated  as  hedging  instruments  are  recorded  on  the 

balance sheet at their fair value and changes in the fair values are recorded in the income statement in the current 

period. Derivative instruments are subject to master netting arrangements and qualify for net presentation in the 

balance  sheet.  Changes  in  the  fair  value  of  the  ineffective  portion  of  derivative  instruments  are  recognized  in 

earnings  in  the  current  period.  Ineffectiveness  in  2013,  2012  and  2011  was  not  material.    Cash  flows  from 

derivative instruments are classified in the statement of cash flows in the same category as the cash flows from 

the hedged or economically hedged item, primarily in operating activities. 

Property,  plant  and  equipment.    Property,  plant  and  equipment  are  stated  at  cost  less  accumulated 

depreciation.  Additions,  improvements  and  major  renewals  are  capitalized;  maintenance,  repairs  and  minor 

renewals  are  expensed  as  incurred.  When  assets  are  retired  or  disposed  of,  the  assets  and  related  accumulated 

depreciation and amortization are removed from our general ledger, and the resulting gain or loss is reflected in 

the  consolidated  statement  of  operations.  Buildings  and  improvements  are  depreciated  over  the  lesser  of  their 

useful lives or the remaining term of the lease and machinery and equipment over three to ten years. We use the 

straight-line method to depreciate assets. 

Leases.    We lease buildings, machinery and equipment under operating leases for original terms ranging 

generally from one year to twenty years. Certain leases contain renewal options for periods up to six years. As of 

October 31, 2013 our life sciences and diagnostics segment has approximately $4 million of lease receivables for 

capital leases and $35 million of net assets for operating leases.  We depreciate the assets related to the operating 

leases over their estimated useful lives. 

Capitalized  software.    We  capitalize  certain  internal  and  external  costs  incurred  to  acquire  or  create 

internal use software. Capitalized software is included in property, plant and equipment and is depreciated over 

three to five years once development is complete. 

Impairment of long-lived assets.    We continually monitor events and changes in circumstances that could 

indicate carrying amounts of long-lived assets, including intangible assets, may not be recoverable. When such 

events  or  changes  in  circumstances  occur,  we  assess  the  recoverability  of  long-lived  assets  by  determining 

whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If 

the total of the undiscounted future cash flows is less than the carrying amount of those assets, we recognize an 

impairment loss based on the excess of the carrying amount over the fair value of the assets. 

Restructuring. The  main  component  of  our  restructuring  plan  is  related  to  workforce  reductions. 

Workforce  reduction  charges  are  accrued  when  payment  of  benefits  becomes  probable  that  the  employees  are 

entitled  to  the  severance  and  the  amounts  can  be  estimated.  If  the  amounts  and  timing  of  cash  flows  from 

restructuring  activities  are  significantly  different  from  what  we  have  estimated,  the  actual  amount  of 

restructuring and other related charges could be materially different, either higher or lower, than those we have 

recorded. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash, cash equivalents and short term investments.    We classify investments as cash equivalents if their 

original or remaining maturity is three months or less at the date of purchase. Cash equivalents are stated at cost, 

which approximates fair value. 

As of October 31, 2013, approximately $2,552 million of our cash and cash equivalents is held outside of 

the U.S. in our foreign subsidiaries. Under current tax laws, most of the cash could be repatriated to the U.S. but 

it would be subject to U.S. federal and state income taxes, less applicable foreign tax credits. Our cash and cash 

equivalents mainly consist of short term deposits held at major global financial institutions, institutional money 

market funds, and similar short duration instruments with original maturities of 90 days or less. We continuously 

monitor  the  creditworthiness  of  the  financial  institutions  and  institutional  money  market  funds  in  which  we 

invest our funds. 

We classify investments as short-term investments if their original maturities are greater than three months 

and their remaining maturities are one year or less. 

Fair  Value  of  Financial  Instruments.    The  carrying  values  of  certain  of  our  financial  instruments 

including  cash  and  cash  equivalents,  accounts  receivable,  accounts  payable,  accrued  compensation  and  other 

accrued  liabilities  approximate  fair  value  because  of  their  short  maturities.  The  fair  value  of  long-term  equity 

investments  is  determined using quoted  market prices  for  those  securities  when  available.  For  those long-term 

equity  investments  accounted  for  under  the  cost  or  equity  method,  their  carrying  value  approximates  their 

estimated fair value. Equity method investments are reported at the amount of the company’s initial investment 

and adjusted each period for the company’s share of the investee’s income or loss and dividend paid. The fair 

value  of  our  long-term  debt,  calculated  from  quoted  prices  which  are  primarily  Level  1  inputs  under  the 

accounting guidance fair value hierarchy, exceeds the carrying value by approximately  $112 million and $210 

million  as  of  October 31,  2013  and  2012,  respectively.  The  fair  value  of  foreign  currency  contracts  used  for 

hedging  purposes  is  estimated  internally  by  using  inputs  tied  to  active  markets.  These  inputs,  for  example, 

interest rate yield curves, foreign exchange rates, and forward and spot prices for currencies are observable in the 

market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 

See  also  Note 12,  "Fair  Value  Measurements"  for  additional  information  on  the  fair  value  of  financial 

instruments. 

basis.  

Concentration  of  credit  risk.    Financial  instruments  that  potentially  subject  Agilent  to  significant 

concentration of credit risk include money market fund investments, time deposits and demand deposit balances. 

These investments are categorized as cash and cash equivalents and long-term investments. In addition, Agilent 

has  credit  risk  from  derivative  financial  instruments  used  in  hedging  activities  and  accounts  receivable.  We 

invest  in  a  variety  of  financial  instruments  and  limit  the  amount  of  credit  exposure  with  any  one  financial 

institution.  We  have  a  comprehensive  credit  policy  in  place  and  credit  exposure  is  monitored  on  an  ongoing 

 Credit  risk  with  respect  to  our  accounts  receivable  is  diversified  due  to  the  large  number  of  entities 

comprising  our  customer  base  and  their  dispersion  across  many  different  industries  and  geographies.  Credit 

evaluations are performed on customers requiring credit over a certain amount and we sell the majority of our 

products through our direct sales force. Credit risk is mitigated through collateral such as letter of credit, bank 

guarantees  or  payment  terms  like  cash  in  advance.  Credit  evaluation  is  performed  by  an  independent  team  to 

ensure  proper  segregation  of  duties.  No  single  customer  accounted  for  more  than  10  percent  of  combined 

accounts receivable as of October 31, 2013, or 2012. 

Derivative  instruments.    Agilent  is  exposed  to  global  foreign  currency  exchange  rate  and  interest  rate 

risks  in  the  normal  course  of  business.  We  enter  into  foreign  exchange  hedging  contracts,  primarily  forward 

contracts and purchased options and, in the past, interest rate swaps to manage financial exposures resulting from 

changes in foreign currency exchange rates and interest rates. In the vast  majority of cases, these contracts are 

designated  at  inception  as  hedges  of  the  related  foreign  currency  or  interest  exposures.  Foreign  currency 

exposures include committed and anticipated revenue and expense transactions and assets and liabilities that are 

denominated  in  currencies  other  than  the  functional  currency  of  the  subsidiary.  Interest  rate  exposures  are 

associated  with  the  company's  fixed-rate  debt.  For  option  contracts,  we  exclude  time  value  from  the 

measurement  of  effectiveness.  To  qualify  for  hedge  accounting,  contracts  must  reduce  the  foreign  currency 
exchange rate and interest rate risk otherwise inherent in the amount and duration of the hedged exposures and 
comply with established risk management policies; foreign exchange hedging contracts generally mature within 
twelve months and interest rate swaps, if any, mature at the same time as the maturity of the debt. In order to 
manage foreign currency exposures in a few limited jurisdictions we may enter into foreign exchange contracts 
that do not qualify for hedge accounting. In such circumstances, the local foreign currency exposure is offset by 
contracts owned by the parent company. We do not use derivative financial instruments for speculative trading 
purposes. 

All derivatives are recognized on the balance sheet at their fair values. For derivative instruments that are 
designated and qualify as a fair value hedge, changes in value of the derivative are recognized in the consolidated 
statement  of  operations  in  the  current  period,  along  with  the  offsetting  gain  or  loss  on  the  hedged  item 
attributable to the hedged risk. For derivative instruments that are designated and qualify as a cash flow hedges, 
changes  in  the  value  of  the  effective  portion  of  the  derivative  instrument  is  recognized  in  accumulated 
comprehensive  income,  a  component  of  stockholders'  equity.  Amounts  associated  with  cash  flow  hedges  are 
reclassified and recognized in income when either the forecasted transaction occurs or it becomes probable the 
forecasted  transaction  will  not  occur.  Derivatives  not  designated  as  hedging  instruments  are  recorded  on  the 
balance sheet at their fair value and changes in the fair values are recorded in the income statement in the current 
period. Derivative instruments are subject to master netting arrangements and qualify for net presentation in the 
balance  sheet.  Changes  in  the  fair  value  of  the  ineffective  portion  of  derivative  instruments  are  recognized  in 
earnings  in  the  current  period.  Ineffectiveness  in  2013,  2012  and  2011  was  not  material.    Cash  flows  from 
derivative instruments are classified in the statement of cash flows in the same category as the cash flows from 
the hedged or economically hedged item, primarily in operating activities. 

Property,  plant  and  equipment.    Property,  plant  and  equipment  are  stated  at  cost  less  accumulated 
depreciation.  Additions,  improvements  and  major  renewals  are  capitalized;  maintenance,  repairs  and  minor 
renewals  are  expensed  as  incurred.  When  assets  are  retired  or  disposed  of,  the  assets  and  related  accumulated 
depreciation and amortization are removed from our general ledger, and the resulting gain or loss is reflected in 
the  consolidated  statement  of  operations.  Buildings  and  improvements  are  depreciated  over  the  lesser  of  their 
useful lives or the remaining term of the lease and machinery and equipment over three to ten years. We use the 
straight-line method to depreciate assets. 

Leases.    We lease buildings, machinery and equipment under operating leases for original terms ranging 
generally from one year to twenty years. Certain leases contain renewal options for periods up to six years. As of 
October 31, 2013 our life sciences and diagnostics segment has approximately $4 million of lease receivables for 
capital leases and $35 million of net assets for operating leases.  We depreciate the assets related to the operating 
leases over their estimated useful lives. 

Capitalized  software.    We  capitalize  certain  internal  and  external  costs  incurred  to  acquire  or  create 
internal use software. Capitalized software is included in property, plant and equipment and is depreciated over 
three to five years once development is complete. 

Impairment of long-lived assets.    We continually monitor events and changes in circumstances that could 
indicate carrying amounts of long-lived assets, including intangible assets, may not be recoverable. When such 
events  or  changes  in  circumstances  occur,  we  assess  the  recoverability  of  long-lived  assets  by  determining 
whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If 
the total of the undiscounted future cash flows is less than the carrying amount of those assets, we recognize an 
impairment loss based on the excess of the carrying amount over the fair value of the assets. 

Restructuring. The  main  component  of  our  restructuring  plan  is  related  to  workforce  reductions. 
Workforce  reduction  charges  are  accrued  when  payment  of  benefits  becomes  probable  that  the  employees  are 
entitled  to  the  severance  and  the  amounts  can  be  estimated.  If  the  amounts  and  timing  of  cash  flows  from 
restructuring  activities  are  significantly  different  from  what  we  have  estimated,  the  actual  amount  of 
restructuring and other related charges could be materially different, either higher or lower, than those we have 
recorded. 

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Employee compensation and benefits.    Amounts owed to employees, such as accrued salary, bonuses and 
vacation  benefits  are  accounted  for  within  employee  compensation  and  benefits.  The  total  amount  of  accrued 
vacation benefit was $158 million and $156 million as of October 31, 2013, and 2012, respectively. 

Foreign  currency  translation.    We  translate  and  remeasure  balance  sheet  and  income  statement  items 
into  U.S. dollars.  For  those  subsidiaries  that  operate  in  a  local  currency  functional  environment,  all  assets  and 
liabilities  are  translated  into  U.S.  dollars  using  current  exchange  rates  at  the  balance  sheet  date;  revenue  and 
expenses  are  translated  using  monthly  exchange  rates  which  approximate  to  average  exchange  rates  in  effect 
during each period. Resulting translation adjustments are reported as a separate component of accumulated other 
comprehensive income (loss) in stockholders' equity. 

For  those  subsidiaries  that  operate  in  a  U.S.  dollar  functional  environment,  foreign  currency  assets  and 
liabilities are remeasured into U.S. dollars at current exchange rates except for nonmonetary assets and capital 
accounts which are remeasured at historical exchange rates. Revenue and expenses are generally remeasured at 
monthly exchange rates which approximate average exchange rates in effect during each period. Gains or losses 
from foreign currency remeasurement are included in consolidated net income. Net gains or losses resulting from 
foreign  currency  transactions,  including  hedging  gains  and  losses,  are  reported  in  other  income  (expense),  net 
and  was  $6  million  loss  for  fiscal  year  2013,  $19  million  loss  for    2012  and  $1  million  loss  for  2011, 
respectively. The loss recorded for fiscal year 2012 includes $14 million of loss associated with the settlement of 
currency contracts entered into for the purchase of Dako.  

2. New Accounting Pronouncements 

In  June  2011,  the  FASB  issued  guidance  related  to  the  presentation  of  comprehensive  income.  The 
guidance aims to improve the comparability, consistency, and transparency of financial reporting and to increase 
the prominence of items reported in other comprehensive income. The guidance is effective for fiscal years, and 
interim periods within those years, beginning after December 15, 2011. In the first quarter of 2013, we adopted 
the  updated  authoritative  guidance  that  increases  the  prominence  of  items  reported  in  other  comprehensive 
income. The updated authoritative guidance eliminates the option to present components of other comprehensive 
income as part of the statement of changes in equity and requires that changes in other comprehensive income be 
presented either as a single continuous statement of comprehensive income or in two but consecutive statements. 
The adoption of the updated authoritative guidance did impact the presentation of comprehensive income, as we 
have  elected  to  present  two  separate  but  consecutive  statements,  but  did  not  have  an  impact  on  our  financial 
position or results of operations. 

In  December 2011,  the  FASB  issued  guidance  related  to  the  enhanced  disclosures  that  will  enable  the 
users  of  financial  statements  to  evaluate  the  effect  or  potential  effect  of  netting  arrangements  of  an  entity's 
financial  position.  The  amendments  require  improved  information  about  financial  instruments  and  derivative 
instruments that are either offset or subject to enforceable master netting arrangements or similar agreement. The 
guidance  is  effective  for  annual  reporting  periods  beginning  on  or  after  January 1,  2013,  and  interim  periods 
within those annual periods. We do not expect a material impact to our consolidated financial statements due to 
the adoption of this guidance. 

In February 2013, the FASB issued the guidance for reporting of amounts reclassified out of accumulated 
other comprehensive income. The revised guidance requires  reporting the effect of significant reclassifications 
out of accumulated other comprehensive income on the respective line items in net income if the amount being 
reclassified is required to be reclassified in its entirety to net income. For other amounts that are not required to 
be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference 
other disclosures that provide additional detail about these amounts. The amendments do not change the current 
requirements for reporting net income or other comprehensive income in financial statements. The guidance is 
effective  prospectively  for  annual  reporting  periods  beginning  after  December  15,  2012  and  interim  periods 
within those years. Early adoption is permitted. We do not expect a material impact to our consolidated financial 
statements due to the adoption of this guidance. 

In March 2013, the FASB issued an amendment to the accounting guidance on foreign currency matters in 
order to clarify the guidance for the release of cumulative translation adjustment. The guidance requires that a 

38

parent deconsolidate a subsidiary or derecognize a group of assets that is a nonprofit activity or a business (other 

than a sale of in substance real estate or conveyance of oil and gas mineral rights) if the parent ceases to have a 

controlling  financial  interest  in  that  group  of  assets.   The  guidance  is  effective  for  interim  and  annual  periods 

beginning  on  or  after  December 15,  2013. We  do  not  expect  a  material  impact  to  our  consolidated  financial 

statements due to the adoption of this guidance. 

In July 2013, the FASB issued an amendment to the accounting guidance related to the financial statement 

presentation of an unrecognized tax benefit when a net  operating loss carryforward, a similar tax loss or a tax 

credit carryforward exists. The guidance requires an unrecognized tax benefit to be presented as a decrease in a 

deferred tax asset where a net operating loss, a similar tax loss, or a tax credit carryforward exists and certain 

criteria are met. This guidance is effective prospectively for annual and interim reporting periods beginning after 

December 15, 2013 and is consistent with our current practice.  

Other  amendments  to  GAAP  in  the  U.S.  that  have  been  issued  by  the  FASB  or  other  standards-setting 

bodies  that  do  not  require  adoption  until  a  future  date  are  not  expected  to  have  a  material  impact  on  our 

consolidated financial statements upon adoption. 

3. Acquisitions 

Acquisition of Dako  

On June 21, 2012, we completed the acquisition of Dako through the acquisition of 100% of share capital 

of  Dako,  a  limited  liability  company  incorporated  under  the  laws  of  Denmark,  under  the  share  purchase 

agreement, dated May 16, 2012. As a result of the acquisition, Dako has become a wholly-owned subsidiary of 

Agilent.  Accordingly,  the  results  of  Dako  are  included  in  Agilent's  consolidated  financial  statements  from  the 

date  of  the  acquisition.  For  the  period  from  June  22,  2012  to  October 31,  2012,  Dako's  net  revenue  was  $126 

million and net loss was $37 million.  The acquisition of Dako and its portfolio is another step to increase our 

growth  in  several  rapidly  expanding  areas  of  diagnostics,  including  anatomic  pathology  and  molecular 

diagnostics, as well as strengthen our existing offerings with a focus on product development to help in the fight 

against cancer. 

The consideration paid was approximately $2,143 million, of which $1,400 million was paid directly to 

the seller and $743 million was paid to satisfy outstanding debt.  Agilent funded the acquisition using existing 

cash. In connection with the acquisition of Dako, Agilent entered into several foreign currency forward contracts 

to mitigate the currency exchange risk associated with the payment of the purchase price in Danish Krone and 

the repayment of debt in multiple currencies. The aggregate notional amount of the currencies hedged was $1.7 

billion. These foreign exchange contracts did not qualify for hedge accounting treatment and were not designated 

as  hedging  instruments.  The  resulting  loss  on  settlement,  on  the  date  of  acquisition,  was  $14  million  and  was 

recorded in other income (expense) in the consolidated statement of operations for the year ended October 31, 

2012.  

The  Dako  acquisition  was  accounted  for  in  accordance  with  the  authoritative  accounting  guidance.  The 

acquired  assets  and  assumed  liabilities  were  recorded  by  Agilent  at  their  estimated  fair  values.  Agilent 

determined  the  estimated  fair  values  with  the  assistance  of  appraisals  or  valuations  performed  by  third  party 

specialists,  discounted  cash  flow  analyses,  and  estimates  made  by  management.  We  expect  to  realize  revenue 

synergies,  leverage  and  expand  the  existing  sales  channels  and  product  development  resources,  and  utilize  the 

assembled workforce. The company also anticipates opportunities for growth through expanded geographic and 

customer segment diversity and the ability to leverage additional products and capabilities. These factors, among 

others,  contributed  to  a  purchase  price  in  excess  of  the  estimated  fair  value  of  Dako's  net  identifiable  assets 

acquired (see summary of net assets below), and, as a result, we have recorded goodwill in connection with this 

transaction. 

 All goodwill was allocated to the life sciences and diagnostics segment.  We do not expect the goodwill 

recognized to be deductible for income tax purposes. Any impairment charges made in the future associated with 

goodwill will not be tax deductible. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee compensation and benefits.    Amounts owed to employees, such as accrued salary, bonuses and 

vacation  benefits  are  accounted  for  within  employee  compensation  and  benefits.  The  total  amount  of  accrued 

vacation benefit was $158 million and $156 million as of October 31, 2013, and 2012, respectively. 

Foreign  currency  translation.    We  translate  and  remeasure  balance  sheet  and  income  statement  items 

into  U.S. dollars.  For  those  subsidiaries  that  operate  in  a  local  currency  functional  environment,  all  assets  and 

liabilities  are  translated  into  U.S.  dollars  using  current  exchange  rates  at  the  balance  sheet  date;  revenue  and 

expenses  are  translated  using  monthly  exchange  rates  which  approximate  to  average  exchange  rates  in  effect 

during each period. Resulting translation adjustments are reported as a separate component of accumulated other 

comprehensive income (loss) in stockholders' equity. 

For  those  subsidiaries  that  operate  in  a  U.S.  dollar  functional  environment,  foreign  currency  assets  and 

liabilities are remeasured into U.S. dollars at current exchange rates except for nonmonetary assets and capital 

accounts which are remeasured at historical exchange rates. Revenue and expenses are generally remeasured at 

monthly exchange rates which approximate average exchange rates in effect during each period. Gains or losses 

from foreign currency remeasurement are included in consolidated net income. Net gains or losses resulting from 

foreign  currency  transactions,  including  hedging  gains  and  losses,  are  reported  in  other  income  (expense),  net 

and  was  $6  million  loss  for  fiscal  year  2013,  $19  million  loss  for    2012  and  $1  million  loss  for  2011, 

respectively. The loss recorded for fiscal year 2012 includes $14 million of loss associated with the settlement of 

currency contracts entered into for the purchase of Dako.  

2. New Accounting Pronouncements 

In  June  2011,  the  FASB  issued  guidance  related  to  the  presentation  of  comprehensive  income.  The 

guidance aims to improve the comparability, consistency, and transparency of financial reporting and to increase 

the prominence of items reported in other comprehensive income. The guidance is effective for fiscal years, and 

interim periods within those years, beginning after December 15, 2011. In the first quarter of 2013, we adopted 

the  updated  authoritative  guidance  that  increases  the  prominence  of  items  reported  in  other  comprehensive 

income. The updated authoritative guidance eliminates the option to present components of other comprehensive 

income as part of the statement of changes in equity and requires that changes in other comprehensive income be 

presented either as a single continuous statement of comprehensive income or in two but consecutive statements. 

The adoption of the updated authoritative guidance did impact the presentation of comprehensive income, as we 

have  elected  to  present  two  separate  but  consecutive  statements,  but  did  not  have  an  impact  on  our  financial 

position or results of operations. 

In  December 2011,  the  FASB  issued  guidance  related  to  the  enhanced  disclosures  that  will  enable  the 

users  of  financial  statements  to  evaluate  the  effect  or  potential  effect  of  netting  arrangements  of  an  entity's 

financial  position.  The  amendments  require  improved  information  about  financial  instruments  and  derivative 

instruments that are either offset or subject to enforceable master netting arrangements or similar agreement. The 

guidance  is  effective  for  annual  reporting  periods  beginning  on  or  after  January 1,  2013,  and  interim  periods 

within those annual periods. We do not expect a material impact to our consolidated financial statements due to 

the adoption of this guidance. 

In February 2013, the FASB issued the guidance for reporting of amounts reclassified out of accumulated 

other comprehensive income. The revised guidance requires  reporting the effect of significant reclassifications 

out of accumulated other comprehensive income on the respective line items in net income if the amount being 

reclassified is required to be reclassified in its entirety to net income. For other amounts that are not required to 

be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference 

other disclosures that provide additional detail about these amounts. The amendments do not change the current 

requirements for reporting net income or other comprehensive income in financial statements. The guidance is 

effective  prospectively  for  annual  reporting  periods  beginning  after  December  15,  2012  and  interim  periods 

within those years. Early adoption is permitted. We do not expect a material impact to our consolidated financial 

statements due to the adoption of this guidance. 

In March 2013, the FASB issued an amendment to the accounting guidance on foreign currency matters in 

order to clarify the guidance for the release of cumulative translation adjustment. The guidance requires that a 

parent deconsolidate a subsidiary or derecognize a group of assets that is a nonprofit activity or a business (other 
than a sale of in substance real estate or conveyance of oil and gas mineral rights) if the parent ceases to have a 
controlling  financial  interest  in  that  group  of  assets.   The  guidance  is  effective  for  interim  and  annual  periods 
beginning  on  or  after  December 15,  2013. We  do  not  expect  a  material  impact  to  our  consolidated  financial 
statements due to the adoption of this guidance. 

In July 2013, the FASB issued an amendment to the accounting guidance related to the financial statement 
presentation of an unrecognized tax benefit when a net  operating loss carryforward, a similar tax loss or a tax 
credit carryforward exists. The guidance requires an unrecognized tax benefit to be presented as a decrease in a 
deferred tax asset where a net operating loss, a similar tax loss, or a tax credit carryforward exists and certain 
criteria are met. This guidance is effective prospectively for annual and interim reporting periods beginning after 
December 15, 2013 and is consistent with our current practice.  

Other  amendments  to  GAAP  in  the  U.S.  that  have  been  issued  by  the  FASB  or  other  standards-setting 
bodies  that  do  not  require  adoption  until  a  future  date  are  not  expected  to  have  a  material  impact  on  our 
consolidated financial statements upon adoption. 

3. Acquisitions 

Acquisition of Dako  

On June 21, 2012, we completed the acquisition of Dako through the acquisition of 100% of share capital 
of  Dako,  a  limited  liability  company  incorporated  under  the  laws  of  Denmark,  under  the  share  purchase 
agreement, dated May 16, 2012. As a result of the acquisition, Dako has become a wholly-owned subsidiary of 
Agilent.  Accordingly,  the  results  of  Dako  are  included  in  Agilent's  consolidated  financial  statements  from  the 
date  of  the  acquisition.  For  the  period  from  June  22,  2012  to  October 31,  2012,  Dako's  net  revenue  was  $126 
million and net loss was $37 million.  The acquisition of Dako and its portfolio is another step to increase our 
growth  in  several  rapidly  expanding  areas  of  diagnostics,  including  anatomic  pathology  and  molecular 
diagnostics, as well as strengthen our existing offerings with a focus on product development to help in the fight 
against cancer. 

The consideration paid was approximately $2,143 million, of which $1,400 million was paid directly to 
the seller and $743 million was paid to satisfy outstanding debt.  Agilent funded the acquisition using existing 
cash. In connection with the acquisition of Dako, Agilent entered into several foreign currency forward contracts 
to mitigate the currency exchange risk associated with the payment of the purchase price in Danish Krone and 
the repayment of debt in multiple currencies. The aggregate notional amount of the currencies hedged was $1.7 
billion. These foreign exchange contracts did not qualify for hedge accounting treatment and were not designated 
as  hedging  instruments.  The  resulting  loss  on  settlement,  on  the  date  of  acquisition,  was  $14  million  and  was 
recorded in other income (expense) in the consolidated statement of operations for the year ended October 31, 
2012.  

The  Dako  acquisition  was  accounted  for  in  accordance  with  the  authoritative  accounting  guidance.  The 
acquired  assets  and  assumed  liabilities  were  recorded  by  Agilent  at  their  estimated  fair  values.  Agilent 
determined  the  estimated  fair  values  with  the  assistance  of  appraisals  or  valuations  performed  by  third  party 
specialists,  discounted  cash  flow  analyses,  and  estimates  made  by  management.  We  expect  to  realize  revenue 
synergies,  leverage  and  expand  the  existing  sales  channels  and  product  development  resources,  and  utilize  the 
assembled workforce. The company also anticipates opportunities for growth through expanded geographic and 
customer segment diversity and the ability to leverage additional products and capabilities. These factors, among 
others,  contributed  to  a  purchase  price  in  excess  of  the  estimated  fair  value  of  Dako's  net  identifiable  assets 
acquired (see summary of net assets below), and, as a result, we have recorded goodwill in connection with this 
transaction. 

 All goodwill was allocated to the life sciences and diagnostics segment.  We do not expect the goodwill 
recognized to be deductible for income tax purposes. Any impairment charges made in the future associated with 
goodwill will not be tax deductible. 

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A portion of the overall purchase price was allocated to acquired intangible assets. Amortization expense 
associated  with  acquired  intangible  assets  is  not  deductible  for  tax  purposes.  Therefore,  approximately  $185 
million was established as a deferred tax liability for the future amortization of these intangibles and is included 
in "other long-term liabilities" in the table below. 

The  following  table  summarizes  the  allocation  of  the  purchase  price  to  the  estimated  fair  values  of  the 

assets acquired and liabilities assumed on the closing date of June 21, 2012 (in millions): 

Cash and cash equivalents 
Accounts receivable 
Inventories 
Other current assets 
Property, plant and equipment 
Long term investments 
Intangible assets 
Other assets 
Goodwill 
Total assets acquired 
Accounts payable 
Employee compensation and benefits 
Other accrued liabilities 
Long-term debt 
Other long-term liabilities 
Net assets acquired 

    $ 

11
96
90
5
146
11
738
13
  1,382
2,492
(24)
(24)
(47)
(43)
(211)
    $ 2,143

The  fair  value  of  cash  and  cash  equivalents,  accounts  receivable,  other  current  assets,  accounts  payable 
and  other  accrued  liabilities  were  generally  determined  using  historical  carrying  values  given  the  short-term 
nature of these assets and liabilities. 

The  fair  values  for  acquired  inventory,  property,  plant  and  equipment,  and  intangible  assets  were 

determined with the input from third party valuation specialists. 

The fair values of certain other assets, investments, long-term debt, and certain other long-term liabilities 

were determined internally using historical carrying values and estimates made by management. 

40

Valuations of intangible assets acquired 

The components of intangible assets acquired in connection with the Dako acquisition were as follows (in 

millions): 

Developed product technology 

Customer relationships 

Tradenames and trademarks 

Total intangible assets subject to amortization 

In-process research and development 

Total intangible assets 

Estimated 

Useful Life 

8 - 9 years

4 years 

12 years 

Fair Value 

  $

  $

287 

140 

128

555 

183 

738 

As noted above, the intangible assets, including in-process research and development, were valued with 

input from valuation specialists.  The In-Process Research and Development was valued using the multi-period 

excess earnings method under the income approach by discounting forecasted cash flows directly related to the 

products  expecting  to  result  from  the  projects,  net  of  returns  on  contributory  assets.    The  primary  in-process 

project  acquired  relates  to  a  major  new  product  platform  which  was  released  and  amortization  began  in  the 

second  quarter  of  fiscal  2013.  See  also  Note  10,  "Goodwill  and  other  Intangible  assets"  for  additional 

information.  Total  costs  to  complete  for  all  Dako  In-  Process  Research  and  Development  were  estimated  at 

approximately $49 million over time as of the close date. 

Acquisition  and  integration  costs  directly  related  to  the  Dako  acquisition  totaled  $15  million  and  $15 

million for the years ended October 31, 2013 and 2012, respectively and were recorded in selling, general and 

administrative expenses. Such costs are expensed in accordance with the authoritative accounting guidance. 

The  following  represents  pro  forma  operating  results  as  if  Dako  had  been  included  in  the  company's  

consolidated statements of operations as of the beginning of fiscal 2011(in millions, except per share amounts): 

Net revenue 

Net income 

Net income per share — basic

Net income per share — diluted 

2012 

2011 

7,100 

1,145 

3.29 

3.24 

  $ 

  $ 

  $ 

  $ 

6,976

909

2.62

2.56

$

$

$

$

The pro forma financial information assumes that the companies were combined as of November 1, 2010 

and  include business  combination  accounting  effects  from  the  acquisition  including  amortization  charges  from 

acquired intangible assets, the impact on cost of sales due to the respective estimated fair value adjustments to 

inventory,  changes  to  interest  income  for  cash  used  in  the  acquisition,  interest  expense  and  currency  losses 

associated  with  debt  paid  in  connection  with  the  acquisition  and  acquisition  related  transaction  costs  and  tax 

related  effects.  The  pro  forma  information  as  presented  above  is  for  informational  purposes  only  and  is  not 

indicative  of  the  results  of  operations  that  would  have  been  achieved  if  the  acquisition  had  taken  place  at  the 

beginning of fiscal 2011. 

The  unaudited  pro  forma  financial  information  for  the  year  ended  October  31,  2012  combines  the 

historical results of Agilent for the year ended October 31, 2012 (which includes Dako after the acquisition date) 

and for Dako for the six months ended March 31, 2012 and the two months ended May 31, 2012. 

The  unaudited  pro  forma  financial  information  for  the  year  ended  October  31,  2011  combines  the 

historical results of Agilent for the year ended October 31, 2011 and for Dako the year ended December 31, 2011 

(due to differences in reporting periods). 

 
 
  
  
 
 
   
   
   
     
   
 
   
 
  
 
  
 
 
 
 
 
 
  
  
 
 
 
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
  
A portion of the overall purchase price was allocated to acquired intangible assets. Amortization expense 

associated  with  acquired  intangible  assets  is  not  deductible  for  tax  purposes.  Therefore,  approximately  $185 

million was established as a deferred tax liability for the future amortization of these intangibles and is included 

in "other long-term liabilities" in the table below. 

The  following  table  summarizes  the  allocation  of  the  purchase  price  to  the  estimated  fair  values  of  the 

assets acquired and liabilities assumed on the closing date of June 21, 2012 (in millions): 

Cash and cash equivalents 

Accounts receivable 

Inventories 

Other current assets 

Property, plant and equipment 

Long term investments 

Intangible assets 

Other assets 

Goodwill 

Total assets acquired 

Accounts payable 

Employee compensation and benefits 

Other accrued liabilities 

Long-term debt 

Other long-term liabilities 

Net assets acquired 

    $ 

11

96

90

5

146

11

738

13

  1,382

2,492

(24)

(24)

(47)

(43)

(211)

    $ 2,143

The  fair  value  of  cash  and  cash  equivalents,  accounts  receivable,  other  current  assets,  accounts  payable 

and  other  accrued  liabilities  were  generally  determined  using  historical  carrying  values  given  the  short-term 

nature of these assets and liabilities. 

The  fair  values  for  acquired  inventory,  property,  plant  and  equipment,  and  intangible  assets  were 

determined with the input from third party valuation specialists. 

The fair values of certain other assets, investments, long-term debt, and certain other long-term liabilities 

were determined internally using historical carrying values and estimates made by management. 

Valuations of intangible assets acquired 

The components of intangible assets acquired in connection with the Dako acquisition were as follows (in 

millions): 

Developed product technology 
Customer relationships 
Tradenames and trademarks 
Total intangible assets subject to amortization 
In-process research and development 
Total intangible assets 

Estimated 
Useful Life 

8 - 9 years
4 years 
12 years 

Fair Value 
287 
140 
128
555 
183 
738 

  $

  $

As noted above, the intangible assets, including in-process research and development, were valued with 
input from valuation specialists.  The In-Process Research and Development was valued using the multi-period 
excess earnings method under the income approach by discounting forecasted cash flows directly related to the 
products  expecting  to  result  from  the  projects,  net  of  returns  on  contributory  assets.    The  primary  in-process 
project  acquired  relates  to  a  major  new  product  platform  which  was  released  and  amortization  began  in  the 
second  quarter  of  fiscal  2013.  See  also  Note  10,  "Goodwill  and  other  Intangible  assets"  for  additional 
information.  Total  costs  to  complete  for  all  Dako  In-  Process  Research  and  Development  were  estimated  at 
approximately $49 million over time as of the close date. 

Acquisition  and  integration  costs  directly  related  to  the  Dako  acquisition  totaled  $15  million  and  $15 
million for the years ended October 31, 2013 and 2012, respectively and were recorded in selling, general and 
administrative expenses. Such costs are expensed in accordance with the authoritative accounting guidance. 

The  following  represents  pro  forma  operating  results  as  if  Dako  had  been  included  in  the  company's  

consolidated statements of operations as of the beginning of fiscal 2011(in millions, except per share amounts): 

Net revenue 
Net income 
Net income per share — basic
Net income per share — diluted 

2012 

2011 

7,100 
1,145 
3.29 
3.24 

  $ 
  $ 
  $ 
  $ 

6,976
909
2.62
2.56

$
$
$
$

The pro forma financial information assumes that the companies were combined as of November 1, 2010 
and  include business  combination  accounting  effects  from  the  acquisition  including  amortization  charges  from 
acquired intangible assets, the impact on cost of sales due to the respective estimated fair value adjustments to 
inventory,  changes  to  interest  income  for  cash  used  in  the  acquisition,  interest  expense  and  currency  losses 
associated  with  debt  paid  in  connection  with  the  acquisition  and  acquisition  related  transaction  costs  and  tax 
related  effects.  The  pro  forma  information  as  presented  above  is  for  informational  purposes  only  and  is  not 
indicative  of  the  results  of  operations  that  would  have  been  achieved  if  the  acquisition  had  taken  place  at  the 
beginning of fiscal 2011. 

The  unaudited  pro  forma  financial  information  for  the  year  ended  October  31,  2012  combines  the 
historical results of Agilent for the year ended October 31, 2012 (which includes Dako after the acquisition date) 
and for Dako for the six months ended March 31, 2012 and the two months ended May 31, 2012. 

The  unaudited  pro  forma  financial  information  for  the  year  ended  October  31,  2011  combines  the 
historical results of Agilent for the year ended October 31, 2011 and for Dako the year ended December 31, 2011 
(due to differences in reporting periods). 

40

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The  unaudited  pro  financial  information  for  the  years  ended  October  31,  2012  and  2011  includes  the 

fourth quarter of Dako's calendar reporting period, October 1, 2011 to December 31, 2011, in both years.   

grant. 

4. Share-based Compensation 

Agilent  accounts  for  share-based  awards  in  accordance  with  the  provisions  of  the  revised  accounting 
guidance which requires the measurement and recognition of compensation expense for all share-based payment 
awards  made  to  our  employees  and  directors  including  employee  stock  option  awards,  restricted  stock  units, 
employee stock purchases made under our ESPP and performance share awards granted to selected members of 
our senior management under the LTPP based on estimated fair values. 

Description of Share-Based Plans 

The impact on our results for share-based compensation was as follows: 

Employee  stock  purchase  plan.    Effective  November 1,  2000,  we  adopted  the  ESPP.  The  ESPP  allows 
eligible employees to contribute up to ten percent of their base compensation to purchase shares of our common 
stock  at  85  percent  of  the  closing  market  price  at  purchase  date.  Shares  authorized  for  issuance  in  connection 
with the ESPP are subject to an automatic annual increase of the lesser of one percent of the outstanding shares 
of common stock of Agilent on November 1, or an amount determined by the Compensation Committee of our 
Board of Directors. Under the terms of the ESPP, in no event shall the number of shares issued under the ESPP 
exceed 75 million shares. 

Under our ESPP, employees purchased 1,454,724 shares for $48 million in 2013, 1,405,774 shares for $47 
million in 2012 and 1,205,431 shares for $43 million in 2011. As of October 31, 2013, the number of shares of 
common stock authorized and available for issuance under our ESPP was 37,709,692. This excludes the number 
of shares of common stock to be issued to participants in consideration of the aggregate participant contributions 
totaling $23 million as of October 31, 2013. 

Incentive  compensation  plans.    On  November 19,  2008  and  March 11,  2009,  the  Compensation 
Committee  of  Board  of  Directors  and  the  stockholders,  respectively,  approved  the  Agilent  Technologies, Inc. 
2009  Stock  Plan  (the  "2009  Stock  Plan")  to  replace  the  Company's  1999  Stock  Plan  and  1999  Stock  Non-
Employee Director Stock Plan and subsequently reserved 25 million shares of Company common stock that may 
be issued under the 2009 Plan, plus any shares forfeited or cancelled under the 1999 Stock Plan. The 2009 Stock 
Plan provides for the grant of awards in the form of stock options, stock appreciation rights ("SARs"), restricted 
stock,  restricted  stock  units  ("RSUs"),  performance  shares  and  performance  units  with  performance-based 
conditions  on  vesting  or  exercisability,  and  cash  awards.  The  2009  Plan  has  a  term  of  ten  years.  As  of 
October 31, 2013, 12,522,185 shares were available for future awards under the 2009 Stock Plan. 

Stock options granted under the 2009 Stock Plans may be either "incentive stock options", as defined in 
Section 422 of  the  Internal  Revenue  Code, or non-statutory.  Options generally  vest  at  a  rate  of 25 percent  per 
year over a period of four years from the date of grant and generally have a maximum contractual term of ten 
years. The exercise price for stock options is generally not less than 100 percent of the fair market value of our 
common stock on the date the stock award is granted. 

Effective November 1, 2003, the Compensation Committee of the Board of Directors approved the LTPP, 
which  is  a  performance  stock  award  program  administered  under  the  2009  Stock  Plan,  for  the  company's 
executive  officers  and  other  key  employees.  Participants  in  this  program  are  entitled  to  receive  unrestricted 
shares of the company's stock after the end of a three-year period, if specified performance targets are met. LTPP 
awards are generally designed to meet the criteria of a performance award with the performance metrics and peer 
group  comparison  set  at  the  beginning  of  the  performance  period.  Based  on  the  performance  metrics  the  final 
award may vary from zero to 200 percent of the target award. The maximum contractual term for awards under 
the LTPP program is three years. We consider the dilutive impact of this program in our diluted net income per 
share calculation only to the extent that the performance conditions are met. 

In March 2007, we began to issue restricted stock units under our share-based plans. The estimated fair 
value of the restricted stock unit awards granted under the Stock Plans is determined based on the market price of 

42

Agilent's  common  stock  on  the  date  of  grant  adjusted  for  expected  dividend  yield.  Restricted  stock  units 

generally vest, with some exceptions, at a rate of 25 percent per year over a period of four years from the date of 

Impact of Share-based Compensation Awards 

We have recognized compensation expense based on the estimated grant date fair value method under the 

authoritative guidance. For all share-based awards we have recognized compensation expense using a straight-

line amortization method. As the guidance requires that share-based compensation expense be based on awards 

that  are  ultimately  expected  to  vest,  estimated  share-based  compensation  has  been  reduced  for  estimated 

forfeitures. 

Cost of products and services 

Research and development 

Selling, general and administrative 

Total share-based compensation expense 

Years Ended October 31, 

2013 

2011 

2012 

(in millions) 

$

$

20

12

56

88

$

$

16

10

50

76

$ 

$ 

16 

10 

47 

73 

At October 31, 2013 and 2012 there was no share-based compensation capitalized within inventory. The 

windfall  income  tax  benefit  realized  from  the  exercised  stock  options  and  similar  awards  recognized  was  $2 

million in 2013 and zero in 2012 and 2011, respectively. The weighted average grant date fair value of options, 

granted in 2013, 2012 and 2011 was $12.18, $13.69 and $12.48 per share, respectively. 

Included in the 2013 expense is incremental expense for acceleration of share-based compensation related 

to the announced workforce reduction plan of $3 million. In 2012 and 2011 the expense for the acceleration of 

share-based compensation related to the announced workforce reduction plan was immaterial. Upon termination 

of  the  employees  impacted  by  workforce  reduction,  the  non-vested  Agilent  awards  held  by  these  employees 

immediately  vests.  Employees  have  a  period  of  up  to  three  months  in  which  to  exercise  the  Agilent  options 

before such options are cancelled.  

Valuation Assumptions 

For  all  periods  presented,  the  fair  value  of  share  based  awards  for  employee  stock  option  awards  was 

estimated  using  the  Black-Scholes  option  pricing  model.  For  all  periods  presented,  shares  granted  under  the 

LTPP were valued using a Monte Carlo simulation. The estimated fair value of restricted stock unit awards was 

determined  based  on  the  market  price  of  Agilent's  common  stock  on  the  date  of  grant  adjusted  for  expected 

dividend yield. On January 17, 2012, the company's Board of Directors approved the initiation of quarterly cash 

dividends  to  the  company's  shareholders.  The  fair  value  of  all  the  awards  granted  prior  to  the  declaration  of 

quarterly  cash  dividend  was  measured  based  on  an  expected  dividend  yield  of  0%.  The  ESPP  allows  eligible 

employees to purchase shares of our common stock at 85 percent of the fair market value at the purchase date. 

 
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Description of Share-Based Plans 

The impact on our results for share-based compensation was as follows: 

Agilent's  common  stock  on  the  date  of  grant  adjusted  for  expected  dividend  yield.  Restricted  stock  units 
generally vest, with some exceptions, at a rate of 25 percent per year over a period of four years from the date of 
grant. 

Impact of Share-based Compensation Awards 

We have recognized compensation expense based on the estimated grant date fair value method under the 
authoritative guidance. For all share-based awards we have recognized compensation expense using a straight-
line amortization method. As the guidance requires that share-based compensation expense be based on awards 
that  are  ultimately  expected  to  vest,  estimated  share-based  compensation  has  been  reduced  for  estimated 
forfeitures. 

Cost of products and services 
Research and development 
Selling, general and administrative 
Total share-based compensation expense 

2013 

Years Ended October 31, 

2012 

(in millions) 
16
10
50
76

$

$

$ 

$ 

20
12
56
88

$

$

2011 

16 
10 
47 
73 

At October 31, 2013 and 2012 there was no share-based compensation capitalized within inventory. The 
windfall  income  tax  benefit  realized  from  the  exercised  stock  options  and  similar  awards  recognized  was  $2 
million in 2013 and zero in 2012 and 2011, respectively. The weighted average grant date fair value of options, 
granted in 2013, 2012 and 2011 was $12.18, $13.69 and $12.48 per share, respectively. 

Included in the 2013 expense is incremental expense for acceleration of share-based compensation related 
to the announced workforce reduction plan of $3 million. In 2012 and 2011 the expense for the acceleration of 
share-based compensation related to the announced workforce reduction plan was immaterial. Upon termination 
of  the  employees  impacted  by  workforce  reduction,  the  non-vested  Agilent  awards  held  by  these  employees 
immediately  vests.  Employees  have  a  period  of  up  to  three  months  in  which  to  exercise  the  Agilent  options 
before such options are cancelled.  

Valuation Assumptions 

For  all  periods  presented,  the  fair  value  of  share  based  awards  for  employee  stock  option  awards  was 
estimated  using  the  Black-Scholes  option  pricing  model.  For  all  periods  presented,  shares  granted  under  the 
LTPP were valued using a Monte Carlo simulation. The estimated fair value of restricted stock unit awards was 
determined  based  on  the  market  price  of  Agilent's  common  stock  on  the  date  of  grant  adjusted  for  expected 
dividend yield. On January 17, 2012, the company's Board of Directors approved the initiation of quarterly cash 
dividends  to  the  company's  shareholders.  The  fair  value  of  all  the  awards  granted  prior  to  the  declaration  of 
quarterly  cash  dividend  was  measured  based  on  an  expected  dividend  yield  of  0%.  The  ESPP  allows  eligible 
employees to purchase shares of our common stock at 85 percent of the fair market value at the purchase date. 

The  unaudited  pro  financial  information  for  the  years  ended  October  31,  2012  and  2011  includes  the 

fourth quarter of Dako's calendar reporting period, October 1, 2011 to December 31, 2011, in both years.   

4. Share-based Compensation 

Agilent  accounts  for  share-based  awards  in  accordance  with  the  provisions  of  the  revised  accounting 

guidance which requires the measurement and recognition of compensation expense for all share-based payment 

awards  made  to  our  employees  and  directors  including  employee  stock  option  awards,  restricted  stock  units, 

employee stock purchases made under our ESPP and performance share awards granted to selected members of 

our senior management under the LTPP based on estimated fair values. 

Employee  stock  purchase  plan.    Effective  November 1,  2000,  we  adopted  the  ESPP.  The  ESPP  allows 

eligible employees to contribute up to ten percent of their base compensation to purchase shares of our common 

stock  at  85  percent  of  the  closing  market  price  at  purchase  date.  Shares  authorized  for  issuance  in  connection 

with the ESPP are subject to an automatic annual increase of the lesser of one percent of the outstanding shares 

of common stock of Agilent on November 1, or an amount determined by the Compensation Committee of our 

Board of Directors. Under the terms of the ESPP, in no event shall the number of shares issued under the ESPP 

exceed 75 million shares. 

Under our ESPP, employees purchased 1,454,724 shares for $48 million in 2013, 1,405,774 shares for $47 

million in 2012 and 1,205,431 shares for $43 million in 2011. As of October 31, 2013, the number of shares of 

common stock authorized and available for issuance under our ESPP was 37,709,692. This excludes the number 

of shares of common stock to be issued to participants in consideration of the aggregate participant contributions 

totaling $23 million as of October 31, 2013. 

Incentive  compensation  plans.    On  November 19,  2008  and  March 11,  2009,  the  Compensation 

Committee  of  Board  of  Directors  and  the  stockholders,  respectively,  approved  the  Agilent  Technologies, Inc. 

2009  Stock  Plan  (the  "2009  Stock  Plan")  to  replace  the  Company's  1999  Stock  Plan  and  1999  Stock  Non-

Employee Director Stock Plan and subsequently reserved 25 million shares of Company common stock that may 

be issued under the 2009 Plan, plus any shares forfeited or cancelled under the 1999 Stock Plan. The 2009 Stock 

Plan provides for the grant of awards in the form of stock options, stock appreciation rights ("SARs"), restricted 

stock,  restricted  stock  units  ("RSUs"),  performance  shares  and  performance  units  with  performance-based 

conditions  on  vesting  or  exercisability,  and  cash  awards.  The  2009  Plan  has  a  term  of  ten  years.  As  of 

October 31, 2013, 12,522,185 shares were available for future awards under the 2009 Stock Plan. 

Stock options granted under the 2009 Stock Plans may be either "incentive stock options", as defined in 

Section 422 of  the  Internal  Revenue  Code, or non-statutory.  Options generally  vest  at  a  rate  of 25 percent  per 

year over a period of four years from the date of grant and generally have a maximum contractual term of ten 

years. The exercise price for stock options is generally not less than 100 percent of the fair market value of our 

common stock on the date the stock award is granted. 

Effective November 1, 2003, the Compensation Committee of the Board of Directors approved the LTPP, 

which  is  a  performance  stock  award  program  administered  under  the  2009  Stock  Plan,  for  the  company's 

executive  officers  and  other  key  employees.  Participants  in  this  program  are  entitled  to  receive  unrestricted 

shares of the company's stock after the end of a three-year period, if specified performance targets are met. LTPP 

awards are generally designed to meet the criteria of a performance award with the performance metrics and peer 

group  comparison  set  at  the  beginning  of  the  performance  period.  Based  on  the  performance  metrics  the  final 

award may vary from zero to 200 percent of the target award. The maximum contractual term for awards under 

the LTPP program is three years. We consider the dilutive impact of this program in our diluted net income per 

share calculation only to the extent that the performance conditions are met. 

In March 2007, we began to issue restricted stock units under our share-based plans. The estimated fair 

value of the restricted stock unit awards granted under the Stock Plans is determined based on the market price of 

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The  following  assumptions  were  used  to  estimate  the  fair  value  of  employee  stock  options  and  LTPP 

grants. 

The options outstanding and exercisable for equity share-based payment awards at October 31, 2013 were as 

follows: 

Range of 

Number 

Exercise Prices 

Outstanding 

Aggregate 

Intrinsic 

Value

Number 

Exercisable 

Options Outstanding 

Weighted 

Average 

Remaining 

Contractual 

Life 

Weighted

Average 

Exercise 

Price 

$0 - 25 

$25.01 - 30 

$30.01 - 40 

$40.01 & over 

1,507

1,051

7,045

6

9,609

2.4 

5.9 

5.6 

8.4 

5.1 

  $ 

  $ 

  $ 

  $ 

  $ 

20

29

35

45

32

$

$

45,750

22,418

112,829

33

181,030

1,507

691

3,870

1

6,069

Options Exercisable 

Weighted 

Average 

Remaining 

Contractual 

Life 

Weighted 

Average 

Exercise 

Price 

Aggregate 

Intrinsic 

Value 

45,750

14,727

66,448

8

  $

126,933

2.4 

5.8 

3.4 

8.4 

3.4 

  $ 

  $ 

  $ 

  $ 

  $ 

  $

20

29

34

45

30

(in thousands) 

(in years) 

(in thousands) 

(in thousands) 

(in years) 

(in thousands) 

The  aggregate  intrinsic  value  in  the  table  above  represents  the  total  pre-tax  intrinsic  value,  based  on  the 

company's closing stock price of $50.76 at October 31, 2013, which would have been received by award holders had 

all  award holders  exercised their awards that were  in-the-money as  of that date.  The total number  of in-the-money 

awards exercisable at October 31, 2013 was approximately 6 million. 

The following table summarizes the aggregate intrinsic value of options exercised and the fair value of options 

granted in 2013, 2012 and 2011: 

Black-Scholes per share value of options granted during fiscal 2011 

Options exercised in fiscal 2011 

Options exercised in fiscal 2012 

Options exercised in fiscal 2013 

Black-Scholes per share value of options granted during fiscal 2012 

Black-Scholes per share value of options granted during fiscal 2013 

Aggregate 

Intrinsic Value 

(in thousands) 

164,738

$

$

$

38,188

71,499

$

$

$

Weighted 

Average 

Exercise 

Price 

Per Share Value 

Using 

Black-Scholes 

Model 

27

23

28

   $ 

   $ 

   $ 

12

14

12

As  of  October 31,  2013,  the  unrecognized  share-based  compensation  costs  for  outstanding  stock  option 

awards,  net  of  expected  forfeitures,  was  approximately  $13  million  which  is  expected  to  be  amortized  over  a 

weighted average period of  2.2 years. The amount of cash received from the exercise of share-based awards granted 

was $161 million in 2013, $100 million in 2012 and $304 million in 2011. See Note 5, "Income Taxes" for the tax 

impact on share-based award exercises. 

Stock Option Plans: 

Weighted average risk-free interest rate 
Dividend yield 
Weighted average volatility
Expected life 

LTPP: 

Volatility of Agilent shares
Volatility of selected peer-company shares 
Price-wise correlation with selected peers 

Years Ended October 31, 

2013 

2012 

2011 

0.86%
1%
39%
5.8 years

37%
6%-64%
49%

0.88%
0%
38%
5.8 years

1.49% 
0% 
35% 
5.8 years

41%

17%-75%  

62%

40% 
20%-76%
55% 

Both the Black-Scholes and Monte Carlo simulation fair value models require the use of highly subjective 
and  complex  assumptions,  including  the option's  expected  life  and  the price  volatility  of  the underlying  stock. 
For  all  the  years  presented,  the  expected  stock  price  volatility  assumption  was  determined  using  the  historical 
volatility of Agilent's stock options over the most recent historical period equivalent to the expected life. 

For  the  grants  awarded  under  the  2009  stock  plan  after  November 1,  2010,  we  increased  the  period 
available to retirement eligible employees to exercise their options from three years at retirement date to the full 
contractual  term  of  ten  years.  In  developing  our  estimated  life  of  our  employee  stock  options  of  5.8 years  for 
2011  to  2013,  we  considered  the  historical  option  exercise  behavior  of  our  executive  employees  who  were 
granted  the  majority  of  the  options  in  the  annual  grants  made  which  we  believe  is  representative  of  future 
behavior.  

Share-based Payment Award Activity 

Employee Stock Options 

The  following  table  summarizes  employee  stock  option  award  activity  made  to  our  employees  and 

directors for 2013: 

Outstanding at October 31, 2012 
Granted 
Exercised 
Cancelled/Forfeited/Expired 
Outstanding at October 31, 2013 

Options 
Outstanding 

(in thousands) 
12,077
1,596
(4,037)
(27)
9,609

$
$
$
$
$

Weighted 
Average 
Exercise Price 

30 
36 
28 
17 
32 

Forfeited and expired options from total cancellations in 2013 were as follows: 

Forfeited 
Expired 
Total Options Cancelled during 2013 

Options 
Cancelled 

(in thousands) 

Weighted 
Average 
Exercise Price 

— $
$
27
$
27

— 
17 
17 

44

  
  
 
    
    
 
 
 
 
 
 
 
 
 
  
    
 
 
 
 
 
 
 
  
  
 
    
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
 
  
  
The  following  assumptions  were  used  to  estimate  the  fair  value  of  employee  stock  options  and  LTPP 

grants. 

The options outstanding and exercisable for equity share-based payment awards at October 31, 2013 were as 

follows: 

Stock Option Plans: 

Weighted average risk-free interest rate 

Dividend yield 

Weighted average volatility

Expected life 

LTPP: 

Volatility of Agilent shares

Volatility of selected peer-company shares 

Price-wise correlation with selected peers 

2013 

0.86%

1%

39%

37%

6%-64%

49%

Years Ended October 31, 

2012 

0.88%

0%

38%

41%

62%

2011 

1.49% 

0% 

35% 

5.8 years

40% 

55% 

17%-75%  

20%-76%

5.8 years

5.8 years

Both the Black-Scholes and Monte Carlo simulation fair value models require the use of highly subjective 

and  complex  assumptions,  including  the option's  expected  life  and  the price  volatility  of  the underlying  stock. 

For  all  the  years  presented,  the  expected  stock  price  volatility  assumption  was  determined  using  the  historical 

volatility of Agilent's stock options over the most recent historical period equivalent to the expected life. 

For  the  grants  awarded  under  the  2009  stock  plan  after  November 1,  2010,  we  increased  the  period 

available to retirement eligible employees to exercise their options from three years at retirement date to the full 

contractual  term  of  ten  years.  In  developing  our  estimated  life  of  our  employee  stock  options  of  5.8 years  for 

2011  to  2013,  we  considered  the  historical  option  exercise  behavior  of  our  executive  employees  who  were 

granted  the  majority  of  the  options  in  the  annual  grants  made  which  we  believe  is  representative  of  future 

behavior.  

Share-based Payment Award Activity 

Employee Stock Options 

The  following  table  summarizes  employee  stock  option  award  activity  made  to  our  employees  and 

directors for 2013: 

Forfeited and expired options from total cancellations in 2013 were as follows: 

Outstanding at October 31, 2012 

Granted 

Exercised 

Cancelled/Forfeited/Expired 

Outstanding at October 31, 2013 

Forfeited 

Expired 

Total Options Cancelled during 2013 

Options 

Outstanding 

(in thousands) 

Weighted 

Average 

Exercise Price 

12,077

1,596

(4,037)

(27)

9,609

$

$

$

$

$

30 

36 

28 

17 

32 

Options 

Cancelled 

(in thousands) 

Weighted 

Average 

Exercise Price 

— $

27

27

$

$

— 

17 

17 

Range of 
Exercise Prices 

Number 
Outstanding 

$0 - 25 

$25.01 - 30 
$30.01 - 40 

$40.01 & over 

(in thousands) 
1,507

1,051
7,045

6
9,609

Options Outstanding 

Options Exercisable 

Weighted 
Average 
Remaining 
Contractual 
Life 

(in years) 

Weighted
Average 
Exercise 
Price 

2.4 

5.9 
5.6 

8.4 
5.1 

  $ 

  $ 
  $ 

  $ 
  $ 

20

29
35

45
32

Aggregate 
Intrinsic 
Value

Number 
Exercisable 

(in thousands) 
45,750

$

(in thousands) 
1,507

22,418
112,829

33
181,030

$

691
3,870

1
6,069

Weighted 
Average 
Remaining 
Contractual 
Life 

(in years) 

Weighted 
Average 
Exercise 
Price 

2.4 

5.8 
3.4 

8.4 
3.4 

  $ 

  $ 
  $ 

  $ 
  $ 

20

29
34

45
30

Aggregate 
Intrinsic 
Value 

(in thousands) 
45,750

  $

14,727
66,448

8
126,933

  $

The  aggregate  intrinsic  value  in  the  table  above  represents  the  total  pre-tax  intrinsic  value,  based  on  the 
company's closing stock price of $50.76 at October 31, 2013, which would have been received by award holders had 
all  award holders  exercised their awards that were  in-the-money as  of that date.  The total number  of in-the-money 
awards exercisable at October 31, 2013 was approximately 6 million. 

The following table summarizes the aggregate intrinsic value of options exercised and the fair value of options 

granted in 2013, 2012 and 2011: 

Options exercised in fiscal 2011 
Black-Scholes per share value of options granted during fiscal 2011 
Options exercised in fiscal 2012 
Black-Scholes per share value of options granted during fiscal 2012 
Options exercised in fiscal 2013 
Black-Scholes per share value of options granted during fiscal 2013 

$

$

$

Aggregate 
Intrinsic Value 

(in thousands) 
164,738

38,188

71,499

$

$

$

Weighted 
Average 
Exercise 
Price 

Per Share Value 
Using 
Black-Scholes 
Model 

27

23

28

   $ 

   $ 

   $ 

12

14

12

As  of  October 31,  2013,  the  unrecognized  share-based  compensation  costs  for  outstanding  stock  option 
awards,  net  of  expected  forfeitures,  was  approximately  $13  million  which  is  expected  to  be  amortized  over  a 
weighted average period of  2.2 years. The amount of cash received from the exercise of share-based awards granted 
was $161 million in 2013, $100 million in 2012 and $304 million in 2011. See Note 5, "Income Taxes" for the tax 
impact on share-based award exercises. 

44

45

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Non-vested Awards 

The following table summarizes non-vested award activity in 2013 primarily for our LTPP and restricted 

stock unit awards: 

Non-vested at October 31, 2012 
Granted 
Vested 
Forfeited 
Change in LTPP shares vested in the year due to performance conditions 
Non-vested at October 31, 2013 

Shares 

(in thousands) 
 $ 
3,514 
1,394 
 $ 
(1,251)   $ 
(76)   $ 
(35)   $ 
 $ 

3,546 

Weighted 
Average 
Grant Price 

35
38
35
38
36
37

As of October 31, 2013, the unrecognized share-based compensation costs for non-vested restricted stock 
awards,  net  of  expected  forfeitures,  was  approximately  $54  million  which  is  expected  to  be  amortized  over  a 
weighted average period of  2.2 years. The total fair value of restricted stock awards vested was $44 million for 
2013, $54 million for 2012 and $43 million for 2011. 

5. Income Taxes 

The domestic and foreign components of income before taxes are: 

U.S. operations 
Non-U.S. operations 
Total income before taxes 

Years Ended October 31, 

2013 

2012 

(in millions) 

$

$

39
820
859

$

$

45 
998 
1,043 

 $ 

 $ 

2011 

88
944
1,032

The provision (benefit) for income taxes is comprised of: 

U.S. federal taxes: 

Current 
Deferred 

Non-U.S. taxes: 

Current 
Deferred 

State taxes, net of federal benefit: 

Current 
Deferred 
Total provision 

Years Ended October 31, 

2013 

2012 

(in millions) 

2011 

$

$

$

24
48

 $ 

6
(144)

77
(24)

3
7
135

$

41
(22)

1
8
(110)

 $ 

(1) 
— 

(6) 
28 

(11) 
10 
20 

The  income  tax  provision  does  not  reflect  potential  future  tax  savings  resulting  from  excess  deductions 

associated with our various share-based award plans. 

46

The significant components of deferred tax assets and deferred tax liabilities included on the consolidated 

balance sheet are: 

October 31, 

2013 

Deferred 

Tax Assets 

Deferred Tax 

Liabilities 

Deferred 

Tax Assets 

Deferred Tax 

Liabilities 

$

$

(in millions) 

— $

214

Inventory 

Intangibles 

Property, plant and equipment 

Warranty reserves 

Retiree medical benefits 

Pension benefits 

Employee benefits, other than retirement 

Net operating loss, capital loss, and credit 

carryforwards 

Unrealized gains/losses on investments 

Unremitted earnings of foreign subsidiaries 

Share-based compensation 

Deferred revenue 

Other 

Subtotal 

Tax valuation allowance 

Total deferred tax assets or deferred tax 

liabilities 

32

—

18

25

—

42

57

24

—

54

27

36

263

578

(85)

—

—

—

—

—

—

—

—

—

3

114

331

—

2012 

 $ 

24 

— 

11 

21 

5 

136 

60 

293 

26 

— 

57 

27 

51 

711 

(93)   

—

239

—

—

—

—

—

—

—

88

—

—

1

328

—

328

$

493

$

331

$

618 

 $ 

The  significant  decrease  in  2013  as  compared  to  2012  for  the  deferred  tax  asset  relating  to  pension 

benefits  is  due  mainly  to  the  tax  effect  of  changes  in  post-retirement  pension  plans  recognized  in  other 

comprehensive  income.  The  deferred  tax  liability  relating  to  intangible  assets  is  due  primarily  to  acquired 

intangible  assets  from  Dako.  The  amortization  expenses  associated  with  acquired  intangible  assets  are  not 

deductible for tax purposes.  

Agilent  records  U.S.  income  taxes  on  the  undistributed  earnings  of  foreign  subsidiaries  unless  the 

subsidiaries'  earnings  are  considered  indefinitely  reinvested  outside  the  U.S.  As  of  October  31,  2013  the 

Company  recognized  a  $114  million  deferred  tax  liability  for  the  overall  residual  tax  expected  to  be  imposed 

upon  the  repatriation  of  unremitted  foreign  earnings  that  are  not  considered  permanently  reinvested.  As  of 

October 31, 2013, the cumulative amount of undistributed earnings considered indefinitely reinvested was $6.1 

billion. No deferred tax liability has been recognized on the basis difference created by such earnings since it is 

our intention to utilize those earnings in the company’s foreign operations. Because of the availability of U.S. 

foreign  tax  credits,  the  determination  of  the  unrecognized  deferred  tax  liability  on  these  earnings  is  not 

practicable.  

 
 
 
  
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
  
    
 
 
 
 
 
  
  
 
  
    
 
    
 
 
    
 
 
 
 
 
 
  
  
 
  
 
Non-vested Awards 

stock unit awards: 

The following table summarizes non-vested award activity in 2013 primarily for our LTPP and restricted 

Non-vested at October 31, 2012 

Granted 

Vested 

Forfeited 

Change in LTPP shares vested in the year due to performance conditions 

Non-vested at October 31, 2013 

Weighted 

Average 

Grant Price 

Shares 

(in thousands) 

3,514 

1,394 

 $ 

 $ 

(1,251)   $ 

(76)   $ 

(35)   $ 

3,546 

 $ 

35

38

35

38

36

37

As of October 31, 2013, the unrecognized share-based compensation costs for non-vested restricted stock 

awards,  net  of  expected  forfeitures,  was  approximately  $54  million  which  is  expected  to  be  amortized  over  a 

weighted average period of  2.2 years. The total fair value of restricted stock awards vested was $44 million for 

2013, $54 million for 2012 and $43 million for 2011. 

5. Income Taxes 

The domestic and foreign components of income before taxes are: 

U.S. operations 

Non-U.S. operations 

Total income before taxes 

The provision (benefit) for income taxes is comprised of: 

Years Ended October 31, 

2013 

2011 

2012 

(in millions) 

$

$

39

820

859

$

$

 $ 

45 

998 

1,043 

 $ 

88

944

1,032

U.S. federal taxes: 

Non-U.S. taxes: 

Current 

Deferred 

Current 

Deferred 

Current 

Deferred 

State taxes, net of federal benefit: 

Years Ended October 31, 

2013 

2011 

2012 

(in millions) 

$

$

24

48

6

 $ 

(144)

77

(24)

3

7

41

(22)

1

8

(1) 

— 

(6) 

28 

(11) 

10 

20 

Total provision 

$

135

$

(110)

 $ 

The  income  tax  provision  does  not  reflect  potential  future  tax  savings  resulting  from  excess  deductions 

associated with our various share-based award plans. 

The significant components of deferred tax assets and deferred tax liabilities included on the consolidated 

balance sheet are: 

October 31, 

2013 

2012 

Deferred 
Tax Assets 

Deferred Tax 
Liabilities 

Deferred 
Tax Assets 

Deferred Tax 
Liabilities 

Inventory 
Intangibles 
Property, plant and equipment 
Warranty reserves 
Retiree medical benefits 
Pension benefits 
Employee benefits, other than retirement 
Net operating loss, capital loss, and credit 
carryforwards 
Unrealized gains/losses on investments 
Unremitted earnings of foreign subsidiaries 
Share-based compensation 
Deferred revenue 
Other 

Subtotal 

Tax valuation allowance 
Total deferred tax assets or deferred tax 
liabilities 

$

$

32
—
18
25
—
42
57

263
24
—
54
27
36
578
(85)

(in millions) 
— $
214
—
—
—
—
—

—
—
114
—
—
3
331
—

 $ 

24 
— 
11 
21 
5 
136 
60 

293 
26 
— 
57 
27 
51 
711 
(93)   

$

493

$

331

$

618 

 $ 

—
239
—
—
—
—
—

—
—
88
—
—
1
328
—

328

The  significant  decrease  in  2013  as  compared  to  2012  for  the  deferred  tax  asset  relating  to  pension 
benefits  is  due  mainly  to  the  tax  effect  of  changes  in  post-retirement  pension  plans  recognized  in  other 
comprehensive  income.  The  deferred  tax  liability  relating  to  intangible  assets  is  due  primarily  to  acquired 
intangible  assets  from  Dako.  The  amortization  expenses  associated  with  acquired  intangible  assets  are  not 
deductible for tax purposes.  

Agilent  records  U.S.  income  taxes  on  the  undistributed  earnings  of  foreign  subsidiaries  unless  the 
subsidiaries'  earnings  are  considered  indefinitely  reinvested  outside  the  U.S.  As  of  October  31,  2013  the 
Company  recognized  a  $114  million  deferred  tax  liability  for  the  overall  residual  tax  expected  to  be  imposed 
upon  the  repatriation  of  unremitted  foreign  earnings  that  are  not  considered  permanently  reinvested.  As  of 
October 31, 2013, the cumulative amount of undistributed earnings considered indefinitely reinvested was $6.1 
billion. No deferred tax liability has been recognized on the basis difference created by such earnings since it is 
our intention to utilize those earnings in the company’s foreign operations. Because of the availability of U.S. 
foreign  tax  credits,  the  determination  of  the  unrecognized  deferred  tax  liability  on  these  earnings  is  not 
practicable.  

46

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The  breakdown  between  current  and  long-term  deferred  tax  assets  and  deferred  tax  liabilities  was  as 

follows for the years 2013 and 2012: 

The differences between the U.S. federal statutory income tax rate and our effective tax rate are: 

Current deferred tax assets (included within other current assets) 
Long-term deferred tax assets (included within other assets) 
Current deferred tax liabilities (included within other accrued liabilities) 
Long-term deferred tax liabilities (included within other long-term liabilities) 
Total 

$

$

October 31, 

2013 

2012 

(in millions) 
 $ 
115 
264 

(4)   
(213)   
162 

 $ 

95
400
(2)
(203)
290

Valuation  allowances  require  an  assessment  of  both  positive  and  negative  evidence  when  determining 
whether  it  is  more  likely  than  not  that  deferred  tax  assets  are  recoverable.  Such  assessment  is  required  on  a 
jurisdiction  by  jurisdiction  basis.  In  the  fourth  quarter  of  2012,  management  concluded  that  the  valuation 
allowance for most of Agilent's U.S. federal and state deferred tax assets is no longer needed primarily due to the 
emergence  from  cumulative  losses  in  recent  years,  the  return  to  sustainable  U.S.  operating  profits  and  the 
expectation  of  sustainable  profitability  in  future  periods.  As  of  October  31,  2012,  the  cumulative  positive 
evidence  outweighed  the  negative  evidence  regarding  the  likelihood  that  most  of  the  deferred  tax  asset  for 
Agilent's U.S. consolidated income tax group will be realized. Accordingly, we recognized a non-recurring tax 
benefit  of  $280  million  relating  to  the  valuation  allowance  reversal.  As  of  October 31,  2013,  we  continued  to 
maintain a valuation allowance of $85 million until sufficient positive evidence exists to support reversal. The 
valuation allowance is mainly related to deferred tax assets for California R&D credits and net operating losses 
in the Netherlands. 

At October 31, 2013, we had federal net operating loss carryforwards of approximately $22 million and 
tax  credit  carryforwards  of  approximately  $113  million.  The  federal  net  operating  losses  expire  in  years 
beginning 2021 through 2026, and the federal tax credits begin to expire in 2018, if not utilized. At October 31, 
2013,  we  had  state  net  operating  loss  carryforwards  of  approximately  $161  million  which  expire  in  years 
beginning 2014 through 2031, if not utilized. In addition, we had net state tax credit carryforwards of $26 million 
that do not expire. All of the federal and some of the state net operating loss carryforwards are subject to change 
of  ownership  limitations  provided  by  the  Internal  Revenue  Code  and  similar  state  provisions.    At  October 31, 
2013, we also had foreign net operating loss carryforwards of approximately $472 million. Of this foreign loss, 
$237 million will expire in years beginning 2014 through 2022, if not utilized. The remaining $235 million has 
an  indefinite  life.  Some  of  the  foreign  losses  are  subject  to  annual  loss  limitation  rules.  These  annual  loss 
limitations  in  the  U.S.  and  foreign  jurisdictions  may  result  in  the  expiration  or  reduced  utilization  of  the  net 
operating losses. 

The authoritative guidance prohibits recognition of a deferred tax asset for excess tax benefits related to 
stock  and  stock  option  plans  that  have  not  yet  been  realized  through  reduction  in  income  taxes  payable.  Such 
unrecognized deferred tax benefit totals $150 million as of October 31, 2013 and will be accounted for as a credit 
to  shareholders'  equity,  if  and  when  realized,  through  a  reduction  in  income  taxes  payable.  The  Company 
recognized  approximately  $68  million  as  a  credit  to  shareholders'  equity  for  cumulative  excess  tax  benefits 
related to stock and stock option plans that have been realized as of October 31, 2013.  

48

Profit before tax times statutory rate 

State income taxes, net of federal benefit 

Non-U.S. income taxed at different rates 

Change in unrecognized non-U.S. tax benefits 

Valuation allowances 

Other, net 

Provision for income taxes 

Effective tax rate 

2013 

2011 

Years Ended October 31, 

2012 

(in millions) 

$

 $ 

301

7

(162) 

—

(8) 

(3) 

$

$

365 

8 

(144) 

(68) 

(280) 

9 

$

135

16%

(110) 

 $ 

(11)%   

361

(1) 

(153) 

(97) 

(84) 

(6) 

20

2%

Agilent  enjoys  tax  holidays  in  several  different  jurisdictions,  most  significantly  in  Singapore.  The  tax 

holidays  provide  lower  rates  of  taxation  on  certain  classes  of  income  and  require  various  thresholds  of 

investments  and  employment  or  specific  types  of  income  in  those  jurisdictions.  The  tax  holidays  are  due  for 

renewal between 2015 and 2023. As a result of the incentives, the impact of the tax holidays decreased income 

taxes by $127 million, $122 million, and $127 million in 2013, 2012, and 2011, respectively. The benefit of the 

tax  holidays  on  net  income  per  share  (diluted)  was  approximately  $0.37,  $0.35,  and  $0.36  in  2013,  2012  and 

2011, respectively. 

For 2013, the effective tax rate was 16 percent. The 16 percent effective tax rate is lower than the U.S. 

statutory  rate  primarily  due  to  the  mix  of  earnings  in  non-U.S.  jurisdictions  taxed  at  lower  statutory  rates;  in 

particular  Singapore  where  we  enjoy  tax  holidays.  The  effective  tax  rate  also  included  a  $12  million  out-of-

period adjustment to increase tax expense, recognized in the second quarter of 2013, associated with the write off 

of deferred tax assets related to foreign tax credits incorrectly claimed in prior years. 

For 2012, the effective tax was a benefit of 11 percent.  The11 percent effective tax rate benefit reflected 

tax on earnings in jurisdictions that had low effective tax rates and includes a $280 million tax benefit due to the 

reversal  of  a  valuation  allowance  for  most  U.S.  federal  and  state  deferred  tax  assets.  Valuation  allowances 

require an assessment of both positive and negative evidence when determining whether it is more likely than not 

that deferred tax assets are recoverable. Such assessment is required on a jurisdiction by jurisdiction basis. In the 

fourth quarter of 2012,  management  concluded  that  the valuation  allowance  for  most  of Agilent's  U.S.  federal 

and state deferred tax assets is no longer needed primarily due to the emergence from cumulative losses in recent 

years,  the  return  to  sustainable  U.S.  operating  profits  and  the  expectation  of  sustainable  profitability  in  future 

periods. As of October 31, 2012, the cumulative positive evidence outweighed the negative evidence regarding 

the  likelihood  that  most  of  the  deferred  tax  asset  for  Agilent's  U.S.  consolidated  income  tax  group  will  be 

realized.  Accordingly,  the  Company  recognized  a  non-recurring  tax  benefit  of  $280  million  relating  to  the 

valuation  allowance  reversal.  The  effective  tax  rate  also  included  a  non-recurring  tax  expense  of  $88  million 

relating to an increase in the overall residual U.S. tax expected to be imposed upon the repatriation of unremitted 

foreign earnings previously considered permanently reinvested. During the fourth quarter of 2012, the Company 

assessed the forecasted cash needs and the overall financial position of its foreign subsidiaries and determined 

that  a  portion  of  previously  permanently  reinvested  earnings  would  no  longer  be  reinvested  overseas.  The 

effective  tax  rate  was  also  reduced  by  a  $68  million  tax  benefit  primarily  associated  with  the  recognition  of 

previously unrecognized tax benefits and the reversal of the related interest accruals due to the reassessment of 

certain uncertain tax positions relating to foreign jurisdictions. 

For 2011, the effective tax rate was 2 percent. The 2  percent effective tax rate reflected tax on earnings in 

jurisdictions that had low effective tax rates and included a $97 million net tax benefit primarily associated with 

a refund in Canada and the recognition of previously unrecognized tax benefits and the reversal of the related 

interest  accruals  due  to  the  reassessment  of  certain  uncertain  tax  positions.  The  income  tax  provision  also 

included a $26 million out of period adjustment to reduce the carrying value of certain U.K. deferred tax assets 

 
 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
  
 
 
 
 
Current deferred tax assets (included within other current assets) 

Long-term deferred tax assets (included within other assets) 

Current deferred tax liabilities (included within other accrued liabilities) 

Long-term deferred tax liabilities (included within other long-term liabilities) 

Total 

2013 

2012 

October 31, 

(in millions) 

 $ 

115 

264 

(4)   

(213)   

162 

 $ 

95

400

(2)

(203)

290

$

$

Valuation  allowances  require  an  assessment  of  both  positive  and  negative  evidence  when  determining 

whether  it  is  more  likely  than  not  that  deferred  tax  assets  are  recoverable.  Such  assessment  is  required  on  a 

jurisdiction  by  jurisdiction  basis.  In  the  fourth  quarter  of  2012,  management  concluded  that  the  valuation 

allowance for most of Agilent's U.S. federal and state deferred tax assets is no longer needed primarily due to the 

emergence  from  cumulative  losses  in  recent  years,  the  return  to  sustainable  U.S.  operating  profits  and  the 

expectation  of  sustainable  profitability  in  future  periods.  As  of  October  31,  2012,  the  cumulative  positive 

evidence  outweighed  the  negative  evidence  regarding  the  likelihood  that  most  of  the  deferred  tax  asset  for 

Agilent's U.S. consolidated income tax group will be realized. Accordingly, we recognized a non-recurring tax 

benefit  of  $280  million  relating  to  the  valuation  allowance  reversal.  As  of  October 31,  2013,  we  continued  to 

maintain a valuation allowance of $85 million until sufficient positive evidence exists to support reversal. The 

valuation allowance is mainly related to deferred tax assets for California R&D credits and net operating losses 

in the Netherlands. 

At October 31, 2013, we had federal net operating loss carryforwards of approximately $22 million and 

tax  credit  carryforwards  of  approximately  $113  million.  The  federal  net  operating  losses  expire  in  years 

beginning 2021 through 2026, and the federal tax credits begin to expire in 2018, if not utilized. At October 31, 

2013,  we  had  state  net  operating  loss  carryforwards  of  approximately  $161  million  which  expire  in  years 

beginning 2014 through 2031, if not utilized. In addition, we had net state tax credit carryforwards of $26 million 

that do not expire. All of the federal and some of the state net operating loss carryforwards are subject to change 

of  ownership  limitations  provided  by  the  Internal  Revenue  Code  and  similar  state  provisions.    At  October 31, 

2013, we also had foreign net operating loss carryforwards of approximately $472 million. Of this foreign loss, 

$237 million will expire in years beginning 2014 through 2022, if not utilized. The remaining $235 million has 

an  indefinite  life.  Some  of  the  foreign  losses  are  subject  to  annual  loss  limitation  rules.  These  annual  loss 

limitations  in  the  U.S.  and  foreign  jurisdictions  may  result  in  the  expiration  or  reduced  utilization  of  the  net 

operating losses. 

The authoritative guidance prohibits recognition of a deferred tax asset for excess tax benefits related to 

stock  and  stock  option  plans  that  have  not  yet  been  realized  through  reduction  in  income  taxes  payable.  Such 

unrecognized deferred tax benefit totals $150 million as of October 31, 2013 and will be accounted for as a credit 

to  shareholders'  equity,  if  and  when  realized,  through  a  reduction  in  income  taxes  payable.  The  Company 

recognized  approximately  $68  million  as  a  credit  to  shareholders'  equity  for  cumulative  excess  tax  benefits 

related to stock and stock option plans that have been realized as of October 31, 2013.  

The  breakdown  between  current  and  long-term  deferred  tax  assets  and  deferred  tax  liabilities  was  as 

follows for the years 2013 and 2012: 

The differences between the U.S. federal statutory income tax rate and our effective tax rate are: 

Years Ended October 31, 

2013 

2012 

2011 

Profit before tax times statutory rate 
State income taxes, net of federal benefit 
Non-U.S. income taxed at different rates 
Change in unrecognized non-U.S. tax benefits 
Valuation allowances 
Other, net 
Provision for income taxes 
Effective tax rate 

$

$

$

301
7
(162) 
—
(8) 
(3) 

$

135
16%

(in millions) 
365 
8 
(144) 
(68) 
(280) 
9 
(110) 
(11)%   

 $ 

 $ 

361

(1) 
(153) 
(97) 
(84) 
(6) 
20
2%

Agilent  enjoys  tax  holidays  in  several  different  jurisdictions,  most  significantly  in  Singapore.  The  tax 
holidays  provide  lower  rates  of  taxation  on  certain  classes  of  income  and  require  various  thresholds  of 
investments  and  employment  or  specific  types  of  income  in  those  jurisdictions.  The  tax  holidays  are  due  for 
renewal between 2015 and 2023. As a result of the incentives, the impact of the tax holidays decreased income 
taxes by $127 million, $122 million, and $127 million in 2013, 2012, and 2011, respectively. The benefit of the 
tax  holidays  on  net  income  per  share  (diluted)  was  approximately  $0.37,  $0.35,  and  $0.36  in  2013,  2012  and 
2011, respectively. 

For 2013, the effective tax rate was 16 percent. The 16 percent effective tax rate is lower than the U.S. 
statutory  rate  primarily  due  to  the  mix  of  earnings  in  non-U.S.  jurisdictions  taxed  at  lower  statutory  rates;  in 
particular  Singapore  where  we  enjoy  tax  holidays.  The  effective  tax  rate  also  included  a  $12  million  out-of-
period adjustment to increase tax expense, recognized in the second quarter of 2013, associated with the write off 
of deferred tax assets related to foreign tax credits incorrectly claimed in prior years. 

For 2012, the effective tax was a benefit of 11 percent.  The11 percent effective tax rate benefit reflected 
tax on earnings in jurisdictions that had low effective tax rates and includes a $280 million tax benefit due to the 
reversal  of  a  valuation  allowance  for  most  U.S.  federal  and  state  deferred  tax  assets.  Valuation  allowances 
require an assessment of both positive and negative evidence when determining whether it is more likely than not 
that deferred tax assets are recoverable. Such assessment is required on a jurisdiction by jurisdiction basis. In the 
fourth quarter of 2012,  management  concluded  that  the valuation  allowance  for  most  of Agilent's  U.S.  federal 
and state deferred tax assets is no longer needed primarily due to the emergence from cumulative losses in recent 
years,  the  return  to  sustainable  U.S.  operating  profits  and  the  expectation  of  sustainable  profitability  in  future 
periods. As of October 31, 2012, the cumulative positive evidence outweighed the negative evidence regarding 
the  likelihood  that  most  of  the  deferred  tax  asset  for  Agilent's  U.S.  consolidated  income  tax  group  will  be 
realized.  Accordingly,  the  Company  recognized  a  non-recurring  tax  benefit  of  $280  million  relating  to  the 
valuation  allowance  reversal.  The  effective  tax  rate  also  included  a  non-recurring  tax  expense  of  $88  million 
relating to an increase in the overall residual U.S. tax expected to be imposed upon the repatriation of unremitted 
foreign earnings previously considered permanently reinvested. During the fourth quarter of 2012, the Company 
assessed the forecasted cash needs and the overall financial position of its foreign subsidiaries and determined 
that  a  portion  of  previously  permanently  reinvested  earnings  would  no  longer  be  reinvested  overseas.  The 
effective  tax  rate  was  also  reduced  by  a  $68  million  tax  benefit  primarily  associated  with  the  recognition  of 
previously unrecognized tax benefits and the reversal of the related interest accruals due to the reassessment of 
certain uncertain tax positions relating to foreign jurisdictions. 

For 2011, the effective tax rate was 2 percent. The 2  percent effective tax rate reflected tax on earnings in 
jurisdictions that had low effective tax rates and included a $97 million net tax benefit primarily associated with 
a refund in Canada and the recognition of previously unrecognized tax benefits and the reversal of the related 
interest  accruals  due  to  the  reassessment  of  certain  uncertain  tax  positions.  The  income  tax  provision  also 
included a $26 million out of period adjustment to reduce the carrying value of certain U.K. deferred tax assets 

48

49

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for which the majority was recorded in the quarter ended April 30, 2011. The overstatement of these deferred tax 
assets resulted in an overstatement of the U.K. valuation allowance release in the fourth quarter of 2010. For the 
full  year,  this  out  of  period  adjustment  was  substantially  offset  by  other  out  of  period  adjustments.  The  net 
impact of all out of period adjustments on the effective tax rate was immaterial. Without considering interest and 
penalties, the effective rate reflected taxes in all jurisdictions except the U.S. and certain foreign jurisdictions in 
which income tax expense or benefit continued to be offset by adjustments to valuation allowances. 

The  breakdown  between  current  and  long-term  income  tax  assets  and  liabilities,  excluding  deferred  tax 

assets and liabilities, was as follows for the years 2013 and 2012: 

Current income tax assets (included within other current assets)
Long-term income tax assets (included within other assets)
Current income tax liabilities (included within other accrued liabilities) 
Long-term income tax liabilities (included within other long-term liabilities)
Total 

October 31, 

2013 

2012 

(in millions) 
42 
  $ 
34 
(48)   
(341)   
(313)    $ 

65
49
(115)
(320)
(321)

$

$

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax 
law and regulations in a multitude of jurisdictions. Although the guidance on the accounting for uncertainty in 
income  taxes  prescribes  the  use  of  a  recognition  and  measurement  model,  the  determination  of  whether  an 
uncertain tax position has met those thresholds will continue to require significant judgment by management. In 
accordance  with  the  guidance  on  the  accounting  for  uncertainty  in  income  taxes,  for  all  U.S.  and  other  tax 
jurisdictions, we recognize potential liabilities for anticipated tax audit issues based on our estimate of whether, 
and the extent to which, additional taxes and interest will be due. The ultimate resolution of tax uncertainties may 
differ from what is currently estimated, which could result in a material impact on income tax expense. If our 
estimate  of  income  tax  liabilities  proves  to  be  less  than  the  ultimate  assessment,  a  further  charge  to  expense 
would be required. If events occur and the payment of these amounts ultimately proves to be unnecessary, the 
reversal  of  the  liabilities  would  result  in  tax  benefits  being  recognized  in  the  period  when  we  determine  the 
liabilities are no longer necessary.  

The  aggregate  changes  in  the  balances  of  our  unrecognized  tax  benefits  including  all  federal,  state  and 

foreign tax jurisdictions are as follows: 

Balance, beginning of year 

Additions for acquisitions 
Additions for tax positions related to the current year 
Additions for tax positions from prior years 
Reductions for tax positions from prior years 
Settlements with taxing authorities 
Statute of limitations expirations 

Balance, end of year 

2013 

2012 

2011 

$

  $ 

(in millions) 
469 
— 
56 
40 
(90)   
(2)   
(9)   

$

464 

 $ 

464
—
53
11
(6)
(3)
(3)
516

656
—
41
18
(170)
(67)
(9)
469

$

$

As of October 31, 2013, we had $516 million of unrecognized tax benefits of which $499 million, if 

recognized, would affect our effective tax rate.  

We recognized a tax expense of $5 million, a tax benefit of $4 million and a tax expense of $14 million of 
interest  and  penalties  related  to  unrecognized  tax  benefits  in  2013,  2012  and  2011,  respectively.  Interest  and 
penalties accrued as of October 31, 2013 and 2012 were $39 million and $34 million, respectively. 

50

In  the  U.S.,  tax  years  remain  open  back  to  the  year  2006  for  federal  income  tax  purposes  and  the  year 

2000 for significant states.  Our U.S. federal income tax returns for 2006 through 2007 are currently under audit 

by the IRS.  During the three months ended July 31, 2012, we received a Revenue Agents Report (“RAR”) for 

these years and filed a protest to dispute certain adjustments, the most significant of which pertains to the amount 

of a gain from the disposition of a business that was allocated to the U.S. for income tax purposes. There can be 

no assurance that the outcome of this dispute will not have a material effect on our operating results or financial 

condition. In other major jurisdictions where we conduct business, the tax years generally remain open back to 

the  year  2003.   With  these  jurisdictions  and  the  U.S.,  it  is  reasonably  possible  that  there  could  be  significant 

changes to our unrecognized tax benefits in the next twelve months due to either the expiration of a statute of 

limitation  or  a  tax  audit  settlement.   Given  the  number  of  years  and  numerous  matters  that  remain  subject  to 

examination in various tax jurisdictions, we are unable to estimate the range of possible changes to the balance of 

our unrecognized tax benefits. 

6. Net Income per Share 

The following is a reconciliation of the numerators and denominators of the basic and diluted net income 

per share computations for the periods presented below.  

Years Ended October 31, 

2013 

2011 

2012 

(in millions) 

$

724

$

1,153 

 $ 

1,012

Numerator: 

Net income 

Denominators: 

Basic weighted average shares 

Potentially dilutive common stock equivalents — stock 

options and other employee stock plans 

Diluted weighted average shares 

341

4

345

348 

5 

353 

347

8

355

The dilutive effect of share-based awards is reflected in diluted net income per share by application of the 

treasury stock method, which includes consideration of unamortized share-based compensation expense, the tax 

benefits  or  shortfalls  charged  to  additional  paid-in  capital  and  the  dilutive  effect  of  in-the-money  options  and 

non-vested  restricted  stock  units.  Under  the  treasury  stock  method,  the  amount  the  employee  must  pay  for 

exercising  stock  options  and  unamortized  share-based  compensation  expense  and  tax  benefits  or  shortfalls 

collectively are assumed proceeds to be used to repurchase hypothetical shares. An increase in the fair market 

value of the company's common stock can result in a greater dilutive effect from potentially dilutive awards. The 

total  number  of  share-based  awards  issued  in  2013,  2012  and  2011  were  6  million,  5  million  and  12  million, 

respectively. 

We exclude stock options with exercise prices greater than the average market price of our common stock 

from the calculation of diluted earnings per share because their effect would be anti-dilutive. For 2013, 2012 and 

2011, options to purchase 4,200, 436,500 and 554,000 shares respectively were excluded from the calculation of 

diluted earnings per share. In addition, we also exclude from the calculation of diluted earnings per share, stock 

options,  ESPP,  LTPP  and  restricted  stock  awards  whose  combined  exercise  price,  unamortized  fair  value  and 

excess  tax  benefits  or  shortfalls  collectively  were  greater  than  the  average  market  price  of  our  common  stock 

because their effect would also be anti-dilutive.  For the year ended 2013, 2012 and 2011, options to purchase 

18,300,  1,544,600  and  115,200  shares  respectively  were  excluded  from  the  calculation  of  diluted  earnings  per 

share. 

7. Supplemental Cash Flow Information 

Net cash paid for income taxes was $110 million in 2013, $86 million in 2012, and $22 million in 2011. 

Cash paid for interest was $112 million in 2013, $111 million in 2012 and $95 million in 2011. 

 
 
 
  
  
 
  
  
  
    
  
  
    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
for which the majority was recorded in the quarter ended April 30, 2011. The overstatement of these deferred tax 

assets resulted in an overstatement of the U.K. valuation allowance release in the fourth quarter of 2010. For the 

full  year,  this  out  of  period  adjustment  was  substantially  offset  by  other  out  of  period  adjustments.  The  net 

impact of all out of period adjustments on the effective tax rate was immaterial. Without considering interest and 

penalties, the effective rate reflected taxes in all jurisdictions except the U.S. and certain foreign jurisdictions in 

which income tax expense or benefit continued to be offset by adjustments to valuation allowances. 

The  breakdown  between  current  and  long-term  income  tax  assets  and  liabilities,  excluding  deferred  tax 

assets and liabilities, was as follows for the years 2013 and 2012: 

Current income tax assets (included within other current assets)

Long-term income tax assets (included within other assets)

Current income tax liabilities (included within other accrued liabilities) 

Long-term income tax liabilities (included within other long-term liabilities)

Total 

October 31, 

2013 

2012 

(in millions) 

  $ 

42 

34 

(48)   

(341)   

(313)    $ 

65

49

(115)

(320)

(321)

$

$

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax 

law and regulations in a multitude of jurisdictions. Although the guidance on the accounting for uncertainty in 

income  taxes  prescribes  the  use  of  a  recognition  and  measurement  model,  the  determination  of  whether  an 

uncertain tax position has met those thresholds will continue to require significant judgment by management. In 

accordance  with  the  guidance  on  the  accounting  for  uncertainty  in  income  taxes,  for  all  U.S.  and  other  tax 

jurisdictions, we recognize potential liabilities for anticipated tax audit issues based on our estimate of whether, 

and the extent to which, additional taxes and interest will be due. The ultimate resolution of tax uncertainties may 

differ from what is currently estimated, which could result in a material impact on income tax expense. If our 

estimate  of  income  tax  liabilities  proves  to  be  less  than  the  ultimate  assessment,  a  further  charge  to  expense 

would be required. If events occur and the payment of these amounts ultimately proves to be unnecessary, the 

reversal  of  the  liabilities  would  result  in  tax  benefits  being  recognized  in  the  period  when  we  determine  the 

liabilities are no longer necessary.  

The  aggregate  changes  in  the  balances  of  our  unrecognized  tax  benefits  including  all  federal,  state  and 

foreign tax jurisdictions are as follows: 

Balance, beginning of year 

Additions for acquisitions 

Additions for tax positions related to the current year 

Additions for tax positions from prior years 

Reductions for tax positions from prior years 

Settlements with taxing authorities 

Statute of limitations expirations 

Balance, end of year 

2013 

2012 

2011 

(in millions) 

$

464

$

469 

  $ 

—

53

11

(6)

(3)

(3)

— 

56 

40 

(90)   

(2)   

(9)   

$

516

$

464 

 $ 

656

—

41

18

(170)

(67)

(9)

469

As of October 31, 2013, we had $516 million of unrecognized tax benefits of which $499 million, if 

recognized, would affect our effective tax rate.  

We recognized a tax expense of $5 million, a tax benefit of $4 million and a tax expense of $14 million of 

interest  and  penalties  related  to  unrecognized  tax  benefits  in  2013,  2012  and  2011,  respectively.  Interest  and 

penalties accrued as of October 31, 2013 and 2012 were $39 million and $34 million, respectively. 

In  the  U.S.,  tax  years  remain  open  back  to  the  year  2006  for  federal  income  tax  purposes  and  the  year 
2000 for significant states.  Our U.S. federal income tax returns for 2006 through 2007 are currently under audit 
by the IRS.  During the three months ended July 31, 2012, we received a Revenue Agents Report (“RAR”) for 
these years and filed a protest to dispute certain adjustments, the most significant of which pertains to the amount 
of a gain from the disposition of a business that was allocated to the U.S. for income tax purposes. There can be 
no assurance that the outcome of this dispute will not have a material effect on our operating results or financial 
condition. In other major jurisdictions where we conduct business, the tax years generally remain open back to 
the  year  2003.   With  these  jurisdictions  and  the  U.S.,  it  is  reasonably  possible  that  there  could  be  significant 
changes to our unrecognized tax benefits in the next twelve months due to either the expiration of a statute of 
limitation  or  a  tax  audit  settlement.   Given  the  number  of  years  and  numerous  matters  that  remain  subject  to 
examination in various tax jurisdictions, we are unable to estimate the range of possible changes to the balance of 
our unrecognized tax benefits. 

6. Net Income per Share 

The following is a reconciliation of the numerators and denominators of the basic and diluted net income 

per share computations for the periods presented below.  

Numerator: 

Net income 
Denominators: 

Years Ended October 31, 

2013 

2012 

(in millions) 

2011 

$

724

$

1,153 

 $ 

1,012

Basic weighted average shares 
Potentially dilutive common stock equivalents — stock 
options and other employee stock plans 
Diluted weighted average shares 

341

4
345

348 

5 
353 

347

8
355

The dilutive effect of share-based awards is reflected in diluted net income per share by application of the 
treasury stock method, which includes consideration of unamortized share-based compensation expense, the tax 
benefits  or  shortfalls  charged  to  additional  paid-in  capital  and  the  dilutive  effect  of  in-the-money  options  and 
non-vested  restricted  stock  units.  Under  the  treasury  stock  method,  the  amount  the  employee  must  pay  for 
exercising  stock  options  and  unamortized  share-based  compensation  expense  and  tax  benefits  or  shortfalls 
collectively are assumed proceeds to be used to repurchase hypothetical shares. An increase in the fair market 
value of the company's common stock can result in a greater dilutive effect from potentially dilutive awards. The 
total  number  of  share-based  awards  issued  in  2013,  2012  and  2011  were  6  million,  5  million  and  12  million, 
respectively. 

We exclude stock options with exercise prices greater than the average market price of our common stock 
from the calculation of diluted earnings per share because their effect would be anti-dilutive. For 2013, 2012 and 
2011, options to purchase 4,200, 436,500 and 554,000 shares respectively were excluded from the calculation of 
diluted earnings per share. In addition, we also exclude from the calculation of diluted earnings per share, stock 
options,  ESPP,  LTPP  and  restricted  stock  awards  whose  combined  exercise  price,  unamortized  fair  value  and 
excess  tax  benefits  or  shortfalls  collectively  were  greater  than  the  average  market  price  of  our  common  stock 
because their effect would also be anti-dilutive.  For the year ended 2013, 2012 and 2011, options to purchase 
18,300,  1,544,600  and  115,200  shares  respectively  were  excluded  from  the  calculation  of  diluted  earnings  per 
share. 

7. Supplemental Cash Flow Information 

Net cash paid for income taxes was $110 million in 2013, $86 million in 2012, and $22 million in 2011. 

Cash paid for interest was $112 million in 2013, $111 million in 2012 and $95 million in 2011. 

50

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8. Inventory 

Finished goods 
Purchased parts and fabricated assemblies 
Inventory 

October 31, 

2013 

2012 

(in millions) 
552 
 $ 
514 
1,066 

 $ 

509
505
1,014

$

$

Inventory-related excess and obsolescence charges of $48 million were recorded in total cost of products 
in 2013, and $30 million each in 2012 and 2011, respectively. We record excess and obsolete inventory charges 
for both inventory on our site as well as inventory at our contract manufacturers and suppliers where we have 
non-cancellable purchase commitments. 

9. Property, Plant and Equipment, Net 

Land 
Buildings and leasehold improvements 
Machinery and equipment 
Software 

Total property, plant and equipment 
Accumulated depreciation and amortization 
Property, plant and equipment, net 

October 31, 

2013 

2012 

(in millions) 
131 
 $ 
1,330 
1,019 
398 
2,878 
(1,744)   
1,134 

 $ 

142
1,475
882
383
2,882
(1,718)
1,164

$

$

Asset impairments other than restructuring were $3 million in 2013, zero in 2012 and $7 million in 2011. 
Depreciation expenses were $181 million in 2013, $171 million in 2012 and $142 million in 2011. For the year 
ended October 31, 2012 we recorded $15 million of accelerated depreciation related to a building classified as 
held  and  used.  In  accordance  with  the  accounting  guidance,  it  was  determined  that  the  building  had  been 
abandoned and an assessment was made of the remaining useful life of the building. The building was written 
down to its appropriate fair value. 

10. Goodwill and Other Intangible Assets 

The goodwill balances at October 31, 2013, 2012 and 2011 and the movements in 2013 and 2012 for each 

of our reportable segments are shown in the table below: 

Goodwill as of October 31, 2011 
Foreign currency translation impact 
Goodwill arising from acquisitions 
Goodwill as of October 31, 2012 
Foreign currency translation impact 
Goodwill arising from acquisitions and other 
dj
Goodwill as of October 31, 2013 

Life Sciences 
and 
Diagnostics 

$

$

$

363
25
1,419
1,807
63
13
1,883

$

$

$

Chemical 
Analysis 

Electronic 
Measurement   

Total 

(in millions) 
$

760
(10)
1
751
(10)
4
745

$

$

444 

 $ 

(9)   
32 
467 
(47)   
(1)   

 $ 

419 

 $ 

1,567
6
1,452
3,025
6
16
3,047

We  formed  a  new  operating  segment  in  the  fourth  fiscal  quarter  of  2013.  The  new  life  sciences  and 
diagnostics  segment  was  formed  by  the  combination  of  the  life  sciences  business  plus  the  diagnostics  and 
genomics  business.  The  historical  segment  information  for  the  life  sciences  and  diagnostics  segment  has  been 

52

recast to conform to this new reporting structure. The goodwill balance as of October 31, 2011 has been revised 

due  to  miscategorization  at  acquisition.  $4  million of  goodwill  from  the  life  sciences  and  diagnostics  segment 

and  $5  million  of  goodwill  from  the  chemical  analysis  segment  has  been  reallocated  to  the  electronic 

measurement segment.  As of September 30, 2013, we assessed goodwill impairment for our reporting units and 

no impairment of goodwill was indicated. 

The  component  parts  of  other  intangible  assets  at  October 31,  2013  and  2012  are  shown  in  the  table 

below: 

Total amortizable intangible assets 

As of October 31, 2012: 

Purchased technology 

Backlog 

Trademark/Tradename 

Customer relationships 

In-Process R&D 

Total 

As of October 31, 2013: 

Purchased technology 

Backlog 

Trademark/Tradename 

Customer relationships 

In-Process R&D 

Total 

Total amortizable intangible assets 

Gross

Carrying 

Amount 

Other Intangible Assets 

Accumulated 

Amortization 

and Impairments 

(in millions) 

Net Book 

Value 

$

$

$

$

$

$

849

14

168

391

1,422

193

1,615

1,019

14

176

401

1,610

35

1,645

$

$

$

$

$

$

333 

 $ 

14 

27 

155 

529 

— 

529 

14 

40 

215 

729 

— 

729 

 $ 

 $ 

 $ 

 $ 

460 

 $ 

1,086

516

—

141

236

893

193

559

—

136

186

881

35

916

In 2013,  we recorded  additions  to  goodwill  of  $16  million  related  to  the  acquisition of  four  businesses.  

During the year, we also recorded $5 million of additions and adjustments to other intangibles mostly related to 

the same four businesses. We recorded $25 million of foreign exchange translation impact to other intangibles in 

2013.  The  $158  million  decrease  in  in-process  R&D  was  largely  due  to  the  completion  of  projects  in  our  life 

sciences and diagnostics segment. 

In 2012, we recorded additions to goodwill of $1,452 million related to ten businesses including the Dako 

acquisition discussed in Note 3, "Acquisitions".  During the year, we also recorded additions to other intangibles 

of  $786  million  including  $183  million  of  Dako  in-process  research  and  development,  related  to  the  same  ten 

businesses. We recorded $8 million of foreign exchange translation impact to other intangibles in 2012.  

Amortization  of  intangible  assets  was  $199  million  in  2013,  $136  million  in  2012,  and  $111  million  in 

2011. In addition, we recorded $1 million of impairments of other intangibles related to the cancellation of an in-

process  research  and  development  project  during  2013.  Future  amortization  expense  related  to  finite-lived 

existing purchased intangible assets is estimated to be $194 million in 2014, $181 million for 2015, $154 million 

for 2016, $106 million for 2017, $70 million for 2018, and $176 million thereafter. 

 
 
 
 
  
  
 
  
    
 
 
 
 
    
 
 
 
 
 
 
 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
  
 
 
  
  
 
  
 
 
 
 
Inventory-related excess and obsolescence charges of $48 million were recorded in total cost of products 

in 2013, and $30 million each in 2012 and 2011, respectively. We record excess and obsolete inventory charges 

for both inventory on our site as well as inventory at our contract manufacturers and suppliers where we have 

8. Inventory 

Finished goods 

Inventory 

Purchased parts and fabricated assemblies 

non-cancellable purchase commitments. 

9. Property, Plant and Equipment, Net 

Land 

Software 

Buildings and leasehold improvements 

Machinery and equipment 

Total property, plant and equipment 

Accumulated depreciation and amortization 

Property, plant and equipment, net 

October 31, 

2013 

2012 

(in millions) 

 $ 

552 

514 

1,066 

 $ 

509

505

1,014

$

$

October 31, 

2013 

2012 

(in millions) 

131 

 $ 

1,330 

1,019 

398 

2,878 

(1,744)   

1,134 

 $ 

142

1,475

882

383

2,882

(1,718)

1,164

$

$

Asset impairments other than restructuring were $3 million in 2013, zero in 2012 and $7 million in 2011. 

Depreciation expenses were $181 million in 2013, $171 million in 2012 and $142 million in 2011. For the year 

ended October 31, 2012 we recorded $15 million of accelerated depreciation related to a building classified as 

held  and  used.  In  accordance  with  the  accounting  guidance,  it  was  determined  that  the  building  had  been 

abandoned and an assessment was made of the remaining useful life of the building. The building was written 

down to its appropriate fair value. 

10. Goodwill and Other Intangible Assets 

The goodwill balances at October 31, 2013, 2012 and 2011 and the movements in 2013 and 2012 for each 

of our reportable segments are shown in the table below: 

Goodwill as of October 31, 2011 

Foreign currency translation impact 

Goodwill arising from acquisitions 

Goodwill as of October 31, 2012 

Foreign currency translation impact 

Goodwill arising from acquisitions and other 

dj

Goodwill as of October 31, 2013 

Life Sciences 

and 

Diagnostics 

$

$

$

363

25

1,419

1,807

63

13

1,883

$

$

$

Chemical 

Analysis 

Electronic 

Measurement   

Total 

(in millions) 

760

(10)

751

(10)

1

4

745

$

$

$

444 

 $ 

(9)   

 $ 

32 

467 

(47)   

(1)   

1,567

6

1,452

3,025

6

16

419 

 $ 

3,047

We  formed  a  new  operating  segment  in  the  fourth  fiscal  quarter  of  2013.  The  new  life  sciences  and 

diagnostics  segment  was  formed  by  the  combination  of  the  life  sciences  business  plus  the  diagnostics  and 

genomics  business.  The  historical  segment  information  for  the  life  sciences  and  diagnostics  segment  has  been 

recast to conform to this new reporting structure. The goodwill balance as of October 31, 2011 has been revised 
due  to  miscategorization  at  acquisition.  $4  million of  goodwill  from  the  life  sciences  and  diagnostics  segment 
and  $5  million  of  goodwill  from  the  chemical  analysis  segment  has  been  reallocated  to  the  electronic 
measurement segment.  As of September 30, 2013, we assessed goodwill impairment for our reporting units and 
no impairment of goodwill was indicated. 

The  component  parts  of  other  intangible  assets  at  October 31,  2013  and  2012  are  shown  in  the  table 

below: 

As of October 31, 2012: 
Purchased technology 
Backlog 
Trademark/Tradename 
Customer relationships 

Total amortizable intangible assets 

In-Process R&D 

Total 

As of October 31, 2013: 
Purchased technology 
Backlog 
Trademark/Tradename 
Customer relationships 

Total amortizable intangible assets 

In-Process R&D 

Total 

Gross
Carrying 
Amount 

Other Intangible Assets 
Accumulated 
Amortization 
and Impairments 

(in millions) 

Net Book 
Value 

$

$

$

$

$

$

849
14
168
391
1,422
193
1,615

1,019
14
176
401
1,610
35
1,645

$

$

$

$

$

$

333 
14 
27 
155 
529 
— 
529 

460 
14 
40 
215 
729 
— 
729 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

516
—
141
236
893
193
1,086

559
—
136
186
881
35
916

In 2013,  we recorded  additions  to  goodwill  of  $16  million  related  to  the  acquisition of  four  businesses.  
During the year, we also recorded $5 million of additions and adjustments to other intangibles mostly related to 
the same four businesses. We recorded $25 million of foreign exchange translation impact to other intangibles in 
2013.  The  $158  million  decrease  in  in-process  R&D  was  largely  due  to  the  completion  of  projects  in  our  life 
sciences and diagnostics segment. 

In 2012, we recorded additions to goodwill of $1,452 million related to ten businesses including the Dako 
acquisition discussed in Note 3, "Acquisitions".  During the year, we also recorded additions to other intangibles 
of  $786  million  including  $183  million  of  Dako  in-process  research  and  development,  related  to  the  same  ten 
businesses. We recorded $8 million of foreign exchange translation impact to other intangibles in 2012.  

Amortization  of  intangible  assets  was  $199  million  in  2013,  $136  million  in  2012,  and  $111  million  in 
2011. In addition, we recorded $1 million of impairments of other intangibles related to the cancellation of an in-
process  research  and  development  project  during  2013.  Future  amortization  expense  related  to  finite-lived 
existing purchased intangible assets is estimated to be $194 million in 2014, $181 million for 2015, $154 million 
for 2016, $106 million for 2017, $70 million for 2018, and $176 million thereafter. 

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11. Investments 

Equity Investments 

The following table summarizes the company's equity investments as of October 31, 2013 and 2012 (net 

book value): 

Short-Term 
Cost method investments 

Long-Term 
Cost method investments 
Trading securities 
Available-for-sale investments 
Equity method investments 

Total 

October 31, 

2013 

2012 

(in millions) 

$

$

$

—  

44
51
25
19
139

 $ 

 $ 

11 

59 
50 
— 
— 
109 

Cost method investments consist of non-marketable equity securities and two funds and are accounted for 
at historical cost. Trading securities are reported at fair value, with gains or losses resulting from changes in fair 
value recognized currently in earnings. Investments designated as available-for-sale were reported at fair value, 
with  unrealized  gains  and  losses,  net  of  tax,  included  in  stockholders'  equity.  Equity  method  investments  are 
reported at the amount of the company’s initial investment and adjusted each period for the company’s share of 
the investee’s income or loss and dividend paid. 

Investments in available-for-sale securities at estimated fair value were as follows as of October 31, 2013: 

Equity securities 

October 31, 2013 

Cost 

Gross 
Unrealized 
Gains 

Gross 
Unrealized 
Losses 

Estimated 
Fair 
Value 

 $ 

15
15

$

(in millions) 
10
10

$

—  
—  $ 

25
25

All  of  our  investments,  excluding  trading  securities,  are  subject  to  periodic  impairment  review.  The 
impairment  analysis  requires  significant  judgment  to  identify  events  or  circumstances  that  would  likely  have 
significant  adverse  effect  on  the  future  value  of  the  investment.  We  consider  various  factors  in  determining 
whether  an  impairment  is  other-than-temporary,  including  the  severity  and  duration  of  the  impairment, 
forecasted recovery, the financial condition and near-term prospects of the investee, and our ability and intent to 
hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. 

54

Amounts  included  in  other  income  (expense),  net  for  realized  gains  on  the  sale  of  available-for-sale 

securities and the appropriate share of loss on equity method investments were as follows: 

Years Ended October 31, 

2013 

2011 

2012 

(in millions) 

Available-for-sale investments — realized gain 

$

Equity method investments - share of losses 

1

(2)

$

$

2 

— 

 $ 

 $ 

6

—

Net unrealized gains and losses on our trading securities portfolio were $8 million of unrealized gains in 

2013, $5 million of unrealized gains in 2012 and $1 million of unrealized gains in 2011. 

Realized gains from the sale of cost method securities were zero for 2013, $2 million for 2012 and zero 

for 2011. Proceeds from the sale of cost method investments were $11 million in 2013. 

Investments in Leases 

In  February  2001,  we  sold  a  parcel  of  surplus  land  in  San  Jose,  California  for  $287  million  in  cash.  In 

August 2001, we acquired a long-term leasehold interest in several municipal properties in southern California. 

In  2002,  we  received  $237  million  in  non-refundable  prepaid  rent  related  to  the  leasehold  interests  described 

above.  

In December 2011, we terminated our leasehold interest in the municipal properties, received $80 million 

in cash and recognized a loss of approximately $2 million.  

12. Fair Value Measurements 

The authoritative guidance defines fair value as the price that would be received from selling an asset or 

paid to transfer a liability in an orderly transaction between market participants at the measurement date. When 

determining  the  fair  value  measurements  for  assets  and  liabilities  required  or  permitted  to  be  recorded  at  fair 

value, we consider the principal or most advantageous market and assumptions that market participants would 

use when pricing the asset or liability. 

Fair Value Hierarchy 

The  guidance  establishes  a  fair  value  hierarchy  that  prioritizes  the  use  of  inputs  used  in  valuation 

techniques into three levels. A financial instrument's categorization within the fair value hierarchy is based upon 

the lowest level of input that is significant to the fair  value measurement. There are three levels of inputs that 

may be used to measure fair value: 

Level 1 — applies to assets or liabilities for which there are quoted prices in active markets for identical 

assets or liabilities. 

Level 2  —  applies  to  assets  or  liabilities  for  which  there  are  inputs  other  than  quoted  prices  included 

within level 1 that are observable, either directly or indirectly, for the asset or liability such as: quoted prices for 

similar  assets  or  liabilities  in  active  markets;  quoted  prices  for  identical  or  similar  assets  or  liabilities  in  less 

active markets; or other inputs that can be derived principally from, or corroborated by, observable market data. 

Level 3  —  applies  to  assets  or  liabilities  for  which  there  are  unobservable  inputs  to  the  valuation 

methodology that are significant to the measurement of the fair value of the assets or liabilities. 

 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
  
 
   
 
   
  
    
 
 
 
 
 
 
 
  
 
  
 
 
 
 
  
 
 
 
 
The following table summarizes the company's equity investments as of October 31, 2013 and 2012 (net 

11. Investments 

Equity Investments 

book value): 

Short-Term 

Cost method investments 

Long-Term 

Cost method investments 

Trading securities 

Available-for-sale investments 

Equity method investments 

Total 

October 31, 

2013 

2012 

(in millions) 

$

$

$

—  

 $ 

44

51

25

19

139

 $ 

11 

59 

50 

— 

— 

109 

Cost method investments consist of non-marketable equity securities and two funds and are accounted for 

at historical cost. Trading securities are reported at fair value, with gains or losses resulting from changes in fair 

value recognized currently in earnings. Investments designated as available-for-sale were reported at fair value, 

with  unrealized  gains  and  losses,  net  of  tax,  included  in  stockholders'  equity.  Equity  method  investments  are 

reported at the amount of the company’s initial investment and adjusted each period for the company’s share of 

the investee’s income or loss and dividend paid. 

Investments in available-for-sale securities at estimated fair value were as follows as of October 31, 2013: 

Equity securities 

October 31, 2013 

Cost 

Gross 

Unrealized 

Gains 

Gross 

Unrealized 

Losses 

Estimated 

Fair 

Value 

 $ 

15

15

$

(in millions) 

10

10

$

—  

—  $ 

25

25

All  of  our  investments,  excluding  trading  securities,  are  subject  to  periodic  impairment  review.  The 

impairment  analysis  requires  significant  judgment  to  identify  events  or  circumstances  that  would  likely  have 

significant  adverse  effect  on  the  future  value  of  the  investment.  We  consider  various  factors  in  determining 

whether  an  impairment  is  other-than-temporary,  including  the  severity  and  duration  of  the  impairment, 

forecasted recovery, the financial condition and near-term prospects of the investee, and our ability and intent to 

hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. 

Amounts  included  in  other  income  (expense),  net  for  realized  gains  on  the  sale  of  available-for-sale 

securities and the appropriate share of loss on equity method investments were as follows: 

Available-for-sale investments — realized gain 
Equity method investments - share of losses 

Years Ended October 31, 

2013 

2012 

(in millions) 

2011 

$

1
(2)

$
$

2 
— 

 $ 
 $ 

6
—

Net unrealized gains and losses on our trading securities portfolio were $8 million of unrealized gains in 

2013, $5 million of unrealized gains in 2012 and $1 million of unrealized gains in 2011. 

Realized gains from the sale of cost method securities were zero for 2013, $2 million for 2012 and zero 

for 2011. Proceeds from the sale of cost method investments were $11 million in 2013. 

Investments in Leases 

In  February  2001,  we  sold  a  parcel  of  surplus  land  in  San  Jose,  California  for  $287  million  in  cash.  In 
August 2001, we acquired a long-term leasehold interest in several municipal properties in southern California. 
In  2002,  we  received  $237  million  in  non-refundable  prepaid  rent  related  to  the  leasehold  interests  described 
above.  

In December 2011, we terminated our leasehold interest in the municipal properties, received $80 million 

in cash and recognized a loss of approximately $2 million.  

12. Fair Value Measurements 

The authoritative guidance defines fair value as the price that would be received from selling an asset or 
paid to transfer a liability in an orderly transaction between market participants at the measurement date. When 
determining  the  fair  value  measurements  for  assets  and  liabilities  required  or  permitted  to  be  recorded  at  fair 
value, we consider the principal or most advantageous market and assumptions that market participants would 
use when pricing the asset or liability. 

Fair Value Hierarchy 

The  guidance  establishes  a  fair  value  hierarchy  that  prioritizes  the  use  of  inputs  used  in  valuation 
techniques into three levels. A financial instrument's categorization within the fair value hierarchy is based upon 
the lowest level of input that is significant to the fair  value measurement. There are three levels of inputs that 
may be used to measure fair value: 

Level 1 — applies to assets or liabilities for which there are quoted prices in active markets for identical 

assets or liabilities. 

Level 2  —  applies  to  assets  or  liabilities  for  which  there  are  inputs  other  than  quoted  prices  included 
within level 1 that are observable, either directly or indirectly, for the asset or liability such as: quoted prices for 
similar  assets  or  liabilities  in  active  markets;  quoted  prices  for  identical  or  similar  assets  or  liabilities  in  less 
active markets; or other inputs that can be derived principally from, or corroborated by, observable market data. 

Level 3  —  applies  to  assets  or  liabilities  for  which  there  are  unobservable  inputs  to  the  valuation 

methodology that are significant to the measurement of the fair value of the assets or liabilities. 

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Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis 

Financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2013 were as 

follows: 

Fair Value Measurement at 
October 31, 2013 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

(in millions) 

Significant 
Unobservable 
Inputs 
(Level 3) 

October 31,  
2013 

1,968

$

1,968

$

—  

 $ 

7

51
25
2,051

$

6

$

51
57

$

—

51
25
2,044

$

— $

—
— $

7 

— 
— 
7  

 $ 

6  

 $ 

51 
57  

 $ 

—

—

—
—
—

—

—
—

Assets: 

Short-term 

Cash equivalents (money market funds)  $
Derivative instruments (foreign exchange 
contracts) 

Long-term 

Trading securities 
Available-for-sale investments 

Total assets measured at fair value 
Liabilities: 

Short-term 

$

Derivative instruments (foreign exchange 
contracts) 

$

Long-term 

Deferred compensation liability 
Total liabilities measured at fair value 

$

Financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2012 were as 

follows: 

Assets: 

Short-term 

Cash equivalents (money market funds)  $
Derivative instruments (foreign 
exchange and interest rate swap 

Long-term 

)
Trading securities 

Total assets measured at fair value 
Liabilities: 

Short-term 

Derivative instruments (foreign 
exchange contracts) 

Long-term 

Deferred compensation liability 
Total liabilities measured at fair value 

$

$

$

Fair Value Measurement at 
October 31, 2012 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

(in millions) 

Significant 
Unobservable 
Inputs 
(Level 3) 

October 31,  
2012 

1,834

$

1,834

$

—  

 $ 

7

—

50
1,891

$

50
1,884

$

6

$

48
54

$

— $

—
— $

56

7 

— 
7  

 $ 

6  

 $ 

48 
54  

 $ 

—

—

—
—

—

—
—

Our money market funds, trading securities, and available-for-sale investments are generally valued using 

quoted  market  prices  and  therefore  are  classified  within  level 1  of  the  fair  value  hierarchy.  Our  derivative 

financial instruments are classified within level 2, as there is not an active market for each hedge contract, but the 

inputs  used  to  calculate  the  value  of  the  instruments  are  tied  to  active  markets.  Our  deferred  compensation 

liability is classified as level 2 because although the values are not directly based on quoted market prices, the 

inputs used in the calculations are observable. 

Trading  securities  and  deferred  compensation  liability  are  reported  at  fair  value,  with  gains  or  losses 

resulting from changes in fair value recognized currently in net income. Investments designated as available-for-

sale  and  certain  derivative  instruments  are  reported  at  fair  value,  with  unrealized  gains  and  losses,  net  of  tax, 

included in stockholders' equity. Realized gains and losses from the sale of these instruments are recorded in net 

income. 

Long-Lived Assets 

Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis 

For  assets  measured  at  fair  value  on  a  non-recurring  basis,  the  following  table  summarizes  the 

impairments included in net income for the years ended October 31, 2013 and 2012: 

2013 

2012 

Years Ended 

October 31, 

(in millions) 

2 

1 

 $ 

 $ 

1

—

$

$

Long-lived assets held and used 

Long-lived assets held for sale 

Long-lived assets held and used with a carrying amount of $2 million were written down to their fair value 

of zero, resulting in an impairment charge of $2 million, which was included in net income for 2013. Long-lived 

assets held and used with a carrying amount of $1 million were written down to their fair value of zero, resulting 

in an impairment charge of $1 million, which was included in net income for 2012.  

Long-lived assets held for sale with a carrying amount of $3 million were written down to their fair value 

of $2 million, resulting in an impairment charge of $1 million which was included in net income for 2013. 

Fair values for the impaired long-lived assets were measured using level 2 inputs. 

We  are  exposed  to  foreign  currency  exchange  rate  fluctuations  and  interest  rate  changes  in  the  normal 

course of our business. As part of risk management strategy, we use derivative instruments, primarily forward 

contracts, purchased options, and interest rate swaps, to hedge economic and/or accounting exposures resulting 

from changes in foreign currency exchange rates and interest rates. 

13. Derivatives 

Fair Value Hedges 

We are exposed to interest rate risk due to the mismatch between the interest expense we pay on our loans 

at  fixed  rates  and  the  variable  rates  of  interest  we  receive  from  cash,  cash  equivalents  and  other  short-term 

investments. We have issued long-term debt in U.S. dollars at fixed interest rates based on the market conditions 

at  the  time  of  financing.  The  fair  value  of  our  fixed  rate  debt  changes  when  the  underlying  market  rates  of 

interest change, and, in the past, we have used interest rate swaps to change our fixed interest rate payments to 

U.S.  dollar  LIBOR-based  variable  interest  expense  to  match  the  floating  interest  income  from  our  cash,  cash 

 
 
 
 
 
 
 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
 
  
    
    
 
  
  
  
    
 
 
    
  
  
  
    
  
  
  
    
 
 
 
  
  
  
 
  
    
    
 
  
  
  
    
 
   
  
  
  
    
  
  
  
    
 
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis 

Financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2013 were as 

follows: 

Fair Value Measurement at 

October 31, 2013 Using 

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

(in millions) 

Significant 

Unobservable 

Inputs 

(Level 3) 

October 31,  

2013 

2,051

$

2,044

$

 $ 

Assets: 

Short-term 

Derivative instruments (foreign exchange 

contracts) 

Long-term 

Trading securities 

Available-for-sale investments 

Total assets measured at fair value 

Derivative instruments (foreign exchange 

Deferred compensation liability 

Total liabilities measured at fair value 

Liabilities: 

Short-term 

contracts) 

Long-term 

follows: 

—

51

25

— $

—

— $

—

50

— $

—

— $

7 

— 

— 

7  

6  

 $ 

51 

57  

 $ 

7 

— 

7  

6  

 $ 

48 

54  

 $ 

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

Financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2012 were as 

Fair Value Measurement at 

October 31, 2012 Using 

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

(in millions) 

Significant 

Unobservable 

Inputs 

(Level 3) 

October 31,  

2012 

Cash equivalents (money market funds)  $

1,834

$

1,834

$

—  

 $ 

Total assets measured at fair value 

1,891

$

1,884

$

 $ 

Assets: 

Short-term 

Derivative instruments (foreign 

exchange and interest rate swap 

Long-term 

)

Trading securities 

Liabilities: 

Short-term 

Derivative instruments (foreign 

exchange contracts) 

Long-term 

Deferred compensation liability 

Total liabilities measured at fair value 

$

$

$

$

$

$

7

51

25

6

$

51

57

$

7

50

6

$

48

54

$

56

Cash equivalents (money market funds)  $

1,968

$

1,968

$

—  

 $ 

Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis 

Our money market funds, trading securities, and available-for-sale investments are generally valued using 
quoted  market  prices  and  therefore  are  classified  within  level 1  of  the  fair  value  hierarchy.  Our  derivative 
financial instruments are classified within level 2, as there is not an active market for each hedge contract, but the 
inputs  used  to  calculate  the  value  of  the  instruments  are  tied  to  active  markets.  Our  deferred  compensation 
liability is classified as level 2 because although the values are not directly based on quoted market prices, the 
inputs used in the calculations are observable. 

Trading  securities  and  deferred  compensation  liability  are  reported  at  fair  value,  with  gains  or  losses 
resulting from changes in fair value recognized currently in net income. Investments designated as available-for-
sale  and  certain  derivative  instruments  are  reported  at  fair  value,  with  unrealized  gains  and  losses,  net  of  tax, 
included in stockholders' equity. Realized gains and losses from the sale of these instruments are recorded in net 
income. 

Long-Lived Assets 

For  assets  measured  at  fair  value  on  a  non-recurring  basis,  the  following  table  summarizes  the 

impairments included in net income for the years ended October 31, 2013 and 2012: 

Long-lived assets held and used 
Long-lived assets held for sale 

Years Ended 
October 31, 

2013 

2012 

$
$

(in millions) 
 $ 
 $ 

2 
1 

1
—

Long-lived assets held and used with a carrying amount of $2 million were written down to their fair value 
of zero, resulting in an impairment charge of $2 million, which was included in net income for 2013. Long-lived 
assets held and used with a carrying amount of $1 million were written down to their fair value of zero, resulting 
in an impairment charge of $1 million, which was included in net income for 2012.  

Long-lived assets held for sale with a carrying amount of $3 million were written down to their fair value 

of $2 million, resulting in an impairment charge of $1 million which was included in net income for 2013. 

Fair values for the impaired long-lived assets were measured using level 2 inputs. 

13. Derivatives 

We  are  exposed  to  foreign  currency  exchange  rate  fluctuations  and  interest  rate  changes  in  the  normal 
course of our business. As part of risk management strategy, we use derivative instruments, primarily forward 
contracts, purchased options, and interest rate swaps, to hedge economic and/or accounting exposures resulting 
from changes in foreign currency exchange rates and interest rates. 

Fair Value Hedges 

We are exposed to interest rate risk due to the mismatch between the interest expense we pay on our loans 
at  fixed  rates  and  the  variable  rates  of  interest  we  receive  from  cash,  cash  equivalents  and  other  short-term 
investments. We have issued long-term debt in U.S. dollars at fixed interest rates based on the market conditions 
at  the  time  of  financing.  The  fair  value  of  our  fixed  rate  debt  changes  when  the  underlying  market  rates  of 
interest change, and, in the past, we have used interest rate swaps to change our fixed interest rate payments to 
U.S.  dollar  LIBOR-based  variable  interest  expense  to  match  the  floating  interest  income  from  our  cash,  cash 

57

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equivalents and other short term investments. As of October 31, 2013, all interest rate swap contracts had either 
been terminated or had expired.  

On November 25, 2008, we terminated two interest rate swap contracts associated with our 2017 senior 
notes that represented the notional amount of $400 million. The asset value, including interest receivable, upon 
termination was approximately $43 million and the amount to be amortized at October 31, 2013 was $22 million. 
On June 6, 2011, we also terminated five interest rate swap contracts associated with our 2015 senior notes that 
represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 
was  approximately  $31  million  and  the  amount  to  be  amortized  at  October 31,  2013  was  $12  million.  On 
August 9, 2011, we terminated five interest rate swap contracts related to our 2020 senior notes that represented 
the notional amount of $500 million. The asset value, including interest receivable, upon termination for these 
contracts was approximately $34 million and the amount to be amortized at October 31, 2013 was $26 million. 
The proceeds from all such terminated interest rate swaps are recorded as operating cash flows and the gain is 
being deferred and amortized over the remaining life of the respective senior notes. 

Cash Flow Hedges 

We  enter  into  foreign  exchange  contracts  to  hedge  our  forecasted  operational  cash  flow  exposures 
resulting  from  changes  in  foreign  currency  exchange  rates.  These  foreign  exchange  contracts,  carried  at  fair 
value, have maturities between one and twelve months. These derivative instruments are designated and qualify 
as cash flow hedges under the criteria prescribed in the authoritative guidance. The changes in the value of the 
effective  portion  of  the  derivative  instrument  are  recognized  in  accumulated  other  comprehensive  income. 
Amounts  associated  with  cash  flow  hedges  are  reclassified  to  cost  of  sales  in  the  consolidated  statement  of 
operations when the forecasted transaction occurs. If it becomes probable that the forecasted transaction will not 
occur,  the  hedge  relationship  will  be  de-designated  and  amounts  accumulated  in  other  comprehensive  income 
will be reclassified to other income (expense) in the current period. Changes in the fair value of the ineffective 
portion  of  derivative  instruments  are  recognized  in  earnings  in  the  consolidated  statement  of  operations  in  the 
current period. We record the premium paid (time value) of an option on the date of purchase as an asset. For 
options designated as cash flow hedges, changes in the time value are excluded from the assessment of hedge 
effectiveness and are recognized in other income (expense) over the life of the option contract. Ineffectiveness in 
2013, 2012 and 2011 was not significant. For the year ended October 31, 2013, 2012 and 2011 gains and losses 
recognized in earnings due to de-designation of cash flow hedge contracts were not significant.  

In  July  2012,  Agilent  executed  treasury  lock  agreements  for  $400  million  in  connection  with  future 
interest  payments  to  be  made  on  our  2022  senior  notes  issued  on  September  10,  2012.    We  designated  the 
treasury lock as a cash flow hedge. The treasury lock contracts were terminated on September 10, 2012 and we 
recognized a deferred gain in accumulated other comprehensive income of $3 million to be amortized to interest 
expense over the life of the 2022 senior notes.  

Other Hedges 

Additionally,  we  enter  into  foreign  exchange  contracts  to  hedge  monetary  assets  and  liabilities  that  are 
denominated  in  currencies  other  than  the  functional  currency  of  our  subsidiaries.  These  foreign  exchange 
contracts are carried at fair value and do not qualify for hedge accounting treatment and are not designated as 
hedging  instruments.  Changes  in  value  of  the  derivative  are  recognized  in  other  income  (expense)  in  the 
consolidated statement of operations, in the current period, along with the offsetting foreign currency gain or loss 
on the underlying assets or liabilities. 

In  connection  with  the  acquisition  of  Dako,  Agilent  entered  into  several  foreign  currency  forward 
contracts  to  mitigate  the  currency  exchange  risk  associated  with  the  payment  of  the  purchase  price  in  Danish 
Krone and the repayment of debt in multiple currencies. The aggregate notional amount of the currencies hedged 
was $1.7 billion. These foreign exchange contracts did not qualify for hedge accounting treatment and were not 
designated as hedging instruments. The resulting loss on settlement, on the date of acquisition, was $14 million 
and  was  recorded  in  other  income  (expense)  in  the  consolidated  statement  of  operations  for  the  year  ended 
October 31, 2012.  

58

Our  use  of  derivative  instruments  exposes  us  to  credit  risk  to  the  extent  that  the  counterparties  may  be 

unable  to  meet  the  terms  of  the  agreement.  We  do,  however,  seek  to  mitigate  such  risks  by  limiting  our 

counterparties to  major financial institutions which are selected based on their credit ratings and other factors. 

We  have  established  policies  and  procedures  for  mitigating  credit  risk  that  include  establishing  counterparty 

credit limits, monitoring credit exposures, and continually assessing the creditworthiness of counterparties. 

A  number  of  our  derivative  agreements  contain  threshold  limits  to  the  net  liability  position  with 

counterparties and are dependent on our corporate credit rating determined by the major credit rating agencies. 

The  counterparties  to  the  derivative  instruments  may  request  collateralization,  in  accordance  with  derivative 

agreements, on derivative instruments in net liability positions. 

The aggregate fair value of all derivative instruments with credit-risk-related contingent features that were 

in  a  net  liability  position  as  of  October 31,  2013,  was  $3  million.  The  credit-risk-related  contingent  features 

underlying these agreements had not been triggered as of October 31, 2013. 

There were 151 foreign exchange forward contracts and 19 foreign exchange option contracts open as of 

October 31, 2013 and designated as cash flow hedges. There were 170 foreign exchange forward contracts open 

as of October 31, 2013 not designated as hedging instruments. The aggregated U.S. Dollar notional amounts by 

currency and designation as of October 31, 2013 were as follows: 

Currency 

Euro 

British Pound 

Canadian Dollar 

Australian Dollars 

Malaysian Ringgit 

Japanese Yen 

Other 

Derivatives in 

Cash Flow 

Hedging Relationships 

Forward 

Contracts 

Buy/(Sell) 

Option 

Contracts 

Buy/(Sell) 

(in millions) 

Derivatives 

Not 

Designated 

as Hedging 

Instruments 

Forward 

Contracts 

Buy/(Sell) 

$

$

(23)

(17)

(37)

11

113

(56)

(9)

(18)

$

$

—  $ 

—  

—  

—  

—  

(97)   

—  

(97)   $ 

243

—

2

9

14

3

(10)

261

The  notional  amounts  within  derivatives  not  designated  as  hedging  instruments  include  forward  cross 

currency contracts of Danish Krone equivalent of $70 million to sell Euro, $6 million to sell Japanese Yen and 

$5 million to buy other currencies. 

 Derivative instruments are subject to master netting arrangements and are disclosed gross in the balance 

sheet. The gross fair values and balance sheet location of derivative instruments held in the consolidated balance 

sheet as of October 31, 2013 and 2012 were as follows: 

 
 
 
 
 
 
  
 
  
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
equivalents and other short term investments. As of October 31, 2013, all interest rate swap contracts had either 

been terminated or had expired.  

On November 25, 2008, we terminated two interest rate swap contracts associated with our 2017 senior 

notes that represented the notional amount of $400 million. The asset value, including interest receivable, upon 

termination was approximately $43 million and the amount to be amortized at October 31, 2013 was $22 million. 

On June 6, 2011, we also terminated five interest rate swap contracts associated with our 2015 senior notes that 

represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 

was  approximately  $31  million  and  the  amount  to  be  amortized  at  October 31,  2013  was  $12  million.  On 

August 9, 2011, we terminated five interest rate swap contracts related to our 2020 senior notes that represented 

the notional amount of $500 million. The asset value, including interest receivable, upon termination for these 

contracts was approximately $34 million and the amount to be amortized at October 31, 2013 was $26 million. 

The proceeds from all such terminated interest rate swaps are recorded as operating cash flows and the gain is 

being deferred and amortized over the remaining life of the respective senior notes. 

Cash Flow Hedges 

We  enter  into  foreign  exchange  contracts  to  hedge  our  forecasted  operational  cash  flow  exposures 

resulting  from  changes  in  foreign  currency  exchange  rates.  These  foreign  exchange  contracts,  carried  at  fair 

value, have maturities between one and twelve months. These derivative instruments are designated and qualify 

as cash flow hedges under the criteria prescribed in the authoritative guidance. The changes in the value of the 

effective  portion  of  the  derivative  instrument  are  recognized  in  accumulated  other  comprehensive  income. 

Amounts  associated  with  cash  flow  hedges  are  reclassified  to  cost  of  sales  in  the  consolidated  statement  of 

operations when the forecasted transaction occurs. If it becomes probable that the forecasted transaction will not 

occur,  the  hedge  relationship  will  be  de-designated  and  amounts  accumulated  in  other  comprehensive  income 

will be reclassified to other income (expense) in the current period. Changes in the fair value of the ineffective 

portion  of  derivative  instruments  are  recognized  in  earnings  in  the  consolidated  statement  of  operations  in  the 

current period. We record the premium paid (time value) of an option on the date of purchase as an asset. For 

options designated as cash flow hedges, changes in the time value are excluded from the assessment of hedge 

effectiveness and are recognized in other income (expense) over the life of the option contract. Ineffectiveness in 

2013, 2012 and 2011 was not significant. For the year ended October 31, 2013, 2012 and 2011 gains and losses 

recognized in earnings due to de-designation of cash flow hedge contracts were not significant.  

In  July  2012,  Agilent  executed  treasury  lock  agreements  for  $400  million  in  connection  with  future 

interest  payments  to  be  made  on  our  2022  senior  notes  issued  on  September  10,  2012.    We  designated  the 

treasury lock as a cash flow hedge. The treasury lock contracts were terminated on September 10, 2012 and we 

recognized a deferred gain in accumulated other comprehensive income of $3 million to be amortized to interest 

expense over the life of the 2022 senior notes.  

Other Hedges 

Additionally,  we  enter  into  foreign  exchange  contracts  to  hedge  monetary  assets  and  liabilities  that  are 

denominated  in  currencies  other  than  the  functional  currency  of  our  subsidiaries.  These  foreign  exchange 

contracts are carried at fair value and do not qualify for hedge accounting treatment and are not designated as 

hedging  instruments.  Changes  in  value  of  the  derivative  are  recognized  in  other  income  (expense)  in  the 

consolidated statement of operations, in the current period, along with the offsetting foreign currency gain or loss 

on the underlying assets or liabilities. 

In  connection  with  the  acquisition  of  Dako,  Agilent  entered  into  several  foreign  currency  forward 

contracts  to  mitigate  the  currency  exchange  risk  associated  with  the  payment  of  the  purchase  price  in  Danish 

Krone and the repayment of debt in multiple currencies. The aggregate notional amount of the currencies hedged 

was $1.7 billion. These foreign exchange contracts did not qualify for hedge accounting treatment and were not 

designated as hedging instruments. The resulting loss on settlement, on the date of acquisition, was $14 million 

and  was  recorded  in  other  income  (expense)  in  the  consolidated  statement  of  operations  for  the  year  ended 

October 31, 2012.  

Our  use  of  derivative  instruments  exposes  us  to  credit  risk  to  the  extent  that  the  counterparties  may  be 
unable  to  meet  the  terms  of  the  agreement.  We  do,  however,  seek  to  mitigate  such  risks  by  limiting  our 
counterparties to  major financial institutions which are selected based on their credit ratings and other factors. 
We  have  established  policies  and  procedures  for  mitigating  credit  risk  that  include  establishing  counterparty 
credit limits, monitoring credit exposures, and continually assessing the creditworthiness of counterparties. 

A  number  of  our  derivative  agreements  contain  threshold  limits  to  the  net  liability  position  with 
counterparties and are dependent on our corporate credit rating determined by the major credit rating agencies. 
The  counterparties  to  the  derivative  instruments  may  request  collateralization,  in  accordance  with  derivative 
agreements, on derivative instruments in net liability positions. 

The aggregate fair value of all derivative instruments with credit-risk-related contingent features that were 
in  a  net  liability  position  as  of  October 31,  2013,  was  $3  million.  The  credit-risk-related  contingent  features 
underlying these agreements had not been triggered as of October 31, 2013. 

There were 151 foreign exchange forward contracts and 19 foreign exchange option contracts open as of 
October 31, 2013 and designated as cash flow hedges. There were 170 foreign exchange forward contracts open 
as of October 31, 2013 not designated as hedging instruments. The aggregated U.S. Dollar notional amounts by 
currency and designation as of October 31, 2013 were as follows: 

Currency 

Euro 
British Pound 
Canadian Dollar 
Australian Dollars 
Malaysian Ringgit 
Japanese Yen 
Other 

Derivatives in 
Cash Flow 
Hedging Relationships 

Forward 
Contracts 

Buy/(Sell) 

Option 
Contracts 

Buy/(Sell) 

(in millions) 

Derivatives 
Not 
Designated 
as Hedging 
Instruments 

Forward 
Contracts 

Buy/(Sell) 

$

$

(23)
(17)
(37)
11
113
(56)
(9)
(18)

$

$

—  $ 
—  
—  
—  
—  
(97)   
—  
(97)   $ 

243
2
—
9
14
3
(10)
261

The  notional  amounts  within  derivatives  not  designated  as  hedging  instruments  include  forward  cross 
currency contracts of Danish Krone equivalent of $70 million to sell Euro, $6 million to sell Japanese Yen and 
$5 million to buy other currencies. 

 Derivative instruments are subject to master netting arrangements and are disclosed gross in the balance 
sheet. The gross fair values and balance sheet location of derivative instruments held in the consolidated balance 
sheet as of October 31, 2013 and 2012 were as follows: 

58

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Asset Derivatives 

Liability Derivatives 

Fair Values of Derivative Instruments 

Fair Value 

October 31, 
2013 

October 31, 
2012 

(in millions) 

Balance Sheet Location 

Fair Value 

October 31, 
2013 

October 31, 
2012 

Balance Sheet Location 

Derivatives designated as 
hedging instruments: 
Fair value hedges 
Interest rate contracts 
Other current assets 
Other assets 
Cash flow hedges 
Foreign exchange contracts 

Other current assets 

Derivatives not designated as 
hedging instruments: 
Foreign exchange contracts 

Other current assets 

Total derivatives 

$ 
$ 

$ 
  $ 

$ 
  $ 

— $
— $

— Other accrued liabilities 
  $ 
— Other long-term liabilities    $ 

— $
— $

4
4

3
7

$
$

$
$

4
4

3
7

Other accrued liabilities 

Other accrued liabilities 

  $ 
  $ 

  $ 
  $ 

4
4

2
6

$
$

$
$

The  effect  of  derivative  instruments  for  interest  rate  swap  contracts  and  for  foreign  exchange  contracts 
designated as hedging instruments and not designated as hedging instruments in our consolidated statement of 
operations were as follows: 

2013 

2012 

(in millions) 

2011 

Derivatives designated as hedging instruments:
Fair Value Hedges 

Gain on interest rate swap contracts, including interest accrual, 
recognized in interest expense 
Gain (loss) on hedged item, recognized in interest expense 

Cash Flow Hedges 

Gain recognized in accumulated other comprehensive income 
Gain (loss) reclassified from accumulated other comprehensive 
income into cost of sales 
Treasury Lock Agreements
Gain recognized in accumulated other comprehensive income

Derivatives not designated as hedging instruments:

Gain (loss) recognized in other income (expense), net

$
$

$

$

$

$

— $ 
— $ 

10

13

$ 

$ 

— $ 

— 
3 

 $
 $

7 

 $

8 

 $

3 

  $

7

$ 

(34)   $

The  estimated  net  amount  of  existing  loss  at  October 31,  2013  that  is  expected  to  be  reclassified  from 

other comprehensive income to the cost of sales within the next twelve months is $1 million. 

60

—
—

2
2

4
6

27
(3)

—

(5)

—

13

14. Restructuring 

In the second quarter of 2013, in response to slow revenue growth due to macroeconomic conditions, we 

accrued  for  a  targeted  restructuring  program  that  is  expected  to  reduce  Agilent's  total  headcount  by 

approximately 450 regular employees, representing approximately 2 percent of our global workforce. The timing 

and  scope  of  workforce  reductions  will  vary  based  on  local  legal  requirements.  When  completed,  the 

restructuring program is expected to result in a reduction in annual cost of sales and operating expenses.  

As  previously  announced,  we  are  streamlining  our  manufacturing  operations.  As  part  of  this  action,  we 

anticipate the reduction of approximately 250 positions to reduce our annual cost of sales.  

Total  headcount  reductions  from  targeted  restructuring  and  manufacturing  streamlining  will  be 

approximately  700  positions.  Within  the  U.S,  we  have  substantially  completed  these  restructuring  activities.  

Internationally, we expect to complete the majority of these restructuring activities by the end of the second half 

of  fiscal  2014.    As  of  October  31,  2013,  approximately  250  employees  were  terminated under  the  targeted 

restructuring program and 100 employees were terminated under the streamlining of manufacturing. 

A summary of total restructuring accrual activity is shown in the table below: 

Balance as of October 31, 2012 

Income statement expense 

Cash payments 

Balance as of October 31, 2013 

The restructuring accruals, which totaled $24 million at October 31, 2013, are recorded in other accrued 

liabilities on the consolidated balance sheet. These balances reflect estimated future cash outlays. 

A  summary  of  the  charges  in  the  consolidated  statement  of  operations  resulting  from  all  restructuring 

plans is shown below: 

Workforce 

Reduction 

(in millions) 

—

53

(29)

24

Year Ended 

October 31, 

2013 

(in millions) 

19

9

25

53

$ 

$ 

$ 

$ 

Cost of products and services 

Research and development 

Selling, general and administrative 

Total restructuring, asset impairments and other special charges

 
 
 
 
 
 
 
 
 
 
 
  
  
  
 
 
  
 
 
 
 
 
  
 
  
 
 
 
    
  
  
    
  
    
    
    
    
    
    
    
    
 
    
  
  
    
  
    
    
 
 
 
 
 
  
  
  
    
  
  
    
  
  
    
 
 
 
 
Derivatives designated as 

hedging instruments: 

Fair value hedges 

Interest rate contracts 

Other current assets 

Other assets 

Cash flow hedges 

Foreign exchange contracts 

Other current assets 

Derivatives not designated as 

hedging instruments: 

Foreign exchange contracts 

Other current assets 

Total derivatives 

$ 

$ 

$ 

  $ 

$ 

  $ 

— $

— $

— Other accrued liabilities 

  $ 

— Other long-term liabilities    $ 

— $

— $

4

4

3

7

$

$

$

$

4

4

3

7

  $ 

  $ 

  $ 

  $ 

4

4

2

6

$

$

$

$

Other accrued liabilities 

Derivatives designated as hedging instruments:

Fair Value Hedges 

Gain on interest rate swap contracts, including interest accrual, 

recognized in interest expense 

Gain (loss) on hedged item, recognized in interest expense 

Cash Flow Hedges 

Gain recognized in accumulated other comprehensive income 

Gain (loss) reclassified from accumulated other comprehensive 

income into cost of sales 

Treasury Lock Agreements

Gain recognized in accumulated other comprehensive income

Derivatives not designated as hedging instruments:

Gain (loss) recognized in other income (expense), net

$

$

$

$

$

$

— $ 

— $ 

10

13

$ 

$ 

— $ 

— 

3 

 $

 $

7 

 $

8 

 $

3 

  $

7

$ 

(34)   $

The  estimated  net  amount  of  existing  loss  at  October 31,  2013  that  is  expected  to  be  reclassified  from 

other comprehensive income to the cost of sales within the next twelve months is $1 million. 

—

—

2

2

4

6

27

(3)

—

(5)

—

13

Asset Derivatives 

Liability Derivatives 

Fair Values of Derivative Instruments 

Balance Sheet Location 

2013 

2012 

Balance Sheet Location 

2013 

2012 

Fair Value 

October 31, 

October 31, 

(in millions) 

Fair Value 

October 31, 

October 31, 

14. Restructuring 

In the second quarter of 2013, in response to slow revenue growth due to macroeconomic conditions, we 
accrued  for  a  targeted  restructuring  program  that  is  expected  to  reduce  Agilent's  total  headcount  by 
approximately 450 regular employees, representing approximately 2 percent of our global workforce. The timing 
and  scope  of  workforce  reductions  will  vary  based  on  local  legal  requirements.  When  completed,  the 
restructuring program is expected to result in a reduction in annual cost of sales and operating expenses.  

As  previously  announced,  we  are  streamlining  our  manufacturing  operations.  As  part  of  this  action,  we 

anticipate the reduction of approximately 250 positions to reduce our annual cost of sales.  

Total  headcount  reductions  from  targeted  restructuring  and  manufacturing  streamlining  will  be 
approximately  700  positions.  Within  the  U.S,  we  have  substantially  completed  these  restructuring  activities.  
Internationally, we expect to complete the majority of these restructuring activities by the end of the second half 
of  fiscal  2014.    As  of  October  31,  2013,  approximately  250  employees  were  terminated under  the  targeted 
restructuring program and 100 employees were terminated under the streamlining of manufacturing. 

Other accrued liabilities 

A summary of total restructuring accrual activity is shown in the table below: 

The  effect  of  derivative  instruments  for  interest  rate  swap  contracts  and  for  foreign  exchange  contracts 

designated as hedging instruments and not designated as hedging instruments in our consolidated statement of 

operations were as follows: 

Balance as of October 31, 2012 
Income statement expense 
Cash payments 

Balance as of October 31, 2013 

Workforce 
Reduction 

(in millions) 
—
53
(29)
24

$ 

$ 

2013 

2011 

2012 

(in millions) 

The restructuring accruals, which totaled $24 million at October 31, 2013, are recorded in other accrued 

liabilities on the consolidated balance sheet. These balances reflect estimated future cash outlays. 

A  summary  of  the  charges  in  the  consolidated  statement  of  operations  resulting  from  all  restructuring 

plans is shown below: 

Cost of products and services 
Research and development 
Selling, general and administrative 
Total restructuring, asset impairments and other special charges

60

61

Year Ended 

October 31, 

2013 

(in millions) 
19
9
25
53

$ 

$ 

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Components  of  net  periodic  cost.    The  company  uses  alternate  methods  of  amortization  as  allowed  by  the 

authoritative guidance which amortizes the actuarial gains and losses on a consistent basis for the years presented. 

For U.S. Plans, gains and losses are amortized over the average future working lifetime. For most Non-U.S. Plans and 

U.S. Post-Retirement Benefit Plans, gains and losses are amortized using a separate layer for each year's gains and 

losses.  For  the  years  ended  October 31,  2013,  2012  and  2011,  components  of  net  periodic  benefit  cost  and  other 

amounts recognized in other comprehensive income were comprised of: 

Pensions

U.S. Plans 

Non-U.S. Plans 

U.S. Post-Retirement Benefit 

Plans 

2012 

2013 

2012 

2011 

2013 

2012 

2011 

2013 

2011 

(in millions) 

Amortization of prior service benefit 

(12)   

Net periodic benefit cost (benefit) 

Service cost — benefits earned 

during the period 

Interest cost on benefit obligation 

Expected return on plan assets 

Amortization of net actuarial loss 

Net periodic benefit cost (benefit) 

Curtailments and settlements 

Total periodic benefit cost (benefit) 
Other changes in plan assets and 
benefit obligations recognized in 
other comprehensive (income) loss 

Prior service cost (benefit) 

Amortization of prior service benefit 

Foreign currency 

Total recognized in other 
comprehensive (income) loss 
Total recognized in net periodic benefit 
cost (benefit) and other comprehensive 
(income) loss 

$ 

 $ 

$

$

 $ 

(21)   $ 

(20)

$

$ 

 $ 

$

$

$

$

 $ 

 $ 

$

(51)   

44

24

13

18

—

18

—

12

—

40

27

(46)

7

(12)

16

—

16

69

(7)

—

12

—

42

28

(44)

4

(12)

18

(1)

17

31

(4)

—

12

—

$

$

36

68

(97)

55

(1)

61

—

61

(85)

(55)

—

1

2

$

$

$

$

(94)   

(20)   

(1)   

4

12

18

(35)   

(21)   

—

3

15

(19)

16

(35)

(20)

—

22

(16)

—

35

—

3

21

(21)

14

(26)

(9)

—

(9)

(14)

(194)

26

—

—

35

—

32

72

40

49

—

49

6

1

11

33

74

(92)

42

(1)

56

—

56

(42)

—

1

(5)

$

$

$  (123)   $ 

74

39

$ (137)

$ 168

18

 $ 

(40)   $ 

41

$ (170)

$  (105)   $ 

90

56

$

(76)

$ 224

67

 $ 

(61)   $ 

21

$ (179)

Net actuarial (gain) loss 

$  (122)   $ 

Amortization of net actuarial loss 

(13)   

$ 214

$

40

 $ 

(57)   $ 

$

12

(40)   

(18)   

In  2011,  due  to  payments  exceeding  the  sum  of  service  cost  plus  interest  cost  in  the  U.S.  Supplemental 

Benefits  Retirement  Plan,  we  recorded  a  $1  million  settlement  gain  in  the  income  statement  as  required  by 

authoritative guidance. 

15. Retirement Plans and Post Retirement Pension Plans 

General.    Substantially  all  of  our  employees  are  covered  under  various  defined  benefit  and/or  defined 
contribution retirement plans. Additionally, we sponsor post-retirement health care benefits for our eligible U.S. 
employees. 

Agilent  provides  U.S.  employees,  who  meet  eligibility  criteria  under  the  Agilent  Technologies, Inc. 
Retirement Plan ("RP"), defined benefits which are based on an employee's base or target pay during the years of 
employment and on length of service. For eligible service through October 31, 1993, the benefit payable under 
the  Agilent  Retirement  Plan  is  reduced  by  any  amounts  due  to  the  eligible  employee  under  our  defined 
contribution Deferred Profit-Sharing Plan ("DPSP"), which was closed to new participants as of November 1993. 

In  addition,  in  the  U.S.,  Agilent  maintains  the  Supplemental  Benefits  Retirement  Plan  ("SBRP"),  a 
supplemental unfunded non-qualified defined benefit plan to provide benefits that would be provided under the 
RP but for limitations imposed by the Internal Revenue Code. The RP and the SBRP comprise the "U.S. Plans". 

As of October 31, 2013 and 2012, the fair value of plan assets of the DPSP for U.S. Agilent Employees 
was $552 million and $534 million, respectively. Note that the projected benefit obligation for the DPSP equals 
the fair value of plan assets. 

Eligible employees outside the U.S. generally receive retirement benefits under various retirement plans 
based  upon  factors  such  as  years  of  service  and/or  employee  compensation  levels.  Eligibility  is  generally 
determined in accordance with local statutory requirements. 

401(k)  defined  contribution  plan.    Eligible  U.S.  employees  may  participate 

the  Agilent 
Technologies, Inc.  401(k)  Plan  (the  "401(k)  Plan").  Enrollment  in  the  401(k)  Plan  is  automatic  for  employees 
who meet eligibility requirements unless they decline participation. Under the 401(k) Plan, we provide matching 
contributions to employees up to a maximum of 4 percent of an employee's annual eligible compensation. The 
maximum contribution to the 401(k) Plan is 50 percent of an employee's annual eligible compensation, subject to 
regulatory limitations. The 401(k) Plan employer expense included in income from operations was $25 million in 
2013, $25 million in 2012 and $24 million in 2011. 

in 

Post-retirement medical benefit plans.    In addition to receiving retirement benefits, U.S. employees who 
meet eligibility requirements as of their termination date may participate in the Agilent Technologies, Inc. Health 
Plan for Retirees. Eligible retirees who were less than age 50 as of January 1, 2005 and who retire after age 55 
with 15 or more years of service are eligible for a fixed amount which can be utilized to pay for either Agilent 
sponsored  plans  and/or  individual  medicare  plans.  Eligible  retirees  who  were  at  least  age  50  as  of  January 1, 
2005  and  who  retire  after  age  55  with  15  or  more  years  of  service  currently  choose  from  managed-care, 
indemnity options or individual medicare plans, with the company subsidization level or stipend dependent on a 
number of factors including eligibility and length of service. See Plan Amendments below for changes to these 
benefits. 

Plan Amendments.   On April 1, 2011, changes to the Agilent Technologies, Inc. Health Plan for Retirees 
were approved. Effective January 1, 2012, employees who were at least age 50 as of January 1, 2005 and who 
retire  after  age  55  with  15  or  more  years  of  service  are  eligible  for  fixed  dollar  subsidies  and  stipends. 
Grandfathered  retirees  receive  a  fixed  monthly  subsidy  toward  pre-65  premium  costs  (subsidy  capped  at  2011 
levels)  and  a  fixed  monthly  stipend  post-65.  The  subsidy  amounts  will  not  increase.  In  connection  with  these 
changes, we reduced our Accumulated Prospective Benefit Obligation by $194 million with the offset going to 
accumulated other comprehensive income. 

62

             
  
 
  
 
 
 
  
    
  
  
  
  
    
    
  
 
 
 
 
 
 
 
 
  
    
  
  
  
  
    
    
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15. Retirement Plans and Post Retirement Pension Plans 

General.    Substantially  all  of  our  employees  are  covered  under  various  defined  benefit  and/or  defined 

contribution retirement plans. Additionally, we sponsor post-retirement health care benefits for our eligible U.S. 

employees. 

Agilent  provides  U.S.  employees,  who  meet  eligibility  criteria  under  the  Agilent  Technologies, Inc. 

Retirement Plan ("RP"), defined benefits which are based on an employee's base or target pay during the years of 

employment and on length of service. For eligible service through October 31, 1993, the benefit payable under 

the  Agilent  Retirement  Plan  is  reduced  by  any  amounts  due  to  the  eligible  employee  under  our  defined 

contribution Deferred Profit-Sharing Plan ("DPSP"), which was closed to new participants as of November 1993. 

In  addition,  in  the  U.S.,  Agilent  maintains  the  Supplemental  Benefits  Retirement  Plan  ("SBRP"),  a 

supplemental unfunded non-qualified defined benefit plan to provide benefits that would be provided under the 

RP but for limitations imposed by the Internal Revenue Code. The RP and the SBRP comprise the "U.S. Plans". 

As of October 31, 2013 and 2012, the fair value of plan assets of the DPSP for U.S. Agilent Employees 

was $552 million and $534 million, respectively. Note that the projected benefit obligation for the DPSP equals 

the fair value of plan assets. 

Eligible employees outside the U.S. generally receive retirement benefits under various retirement plans 

based  upon  factors  such  as  years  of  service  and/or  employee  compensation  levels.  Eligibility  is  generally 

determined in accordance with local statutory requirements. 

401(k)  defined  contribution  plan.    Eligible  U.S.  employees  may  participate 

in 

the  Agilent 

Technologies, Inc.  401(k)  Plan  (the  "401(k)  Plan").  Enrollment  in  the  401(k)  Plan  is  automatic  for  employees 

who meet eligibility requirements unless they decline participation. Under the 401(k) Plan, we provide matching 

contributions to employees up to a maximum of 4 percent of an employee's annual eligible compensation. The 

maximum contribution to the 401(k) Plan is 50 percent of an employee's annual eligible compensation, subject to 

regulatory limitations. The 401(k) Plan employer expense included in income from operations was $25 million in 

2013, $25 million in 2012 and $24 million in 2011. 

Post-retirement medical benefit plans.    In addition to receiving retirement benefits, U.S. employees who 

meet eligibility requirements as of their termination date may participate in the Agilent Technologies, Inc. Health 

Plan for Retirees. Eligible retirees who were less than age 50 as of January 1, 2005 and who retire after age 55 

with 15 or more years of service are eligible for a fixed amount which can be utilized to pay for either Agilent 

sponsored  plans  and/or  individual  medicare  plans.  Eligible  retirees  who  were  at  least  age  50  as  of  January 1, 

2005  and  who  retire  after  age  55  with  15  or  more  years  of  service  currently  choose  from  managed-care, 

indemnity options or individual medicare plans, with the company subsidization level or stipend dependent on a 

number of factors including eligibility and length of service. See Plan Amendments below for changes to these 

benefits. 

Plan Amendments.   On April 1, 2011, changes to the Agilent Technologies, Inc. Health Plan for Retirees 

were approved. Effective January 1, 2012, employees who were at least age 50 as of January 1, 2005 and who 

retire  after  age  55  with  15  or  more  years  of  service  are  eligible  for  fixed  dollar  subsidies  and  stipends. 

Grandfathered  retirees  receive  a  fixed  monthly  subsidy  toward  pre-65  premium  costs  (subsidy  capped  at  2011 

levels)  and  a  fixed  monthly  stipend  post-65.  The  subsidy  amounts  will  not  increase.  In  connection  with  these 

changes, we reduced our Accumulated Prospective Benefit Obligation by $194 million with the offset going to 

accumulated other comprehensive income. 

Components  of  net  periodic  cost.    The  company  uses  alternate  methods  of  amortization  as  allowed  by  the 
authoritative guidance which amortizes the actuarial gains and losses on a consistent basis for the years presented. 
For U.S. Plans, gains and losses are amortized over the average future working lifetime. For most Non-U.S. Plans and 
U.S. Post-Retirement Benefit Plans, gains and losses are amortized using a separate layer for each year's gains and 
losses.  For  the  years  ended  October 31,  2013,  2012  and  2011,  components  of  net  periodic  benefit  cost  and  other 
amounts recognized in other comprehensive income were comprised of: 

Pensions

U.S. Plans 

Non-U.S. Plans 

U.S. Post-Retirement Benefit 
Plans 

2013 

2012 

2011 

2013 

2012 

2011 

2013 

2012 

2011 

(in millions) 

Net periodic benefit cost (benefit) 
Service cost — benefits earned 
during the period 
Interest cost on benefit obligation 
Expected return on plan assets 
Amortization of net actuarial loss 
Amortization of prior service benefit 

Net periodic benefit cost (benefit) 
Curtailments and settlements 
Total periodic benefit cost (benefit) 
Other changes in plan assets and 
benefit obligations recognized in 
other comprehensive (income) loss 

$ 

$ 

 $ 

44
24
(51)   
13
(12)   
18
—
18

 $ 

40
27
(46)
7
(12)
16
—
16

Net actuarial (gain) loss 
Amortization of net actuarial loss 
Prior service cost (benefit) 
Amortization of prior service benefit 
Foreign currency 

$  (122)   $ 
(13)   
—
12
—

69
(7)
—
12
—

Total recognized in other 
comprehensive (income) loss 
Total recognized in net periodic benefit 
cost (benefit) and other comprehensive 
(income) loss 

$  (123)   $ 

74

$  (105)   $ 

90

$

$

$

$

$

$

$

$

42
28
(44)
4
(12)
18
(1)
17

31
(4)
—
12
—

36
68
(97)
55
(1)
61
—
61

$

$

33
74
(92)
42
(1)
56
—
56

(85)
(55)
—
1
2

$ 214
(42)
—
1
(5)

39

$ (137)

$ 168

56

$

(76)

$ 224

$

$

$

$

$

 $ 

32
72
(94)   
40
(1)   
49
—
49

 $ 

 $ 

4
12
(20)   
18
(35)   
(21)   
—
(21)   $ 

3
15
(19)
16
(35)
(20)
—
(20)

 $ 

40
(40)   
6
1
11

(57)   $ 
(18)   
—
35
—

22
(16)
—
35
—

$

$

$

3
21
(21)
14
(26)
(9)
—
(9)

12
(14)
(194)
26
—

18

 $ 

(40)   $ 

41

$ (170)

67

 $ 

(61)   $ 

21

$ (179)

In  2011,  due  to  payments  exceeding  the  sum  of  service  cost  plus  interest  cost  in  the  U.S.  Supplemental 
Benefits  Retirement  Plan,  we  recorded  a  $1  million  settlement  gain  in  the  income  statement  as  required  by 
authoritative guidance. 

62

63

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Funded  status.    As  of  October 31,  2013  and  2012,  the  funded  status  of  the  defined  benefit  and  post-

retirement benefit plans was: 

U.S. Defined 
Benefit Plans 

Non-U.S. Defined 
Benefit Plans 

U.S. 
Post-Retirement 
Benefit Plans 

2013 

2012 

2013 

2012 

2013 

2012 

(in millions) 

Change in fair value of plan assets: 
Fair value — beginning of year 
Actual return on plan assets 
Employer contributions 
Participants' contributions 
Benefits paid 
Currency impact 

Fair value — end of year 
Change in benefit obligation: 

Benefit obligation — beginning of year 
Service cost 
Interest cost 
Participants' contributions 
Plan amendment 
Actuarial (gain) loss 
Benefits paid 
Curtailments 
Currency impact 

Benefit obligation — end of year 

Overfunded (underfunded) status of PBO 

Amounts recognized in the consolidated balance sheet 
consist of: 
Other assets 
Employee compensation and benefits 
Retirement and post-retirement benefits 
Net asset (liability) 
Amounts Recognized in Accumulated Other 
Comprehensive Income (loss): 
Actuarial (gains) losses 
Prior service costs (benefits) 
Total 

$

$

$

$
$

$

$

$

$

654
132
30
—
(34)
—
782

771
44
24
—
—
(41)
(35)
—
—
763
19

34
(2)
(13)
19

(8)
(67)
(75)

$

$

$

$
$

578
65
30
—
(19)
—
654

637
40
27
—
—
87
(20)
—
—
771
(117)

$ 1,801
267
89
1
(49)
(64)
$ 2,045

$ 2,117
36
68
1
—
85
(49)
—
(59)
$ 2,199
$

 $ 

$ 1,684 
158 
54 
— 
(46)   
(49)   

$ 1,801 

 $ 

 $ 

$ 1,830 
33 
74 
— 
— 
280 
(46)   
— 
(54)   

$ 2,117 

 $ 
(316)   $ 

(154) $

261
47
1
—
(21)
—
288

343
4
12
—
—
(31)
(21)
—
—
307
(19)

$

$

$

$
$

258
25
—
—
(22)
—
261

319
3
15
—
—
28
(22)
—
—
343
(82)

$ — $

(2)
(115)
(117)

127
(79)
48

$

$

$

$

$

$

60
—
(214)
(154) $

$ — 
— 
(316)   
(316)   $ 

 $  — $ —
—
(82)
(82)

—
(19)
(19)

$

525
(4)
521

$

$

683 

 $ 

(8)   

675 

 $ 

119
(183)
(64)

$

$

194
(218)
(24)

The amounts in accumulated other comprehensive income expected to be recognized as components of net 

expense during 2014 are as follows: 

Amortization of net prior service cost (benefit)
Amortization of actuarial net loss (gain) 

$
$

(12) $
(1) $

(in millions) 

(1)   $ 
 $ 
45

(35)
14

U.S. Defined 
Benefit Plans 

Non-U.S. Defined 
Benefit Plans 

U.S. Post-Retirement
Benefit Plans 

Investment  policies  and  strategies  as  of  October 31,  2013,  2012  and  2011.    In  the  U.S.,  our  Agilent 
Retirement Plan and post-retirement benefit target asset allocations are approximately 80 percent to equities and 
approximately  20  percent  to  fixed  income  investments.  Our  DPSP  target  asset  allocation  is  approximately  60 
percent to equities and approximately 40 percent to fixed income investments. Approximately, 5 percent of our 

64

U.S. equity portfolio consists of limited partnerships. The general investment objective for all our plan assets is 

to obtain the optimum rate of investment return on the total investment portfolio consistent with the assumption 

of a reasonable level of risk. Specific investment objectives for the plans' portfolios are to: maintain and enhance 

the  purchasing  power  of  the  plans'  assets;  achieve  investment  returns  consistent  with  the  level  of  risk  being 

taken;  and  earn  performance  rates  of  return  in  accordance  with  the  benchmarks  adopted  for  each  asset  class. 

Outside the U.S., our target asset allocation is from 37 to 60 percent to equities, from 40 to 60 percent to fixed 

income  investments,  and  from  zero  to  6 percent  to  real  estate  investments  and  from  zero  to  7 percent  to  cash, 

depending on the plan. All plans' assets are broadly diversified. Due to fluctuations in equity markets, our actual 

allocations of plan assets at October 31, 2013 and 2012 differ from the target allocation. Our policy is to bring 

the actual allocation in line with the target allocation. 

Equity securities include exchange-traded common stock and preferred stock of companies from broadly 

diversified industries. Fixed income securities include a global portfolio of corporate bonds of companies from 

diversified  industries,  government  securities,  mortgage-backed  securities,  asset-backed  securities,  derivative 

instruments and other. Other investments include a group trust consisting primarily of private equity partnerships 

as well as other investments. Portions of the cash and cash equivalent, equity, and fixed income investments are 

held in commingled funds. 

Fair  Value.    The  measurement  of  the  fair  value  of  pension  and  post-retirement  plan  assets  uses  the 

valuation methodologies and the inputs as described in Note 12. 

Cash and Cash Equivalents - Cash and cash equivalents consist of short-term investment funds. The funds 

also  invest  in  short-term  domestic  fixed  income  securities  and  other  securities  with  debt-like  characteristics 

emphasizing short-term maturities and quality. Cash and cash equivalents are classified as Level 1 investments 

except when the cash and cash equivalents are held in commingled funds, which have a daily net value derived 

from quoted prices for the underlying securities in active markets; these are classified as Level 2 investments. 

Equity - Some equity securities consisting of common and preferred stock are held in commingled funds, 

which  have  daily  net  asset  values  derived  from  quoted  prices  for  the  underlying  securities  in  active  markets; 

these are classified as Level 2 investments.  Commingled funds which have quoted prices in active markets are 

classified as Level 1 investments. 

Fixed Income - Some of the fixed income securities are held in commingled funds, which have daily net 

asset  values  derived  from  the  underlying  securities;  these  are  classified  as  Level 2  investments.    Commingled 

funds which have quoted prices in active markets are classified as Level 1 investments. 

Other Investments - Other investments includes property based pooled vehicles which invest in real estate. 

Market  net  asset  values  are  regularly  published  in  the  financial  press  or  on  corporate  websites  and  so  these 

investments are classified as Level 2. Other investments also includes partnership investments where, due to their 

private nature, pricing inputs are not readily observable. Asset valuations are developed by the general partners 

that manage the partnerships. These valuations are based on proprietary appraisals, application of public market 

multiples to private company cash flows, utilization of market transactions that provide valuation information for 

comparable companies and other methods. Holdings of limited partnerships are classified as Level 3. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
 
  
  
  
  
  
    
  
 
 
 
    
 
 
 
 
 
 
  
  
  
  
    
  
 
  
  
  
  
    
  
 
 
 
 
 
  
 
Funded  status.    As  of  October 31,  2013  and  2012,  the  funded  status  of  the  defined  benefit  and  post-

retirement benefit plans was: 

Benefit obligation — end of year 

Overfunded (underfunded) status of PBO 

Amounts recognized in the consolidated balance sheet 

771

$ 2,199

$ 2,117 

 $ 

(117)

$

(154) $

(316)   $ 

Change in fair value of plan assets: 

Fair value — beginning of year 

Actual return on plan assets 

Employer contributions 

Participants' contributions 

Benefits paid 

Currency impact 

Fair value — end of year 

Change in benefit obligation: 

Benefit obligation — beginning of year 

Service cost 

Interest cost 

Participants' contributions 

Plan amendment 

Actuarial (gain) loss 

Benefits paid 

Curtailments 

Currency impact 

consist of: 

Other assets 

Employee compensation and benefits 

Retirement and post-retirement benefits 

Net asset (liability) 

Amounts Recognized in Accumulated Other 

Comprehensive Income (loss): 

Actuarial (gains) losses 

Prior service costs (benefits) 

Total 

U.S. Defined 

Benefit Plans 

Non-U.S. Defined 

Benefit Plans 

U.S. 

Post-Retirement 

Benefit Plans 

2013 

2012 

2013 

2012 

2013 

2012 

(in millions) 

$

578

$ 1,801

$ 1,684 

 $ 

261

$

258

$ 2,045

$ 1,801 

 $ 

637

$ 2,117

$ 1,830 

 $ 

343

65

30

—

(19)

—

654

40

27

—

—

87

—

—

(20)

267

89

1

(49)

(64)

36

68

1

—

85

(49)

—

(59)

158 

54 

— 

(46)   

(49)   

33 

74 

— 

— 

280 

(46)   

— 

(54)   

$ — $

$ — 

 $  — $ —

60

—

(214)

— 

(316)   

$

(154) $

(316)   $ 

(2)

(115)

(117)

127

(79)

48

$

$

525

(4)

521

$

$

683 

 $ 

(8)   

675 

 $ 

119

(183)

(64)

194

(218)

(24)

25

—

—

(22)

—

261

319

3

15

—

—

28

—

—

(22)

343

(82)

—

(82)

(82)

47

1

—

(21)

—

288

4

12

—

—

(31)

(21)

—

—

307

(19)

—

(19)

(19)

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

654

132

30

—

(34)

—

782

771

44

24

—

—

(41)

(35)

—

—

763

19

34

(2)

(13)

19

(8)

(67)

(75)

64

The amounts in accumulated other comprehensive income expected to be recognized as components of net 

expense during 2014 are as follows: 

Amortization of net prior service cost (benefit)

Amortization of actuarial net loss (gain) 

$

$

(12) $

(1) $

(in millions) 

(1)   $ 

45

 $ 

(35)

14

U.S. Defined 

Benefit Plans 

Non-U.S. Defined 

U.S. Post-Retirement

Benefit Plans 

Benefit Plans 

Investment  policies  and  strategies  as  of  October 31,  2013,  2012  and  2011.    In  the  U.S.,  our  Agilent 

Retirement Plan and post-retirement benefit target asset allocations are approximately 80 percent to equities and 

approximately  20  percent  to  fixed  income  investments.  Our  DPSP  target  asset  allocation  is  approximately  60 

percent to equities and approximately 40 percent to fixed income investments. Approximately, 5 percent of our 

U.S. equity portfolio consists of limited partnerships. The general investment objective for all our plan assets is 
to obtain the optimum rate of investment return on the total investment portfolio consistent with the assumption 
of a reasonable level of risk. Specific investment objectives for the plans' portfolios are to: maintain and enhance 
the  purchasing  power  of  the  plans'  assets;  achieve  investment  returns  consistent  with  the  level  of  risk  being 
taken;  and  earn  performance  rates  of  return  in  accordance  with  the  benchmarks  adopted  for  each  asset  class. 
Outside the U.S., our target asset allocation is from 37 to 60 percent to equities, from 40 to 60 percent to fixed 
income  investments,  and  from  zero  to  6 percent  to  real  estate  investments  and  from  zero  to  7 percent  to  cash, 
depending on the plan. All plans' assets are broadly diversified. Due to fluctuations in equity markets, our actual 
allocations of plan assets at October 31, 2013 and 2012 differ from the target allocation. Our policy is to bring 
the actual allocation in line with the target allocation. 

Equity securities include exchange-traded common stock and preferred stock of companies from broadly 
diversified industries. Fixed income securities include a global portfolio of corporate bonds of companies from 
diversified  industries,  government  securities,  mortgage-backed  securities,  asset-backed  securities,  derivative 
instruments and other. Other investments include a group trust consisting primarily of private equity partnerships 
as well as other investments. Portions of the cash and cash equivalent, equity, and fixed income investments are 
held in commingled funds. 

Fair  Value.    The  measurement  of  the  fair  value  of  pension  and  post-retirement  plan  assets  uses  the 

valuation methodologies and the inputs as described in Note 12. 

Cash and Cash Equivalents - Cash and cash equivalents consist of short-term investment funds. The funds 
also  invest  in  short-term  domestic  fixed  income  securities  and  other  securities  with  debt-like  characteristics 
emphasizing short-term maturities and quality. Cash and cash equivalents are classified as Level 1 investments 
except when the cash and cash equivalents are held in commingled funds, which have a daily net value derived 
from quoted prices for the underlying securities in active markets; these are classified as Level 2 investments. 

Equity - Some equity securities consisting of common and preferred stock are held in commingled funds, 
which  have  daily  net  asset  values  derived  from  quoted  prices  for  the  underlying  securities  in  active  markets; 
these are classified as Level 2 investments.  Commingled funds which have quoted prices in active markets are 
classified as Level 1 investments. 

Fixed Income - Some of the fixed income securities are held in commingled funds, which have daily net 
asset  values  derived  from  the  underlying  securities;  these  are  classified  as  Level 2  investments.    Commingled 
funds which have quoted prices in active markets are classified as Level 1 investments. 

Other Investments - Other investments includes property based pooled vehicles which invest in real estate. 
Market  net  asset  values  are  regularly  published  in  the  financial  press  or  on  corporate  websites  and  so  these 
investments are classified as Level 2. Other investments also includes partnership investments where, due to their 
private nature, pricing inputs are not readily observable. Asset valuations are developed by the general partners 
that manage the partnerships. These valuations are based on proprietary appraisals, application of public market 
multiples to private company cash flows, utilization of market transactions that provide valuation information for 
comparable companies and other methods. Holdings of limited partnerships are classified as Level 3. 

65

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The  following  tables  present  the  fair  value  of  U.S.  Defined  Benefit  Plans  assets  classified  under  the 

appropriate level of the fair value hierarchy as of October 31, 2013 and 2012. 

Fair Value Measurement 
at October 31, 2013 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

Significant 
Unobservable 
Inputs 
(Level 3) 

October 31,  
2013 

Cash and Cash Equivalents 
Equity 
Fixed Income 
Other Investments 

$ 

Total assets measured at fair value 

$ 

8
616
139
19
782

$

$

(in millions) 

1
191
17
2
211

$

$

7 
425 
122 
— 
554 

 $ 

 $ 

—
—
—
17
17

Fair Value Measurement 
at October 31, 2012 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

Significant 
Unobservable 
Inputs 
(Level 3) 

October 31,  
2012 

Cash and Cash Equivalents 
Equity 
Fixed Income 
Other Investments 

Total assets measured at fair value 

$

$

8
486
137
23
654

$

$

(in millions) 

1
134
15
2
152

$

$

7 
352 
122 
— 
481 

 $ 

 $ 

—
—
—
21
21

For U.S. Defined Benefit Plans assets measured at fair value using significant unobservable inputs 

(level 3), the following table summarizes the change in balances during 2013 and 2012: 

Years Ended 
October 31. 

2013 

2012 

The following tables present the fair value of U.S. Post-Retirement Benefit Plans assets classified under 

the appropriate level of the fair value hierarchy as of October 31, 2013 and 2012. 

Fair Value Measurement at 

October 31, 2013 Using 

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

Significant 

Unobservable 

Inputs 

(Level 3) 

October 31,  

2013 

(in millions) 

2

68

6

1

77

$

$

3 

 $ 

152 

46 

— 

201 

 $ 

Fair Value Measurement 

at October 31, 2012 Using 

(in millions) 

2

52

6

1

61

$

$

3 

 $ 

137 

48 

— 

188 

 $ 

—

—

—

10

10

—

—

—

12

12

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

Significant 

Unobservable 

Inputs 

(Level 3) 

October 31,  

2012 

5

220

52

11

5

189

54

13

Cash and Cash Equivalents 

$ 

$

Equity 

Fixed Income 

Other Investments 

Total assets measured at fair value 

$ 

288

$

Cash and Cash Equivalents 

$ 

$

Equity 

Fixed Income 

Other Investments 

Total assets measured at fair value 

$ 

261

$

 $ 

21 
4 
(2)   
(6)   
— 
17 

 $ 

26
3
(2)
(6)
—
21

Balance, beginning of year 

Realized gains 
Unrealized gains/(losses) 
Purchases, sales, issuances, and settlements
Transfers in (out) 
Balance, end of year 

$

$

66

 
 
 
 
 
  
  
  
 
  
 
 
 
 
 
  
  
  
 
  
 
 
 
 
 
 
 
 
 
 
  
  
  
 
  
 
 
 
 
 
  
  
  
 
  
 
 
 
 
 
  
  
 
 
 
The  following  tables  present  the  fair  value  of  U.S.  Defined  Benefit  Plans  assets  classified  under  the 

appropriate level of the fair value hierarchy as of October 31, 2013 and 2012. 

Fair Value Measurement 

at October 31, 2013 Using 

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

Significant 

Unobservable 

Inputs 

(Level 3) 

October 31,  

2013 

Cash and Cash Equivalents 

$ 

Equity 

Fixed Income 

Other Investments 

8

616

139

19

782

$

$

Total assets measured at fair value 

$ 

211

$

 $ 

(in millions) 

$

1

191

17

2

7 

 $ 

425 

122 

— 

554 

Fair Value Measurement 

at October 31, 2012 Using 

Cash and Cash Equivalents 

Equity 

Fixed Income 

Other Investments 

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

Significant 

Unobservable 

Inputs 

(Level 3) 

October 31,  

2012 

$

$

8

486

137

23

654

$

$

(in millions) 

$

1

134

15

2

7 

 $ 

352 

122 

— 

481 

Total assets measured at fair value 

152

$

 $ 

For U.S. Defined Benefit Plans assets measured at fair value using significant unobservable inputs 

(level 3), the following table summarizes the change in balances during 2013 and 2012: 

—

—

—

17

17

—

—

—

21

21

Balance, beginning of year 

Realized gains 

Unrealized gains/(losses) 

Transfers in (out) 

Balance, end of year 

Purchases, sales, issuances, and settlements

Years Ended 

October 31. 

2013 

2012 

 $ 

21 

4 

(2)   

(6)   

— 

17 

 $ 

26

3

(2)

(6)

—

21

$

$

The following tables present the fair value of U.S. Post-Retirement Benefit Plans assets classified under 

the appropriate level of the fair value hierarchy as of October 31, 2013 and 2012. 

Fair Value Measurement at 
October 31, 2013 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

Significant 
Unobservable 
Inputs 
(Level 3) 

October 31,  
2013 

Cash and Cash Equivalents 
Equity 
Fixed Income 
Other Investments 

$ 

Total assets measured at fair value 

$ 

5
220
52
11
288

$

$

(in millions) 

2
68
6
1
77

$

$

3 
152 
46 
— 
201 

 $ 

 $ 

—
—
—
10
10

Fair Value Measurement 
at October 31, 2012 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

Significant 
Unobservable 
Inputs 
(Level 3) 

October 31,  
2012 

Cash and Cash Equivalents 
Equity 
Fixed Income 
Other Investments 

$ 

Total assets measured at fair value 

$ 

5
189
54
13
261

$

$

(in millions) 

2
52
6
1
61

$

$

3 
137 
48 
— 
188 

 $ 

 $ 

—
—
—
12
12

66

67

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For U.S. Post-Retirement Benefit Plans assets measured at fair value using significant unobservable inputs 

(level 3), the following table summarizes the change in balances during 2013 and 2012: 

The  table  below  presents  the  combined  projected  benefit  obligation  ("PBO"),  accumulated  benefit 

obligation  ("ABO")  and  fair  value  of  plan  assets,  grouping  plans  using  comparisons  of  the  PBO  and  ABO 

relative to the plan assets as of October 31, 2013 or 2012. 

Years Ended 
October 31, 

2013 

2012 

Balance, beginning of year 

Realized gains 
Unrealized gains/(losses) 
Purchases, sales, issuances, and settlements 
Transfers in (out) 
Balance, end of year 

$

$

 $ 

12 
2 
(1)   
(3)   
— 
10 

 $ 

15
2
(1)
(4)
—
12

The following tables present the fair value of non-U.S. Defined Benefit Plans assets classified under the 

appropriate level of the fair value hierarchy as of October 31, 2013 and 2012: 

Fair Value Measurement at 
October 31, 2013 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

Significant 
Unobservable 
Inputs 
(Level 3) 

October 31,  
2013 

Cash and Cash Equivalents 
Equity 
Fixed Income 
Other Investments 

$ 

Total assets measured at fair value 

$ 

10
1,078
919
38
2,045

$

$

(in millions) 

10
296
24
—
330

$

$

— 
782 
895 
38 
1,715 

 $ 

 $ 

—
—
—
—
—

Fair Value Measurement 
at October 31, 2012 Using 

Quoted Prices 
in Active 
Markets for 
Identical Assets 
(Level 1) 

Significant 
Other 
Observable 
Inputs 
(Level 2) 

Significant 
Unobservable 
Inputs 
(Level 3) 

(in millions) 

3
226
19
—
248

$

$

— 
635 
881 
37 
1,553 

 $ 

 $ 

—
—
—
—
—

October 31,  
2012 

$

$

3
861
900
37
1,801

$

$

Cash and Cash Equivalents 
Equity 
Fixed Income 
Other Investments 

Total assets measured at fair value 

For non-U.S. Defined Benefit Plans, there was no activity relating to assets measured at fair value using 

significant unobservable inputs (level 3) during fiscal year 2013 and 2012. 

68

2013 

2012 

Benefit 

Obligation 

PBO 

Fair Value of 

Plan Assets 

Benefit 

Obligation 

PBO 

Fair Value of 

Plan Assets 

(in millions) 

—  

782 

782  

 $ 

 $ 

771 

—  

771 

563 

—  

2,045  

 $ 

2,117 

ABO 

—  

 $ 

782 

782  

 $ 

749 

—  

749 

15

748

763

14

716

730

502

$

2,199

ABO 

$

$

$

$

$

$

$

$

$

$

$

$

$

$

1,533

1,380  

 $ 

2,034 

590

$

2,123

665 

—  

2,045  

 $ 

2,034 

654

—

654

1,801

—

1,801

654

—

654

1,801

—

1,801

$

$

$

$

$

$

$

$

24

24

25

24

24

116

U.S. defined benefit plans where PBO exceeds the fair value of plan 

U.S. defined benefit plans where fair value of plan assets exceeds PBO 

Non-U.S. defined benefit plans where PBO exceeds or is equal to the 

fair value of plan assets 

Non-U.S. defined benefit plans where fair value of plan assets exceeds 

1,697

1,482  

 $ 

2,117 

assets 

Total 

PBO 

Total 

assets 

ABO 

Total 

ABO 

Total 

U.S. defined benefit plans where ABO exceeds the fair value of plan 

U.S. defined benefit plans where the fair value of plan assets exceeds 

Non-U.S. defined benefit plans where ABO exceeds or is equal to the 

fair value of plan assets 

Non-U.S. defined benefit plans where fair value of plan assets exceeds 

Contributions and estimated future benefit payments.    During fiscal year 2014, we expect to contribute 

$30 million to the U.S. defined benefit plans, $71 million to plans outside the U.S., and $2 million to the Post-

retirement Medical Plans. The following table presents expected future benefit payments for the next 10 years. 

U.S. Defined 

Benefit Plans 

Non-U.S. Defined 

Benefit Plans 

U.S. Post-Retirement

Benefit Plans 

(in millions) 

2014 $

2015 $

2016 $

2017 $

2018 $

$

41

44

49

56

57

362

$

$

$

$

$

$

51 

56 

60 

62 

70 

448 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

2019 - 2023 

Assumptions.    The  assumptions  used  to  determine  the  benefit  obligations  and  expense  for  our  defined 

benefit  and  post-retirement  benefit  plans  are  presented  in  the  tables  below.  The  expected  long-term  return  on 

assets  below  represents  an  estimate  of  long-term  returns  on  investment  portfolios  consisting  of  a  mixture  of 

equities, fixed income and alternative investments in proportion to the asset allocations of each of our plans. We 

consider long-term rates of return, which are weighted based on the asset classes (both historical and forecasted) 

in which we expect our pension and post-retirement funds to be invested. Discount rates reflect the current rate at 

which  pension  and  post-retirement  obligations  could  be  settled  based  on  the  measurement  dates  of  the  plans - 

October 31.  The  U.S.  discount  rates  at  October 31,  2013  and  2012  were  determined  based  on  the  results  of 

matching expected plan benefit payments with cash flows from a hypothetically constructed bond portfolio. The 

 
 
 
 
  
 
  
  
 
  
  
 
  
  
 
 
  
  
 
  
 
 
 
 
 
 
 
 
  
 
 
 
 
 
  
  
 
 
 
 
 
 
 
  
  
  
 
  
 
 
 
 
 
 
  
  
  
 
  
 
 
 
For U.S. Post-Retirement Benefit Plans assets measured at fair value using significant unobservable inputs 

(level 3), the following table summarizes the change in balances during 2013 and 2012: 

The  table  below  presents  the  combined  projected  benefit  obligation  ("PBO"),  accumulated  benefit 
obligation  ("ABO")  and  fair  value  of  plan  assets,  grouping  plans  using  comparisons  of  the  PBO  and  ABO 
relative to the plan assets as of October 31, 2013 or 2012. 

Balance, beginning of year 

Realized gains 

Unrealized gains/(losses) 

Transfers in (out) 

Balance, end of year 

Purchases, sales, issuances, and settlements 

Years Ended 

October 31, 

2013 

2012 

 $ 

12 

2 

(1)   

(3)   

— 

10 

 $ 

15

2

(1)

(4)

—

12

$

$

The following tables present the fair value of non-U.S. Defined Benefit Plans assets classified under the 

appropriate level of the fair value hierarchy as of October 31, 2013 and 2012: 

Fair Value Measurement at 

October 31, 2013 Using 

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

Significant 

Unobservable 

Inputs 

(Level 3) 

(in millions) 

$

10

296

24

—

 $ 

— 

782 

895 

38 

October 31,  

2013 

1,078

919

38

Cash and Cash Equivalents 

$ 

10

$

Equity 

Fixed Income 

Other Investments 

Total assets measured at fair value 

$ 

2,045

$

330

$

1,715 

 $ 

Fair Value Measurement 

at October 31, 2012 Using 

Quoted Prices 

in Active 

Markets for 

Identical Assets 

(Level 1) 

Significant 

Other 

Observable 

Inputs 

(Level 2) 

Significant 

Unobservable 

Inputs 

(Level 3) 

October 31,  

2012 

Cash and Cash Equivalents 

Equity 

Fixed Income 

Other Investments 

$

$

$

3

861

900

37

Total assets measured at fair value 

1,801

$

248

$

1,553 

 $ 

(in millions) 

$

3

226

19

—

 $ 

— 

635 

881 

37 

For non-U.S. Defined Benefit Plans, there was no activity relating to assets measured at fair value using 

significant unobservable inputs (level 3) during fiscal year 2013 and 2012. 

—

—

—

—

—

—

—

—

—

—

2013 

2012 

Benefit 
Obligation 

PBO 

Fair Value of 
Plan Assets 

Benefit 
Obligation 

PBO 

Fair Value of 
Plan Assets 

U.S. defined benefit plans where PBO exceeds the fair value of plan 
assets 
U.S. defined benefit plans where fair value of plan assets exceeds PBO 

Total 

Non-U.S. defined benefit plans where PBO exceeds or is equal to the 
fair value of plan assets 
Non-U.S. defined benefit plans where fair value of plan assets exceeds 
PBO 

Total 

U.S. defined benefit plans where ABO exceeds the fair value of plan 
assets 
U.S. defined benefit plans where the fair value of plan assets exceeds 
ABO 

Total 

Non-U.S. defined benefit plans where ABO exceeds or is equal to the 
fair value of plan assets 
Non-U.S. defined benefit plans where fair value of plan assets exceeds 
ABO 

Total 

$

$

$

$

$

$

$

$

15
748
763

1,697

502
2,199

ABO 

14

716
730

1,533

590
2,123

$

$

$

$

$

$

$

$

(in millions) 

—  
782 
782  

 $ 

 $ 

771 
—  
771 

1,482  

 $ 

2,117 

563 
2,045  

 $ 

—  
2,117 

ABO 

—  

 $ 

782 
782  

 $ 

749 

—  
749 

1,380  

 $ 

2,034 

665 
2,045  

 $ 

—  
2,034 

$

$

$

$

$

$

$

$

654
—
654

1,801

—
1,801

654

—
654

1,801

—
1,801

Contributions and estimated future benefit payments.    During fiscal year 2014, we expect to contribute 
$30 million to the U.S. defined benefit plans, $71 million to plans outside the U.S., and $2 million to the Post-
retirement Medical Plans. The following table presents expected future benefit payments for the next 10 years. 

U.S. Defined 
Benefit Plans 

Non-U.S. Defined 
Benefit Plans 

U.S. Post-Retirement
Benefit Plans 

(in millions) 

2014 $
2015 $
2016 $
2017 $
2018 $
$

41
44
49
56
57
362

$
$
$
$
$
$

51 
56 
60 
62 
70 
448 

 $ 
 $ 
 $ 
 $ 
 $ 
 $ 

24
24
25
24
24
116

2019 - 2023 

Assumptions.    The  assumptions  used  to  determine  the  benefit  obligations  and  expense  for  our  defined 
benefit  and  post-retirement  benefit  plans  are  presented  in  the  tables  below.  The  expected  long-term  return  on 
assets  below  represents  an  estimate  of  long-term  returns  on  investment  portfolios  consisting  of  a  mixture  of 
equities, fixed income and alternative investments in proportion to the asset allocations of each of our plans. We 
consider long-term rates of return, which are weighted based on the asset classes (both historical and forecasted) 
in which we expect our pension and post-retirement funds to be invested. Discount rates reflect the current rate at 
which  pension  and  post-retirement  obligations  could  be  settled  based  on  the  measurement  dates  of  the  plans - 
October 31.  The  U.S.  discount  rates  at  October 31,  2013  and  2012  were  determined  based  on  the  results  of 
matching expected plan benefit payments with cash flows from a hypothetically constructed bond portfolio. The 

68

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non-U.S.  rates  were  generally  based  on  published  rates  for  high-quality  corporate  bonds.  The  range  of 
assumptions that were used for the non-U.S. defined benefit plans reflects the different economic environments 
within various countries. 

Assumptions used to calculate the net periodic cost in each year were as follows: 

U.S. defined benefit plans: 

Discount rate 
Average increase in compensation levels 
Expected long-term return on assets 

Non-U.S. defined benefit plans: 

Discount rate 
Average increase in compensation levels 
Expected long-term return on assets 

U.S. post-retirement benefits plans: 

For years ended October 31, 

2013 

2012 

2011 

3.25% 
3.50% 
8.00% 

4.50% 
3.50% 
8.00% 

5.00% 
3.50% 
8.25% 

1.50-4.50% 
2.50-3.00% 
4.00-6.50% 

2.00-5.50% 
2.50-3.25% 
4.00-6.50% 

2.00-5.25% 
2.50-3.75% 
4.00-6.75% 

Discount rate 
Expected long-term return on assets 
Current medical cost trend rate 
Ultimate medical cost trend rate 
Medical cost trend rate decreases to ultimate rate in year 

3.50% 
8.00% 
9.00% 
3.50% 
2027 

4.75% 
8.00% 
9.00% 
4.50% 
2026 

5.50% 
8.25% 
10.00% 
4.75% 
2025 

Assumptions used to calculate the benefit obligation were as follows: 

U.S. defined benefit plans: 

Discount rate 
Average increase in compensation levels 

Non-U.S. defined benefit plans: 

Discount rate 
Average increase in compensation levels 

U.S. post-retirement benefits plans: 

Discount rate 
Current medical cost trend rate 
Ultimate medical cost trend rate 
Medical cost trend rate decreases to ultimate rate in year 

As of the Years Ending October 31, 

2013 

2012 

4.50% 
3.50% 

3.25% 
3.50% 

1.75-4.25% 
2.50-3.25% 

  1.50-4.50% 
  2.50-3.00% 

4.25% 
9.00% 
3.50% 
2028 

3.50% 
9.00% 
3.50% 
2027 

Health care trend rates do not have a significant effect on the total service and interest cost components or 
on the post-retirement benefit obligation amounts reported for the U.S. Post-Retirement Benefit Plan for the year 
ended October 31, 2013. 

16. Guarantees 

Standard Warranty 

We accrue for standard warranty costs based on historical trends in warranty charges as a percentage of 
net product shipments. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty 
cost  estimates.  Estimated  warranty  charges  are  recorded  within  cost  of  products  at  the  time  products  are  sold. 
The  standard  warranty  accrual  balances  are  held  in  other  accrued  and  other  long-term  liabilities  on  our 
consolidated balance sheet. Our standard warranty terms typically extend between one and three years from the 
date of delivery, depending on the product. 

70

A summary of the standard warranty accrual activity is shown in the table below. The standard warranty 

accrual balances are held in other accrued and other long-term liabilities. 

Balance as of October 31, 2012 and 2011 

Reserve acquired upon close of  Dako acquisition

Accruals for warranties including change in estimates

Settlements made during the period 

Balance as of October 31, 2013 and 2012 

Accruals for warranties due within one year 

Accruals for warranties due after one year 

Balance as of October 31, 2013 and 2012 

Indemnifications to Avago 

2013 

2012 

October 31, 

(in millions) 

60 

— 

92 

(83) 

69 

 $ 

 $ 

48 

21 

69  

 $ 

50

1

87

(78)

60

51

9

60

$

$

$

In  connection  with  the  sale  of  our  semiconductor  products  business  in  December  2005,  we  agreed  to 

indemnify Avago, its affiliates and other related parties against certain damages and expenses that it might incur 

in the future. The continuing indemnifications primarily cover damages and expenses relating to liabilities of the 

businesses that Agilent retained and did not transfer to Avago, as well as pre-closing taxes and other specified 

items. In our opinion, the fair value of these indemnification obligations was not material as of October 31, 2013. 

Indemnifications to Verigy 

In connection with the spin-off of Verigy, we agreed to indemnify Verigy and its affiliates against certain 

damages which it might incur in the future. These indemnifications primarily cover damages relating to liabilities 

of  the  businesses  that  Agilent  did  not  transfer  to  Verigy,  liabilities  that  might  arise  under  limited  portions  of 

Verigy's IPO materials that relate to Agilent, and costs and expenses incurred by Agilent or Verigy to effect the 

IPO,  arising  out  of  the  distribution  of  Agilent's  remaining  holding  in  Verigy  ordinary  shares  to  Agilent's 

stockholders, or incurred to effect the separation of the semiconductor test solutions business from Agilent to the 

extent incurred prior to the separation on June 1, 2006. On July 4, 2011, Verigy announced the completion by 

Advantest  Corporation  of  its  acquisition  of  Verigy.  Verigy  will  operate  as  a  wholly-owned  subsidiary  of 

Advantest and our indemnification obligations to Verigy should be unaffected. In our opinion, the fair value of 

these indemnification obligations was not material as of October 31, 2013. 

Indemnifications to Hewlett-Packard 

We have given multiple indemnities to Hewlett-Packard in connection with our activities prior to our spin-

off  from  HP  for  the  businesses  that  constituted  Agilent  prior  to  the  spin-off.  These  indemnifications  cover  a 

variety  of  aspects  of  our  business,  including,  but  not  limited  to,  employee,  tax,  intellectual  property  and 

environmental  matters.  The  agreements  containing  these  indemnifications  have  been  previously  disclosed  as 

exhibits  to  our  registration  statement  on  Form S-1  filed  on  August 16,  1999.  In  our  opinion,  the  fair  value  of 

these indemnification obligations was not material as of October 31, 2013. 

Indemnifications to Varian Medical Systems and Varian Semiconductor Equipment Associates 

In  connection  with  our  acquisition  of    Varian,  we  are  subject  to  certain  indemnification  obligations  to 

Varian  Medical  Systems  (formerly  Varian  Associates, Inc.  ("VAI"))  and  Varian  Semiconductor  Equipment 

Associates ("VSEA") in connection with the Instruments business as conducted by VAI prior to the Distribution 

(as  described  in  Note 1  of  Varian's  Annual  Report  on  Form 10-K  filed  on  November 25,  2009).  These 

indemnification obligations cover a variety of aspects of our business, including, but not limited to, employee, 

 
 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
    
 
 
 
  
  
 
  
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
  
  
 
    
 
 
  
 
  
  
 
  
 
 
 
 
 
 
non-U.S.  rates  were  generally  based  on  published  rates  for  high-quality  corporate  bonds.  The  range  of 

assumptions that were used for the non-U.S. defined benefit plans reflects the different economic environments 

within various countries. 

Assumptions used to calculate the net periodic cost in each year were as follows: 

A summary of the standard warranty accrual activity is shown in the table below. The standard warranty 

accrual balances are held in other accrued and other long-term liabilities. 

October 31, 

2013 

2012 

U.S. defined benefit plans: 

Discount rate 

Average increase in compensation levels 

Expected long-term return on assets 

Non-U.S. defined benefit plans: 

Discount rate 

Average increase in compensation levels 

Expected long-term return on assets 

U.S. post-retirement benefits plans: 

Discount rate 

Expected long-term return on assets 

Current medical cost trend rate 

Ultimate medical cost trend rate 

Medical cost trend rate decreases to ultimate rate in year 

Assumptions used to calculate the benefit obligation were as follows: 

For years ended October 31, 

2013 

2012 

2011 

3.25% 

3.50% 

8.00% 

4.50% 

3.50% 

8.00% 

5.00% 

3.50% 

8.25% 

1.50-4.50% 

2.50-3.00% 

4.00-6.50% 

2.00-5.50% 

2.50-3.25% 

4.00-6.50% 

2.00-5.25% 

2.50-3.75% 

4.00-6.75% 

3.50% 

8.00% 

9.00% 

3.50% 

2027 

4.75% 

8.00% 

9.00% 

4.50% 

2026 

5.50% 

8.25% 

10.00% 

4.75% 

2025 

As of the Years Ending October 31, 

2013 

2012 

4.50% 

3.50% 

3.25% 

3.50% 

1.75-4.25% 

2.50-3.25% 

  1.50-4.50% 

  2.50-3.00% 

4.25% 

9.00% 

3.50% 

2028 

3.50% 

9.00% 

3.50% 

2027 

U.S. defined benefit plans: 

Discount rate 

Average increase in compensation levels 

Non-U.S. defined benefit plans: 

Discount rate 

Average increase in compensation levels 

U.S. post-retirement benefits plans: 

Discount rate 

Current medical cost trend rate 

Ultimate medical cost trend rate 

Medical cost trend rate decreases to ultimate rate in year 

ended October 31, 2013. 

16. Guarantees 

Standard Warranty 

Health care trend rates do not have a significant effect on the total service and interest cost components or 

on the post-retirement benefit obligation amounts reported for the U.S. Post-Retirement Benefit Plan for the year 

We accrue for standard warranty costs based on historical trends in warranty charges as a percentage of 

net product shipments. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty 

cost  estimates.  Estimated  warranty  charges  are  recorded  within  cost  of  products  at  the  time  products  are  sold. 

The  standard  warranty  accrual  balances  are  held  in  other  accrued  and  other  long-term  liabilities  on  our 

consolidated balance sheet. Our standard warranty terms typically extend between one and three years from the 

date of delivery, depending on the product. 

Balance as of October 31, 2012 and 2011 
Reserve acquired upon close of  Dako acquisition
Accruals for warranties including change in estimates
Settlements made during the period 
Balance as of October 31, 2013 and 2012 

Accruals for warranties due within one year 
Accruals for warranties due after one year 
Balance as of October 31, 2013 and 2012 

Indemnifications to Avago 

$

$

$

 $ 

(in millions) 
60 
— 
92 
(83) 
69 

 $ 

48 
21 
69  

 $ 

50
1
87
(78)
60

51
9
60

In  connection  with  the  sale  of  our  semiconductor  products  business  in  December  2005,  we  agreed  to 
indemnify Avago, its affiliates and other related parties against certain damages and expenses that it might incur 
in the future. The continuing indemnifications primarily cover damages and expenses relating to liabilities of the 
businesses that Agilent retained and did not transfer to Avago, as well as pre-closing taxes and other specified 
items. In our opinion, the fair value of these indemnification obligations was not material as of October 31, 2013. 

Indemnifications to Verigy 

In connection with the spin-off of Verigy, we agreed to indemnify Verigy and its affiliates against certain 
damages which it might incur in the future. These indemnifications primarily cover damages relating to liabilities 
of  the  businesses  that  Agilent  did  not  transfer  to  Verigy,  liabilities  that  might  arise  under  limited  portions  of 
Verigy's IPO materials that relate to Agilent, and costs and expenses incurred by Agilent or Verigy to effect the 
IPO,  arising  out  of  the  distribution  of  Agilent's  remaining  holding  in  Verigy  ordinary  shares  to  Agilent's 
stockholders, or incurred to effect the separation of the semiconductor test solutions business from Agilent to the 
extent incurred prior to the separation on June 1, 2006. On July 4, 2011, Verigy announced the completion by 
Advantest  Corporation  of  its  acquisition  of  Verigy.  Verigy  will  operate  as  a  wholly-owned  subsidiary  of 
Advantest and our indemnification obligations to Verigy should be unaffected. In our opinion, the fair value of 
these indemnification obligations was not material as of October 31, 2013. 

Indemnifications to Hewlett-Packard 

We have given multiple indemnities to Hewlett-Packard in connection with our activities prior to our spin-
off  from  HP  for  the  businesses  that  constituted  Agilent  prior  to  the  spin-off.  These  indemnifications  cover  a 
variety  of  aspects  of  our  business,  including,  but  not  limited  to,  employee,  tax,  intellectual  property  and 
environmental  matters.  The  agreements  containing  these  indemnifications  have  been  previously  disclosed  as 
exhibits  to  our  registration  statement  on  Form S-1  filed  on  August 16,  1999.  In  our  opinion,  the  fair  value  of 
these indemnification obligations was not material as of October 31, 2013. 

Indemnifications to Varian Medical Systems and Varian Semiconductor Equipment Associates 

In  connection  with  our  acquisition  of    Varian,  we  are  subject  to  certain  indemnification  obligations  to 
Varian  Medical  Systems  (formerly  Varian  Associates, Inc.  ("VAI"))  and  Varian  Semiconductor  Equipment 
Associates ("VSEA") in connection with the Instruments business as conducted by VAI prior to the Distribution 
(as  described  in  Note 1  of  Varian's  Annual  Report  on  Form 10-K  filed  on  November 25,  2009).  These 
indemnification obligations cover a variety of aspects of our business, including, but not limited to, employee, 

70

71

s
l
a
i
c
n
a
n
i
F

t
r
o
p
e
R

l
a
u
n
n
A

T
R
O
P
E
R
L
A
U
N
N
A

 
 
 
 
 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
    
 
 
 
  
  
 
  
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
  
  
 
    
 
 
  
 
  
  
 
  
 
 
 
 
 
 
tax,  intellectual  property,  litigation  and  environmental  matters.  Certain  of  the  agreements  containing  these 
indemnification  obligations  are  disclosed  as  exhibits  to  Varian's  Annual  Report  on  Form 10-K  filed  on 
November 25, 2009. On November 10, 2011, Applied Materials announced that it had completed the acquisition 
of  VSEA,  which  is  now  a  wholly-owned  subsidiary  of  Applied  Materials;  our  indemnification  obligations  to 
VSEA should be unaffected. In our opinion, the fair value of these indemnification obligations was not material 
as of October 31, 2013. 

Indemnifications to Officers and Directors 

Our corporate by-laws require that we indemnify our officers and directors, as well as those who act as 
directors and officers of other entities at our request, against expenses, judgments, fines, settlements and other 
amounts  actually  and  reasonably  incurred  in  connection  with  any  proceedings  arising  out  of  their  services  to 
Agilent and such other entities, including service with respect to employee benefit plans. In addition, we have 
entered into separate indemnification agreements with each director and each board-appointed officer of Agilent 
which  provide  for  indemnification  of  these  directors  and  officers  under  similar  circumstances  and  under 
additional  circumstances.  The  indemnification  obligations  are  more  fully  described  in  the  by-laws  and  the 
indemnification  agreements.  We  purchase  standard  insurance  to  cover  claims  or  a  portion  of  the  claims  made 
against our directors and officers. Since a maximum obligation is not explicitly stated in our by-laws or in our 
indemnification agreements and will depend on the facts and circumstances that arise out of any future claims, 
the overall maximum amount of the obligations cannot be reasonably estimated. Historically, we have not made 
payments related to these obligations, and the fair value for these indemnification obligations was not material as 
of October 31, 2013. 

Other Indemnifications 

As is customary in our industry and as provided for in local law in the U.S. and other jurisdictions, many 
of our standard contracts provide remedies to our customers and others with whom we enter into contracts, such 
as defense, settlement, or payment of judgment for intellectual property claims related to the use of our products. 
From time to time, we indemnify customers, as well as our suppliers, contractors, lessors, lessees, companies that 
purchase our businesses or assets and others with whom we enter into contracts, against combinations of loss, 
expense,  or  liability  arising  from  various  triggering  events  related  to  the  sale  and  the  use  of  our  products  and 
services, the use of their goods and services, the use of facilities and state of our owned facilities, the state of the 
assets  and  businesses  that  we  sell  and  other  matters  covered  by  such  contracts,  usually  up  to  a  specified 
maximum  amount.  In  addition,  from  time  to  time  we  also  provide  protection  to  these  parties  against  claims 
related  to  undiscovered  liabilities,  additional  product  liability  or  environmental  obligations.  In  our  experience, 
claims made under such indemnifications are rare and the associated estimated fair value of the liability was not 
material as of October 31, 2013. 

In connection with the sale of several of our businesses, we have agreed to indemnify the buyers of such 
business, their respective affiliates and other related parties against certain damages that they might incur in the 
future.  The  continuing  indemnifications  primarily  cover  damages  relating  to  liabilities  of  the  businesses  that 
Agilent retained and did not transfer to the buyers, as well as other specified items. In our opinion, the fair value 
of these indemnification obligations was not material as of October 31, 2013. 

17. Commitments and Contingencies 

Operating Lease Commitments:    We lease certain real and personal property from unrelated third parties 
under  non-cancelable  operating  leases.  Future  minimum  lease  payments  under  operating  leases  at  October 31, 
2013 were $56 million for 2014, $47 million for 2015, $31 million for 2016, $21 million for 2017, $12 million 
for 2018 and $6 million thereafter. Future minimum sublease income under leases at October 31, 2013 was $6 
million for 2014, $5 million for 2015, $3 million for 2016, $2 million for 2017 and zero thereafter. Certain leases 
require us to pay property taxes, insurance and routine  maintenance, and include escalation clauses. Total rent 
expense was $90 million in 2013, $84 million in 2012 and $82 million in 2011. 

Contingencies:     We are involved in lawsuits, claims, investigations and proceedings, including, but not 
limited to, patent, commercial and environmental matters, which arise in the ordinary course of business. There 

72

are  no  matters  pending  that  we  currently  believe  are  reasonably  possible  of  having  a  material  impact  to  our 

business, consolidated financial condition, results of operations or cash flows. 

On March 4, 2013, we made a report to the Inspector General of the Department of Defense (“DOD IG”) 

regarding pricing irregularities relating to certain sales of electronic measurement products to U.S. government 

agencies.   We  have  conducted  a  thorough  investigation  with  the  help  of  external  counsel,  and  we  have 

approached the DOD IG with a proposed methodology for resolving possible overcharges to U.S. government 

purchasers resulting from these sales.  Based on our investigation and our interactions with the DOD IG, we do 

not believe that this matter is reasonably possible of having a material impact on Agilent's financial condition, 

results of operations or cash flows.  As of October 31, 2013, we have accrued for this matter based on our current 

understanding. 

As  part  of  routine  internal  audit  activities,  the  Company  determined  that  certain  employees  of Agilent's 

subsidiaries  in  China  did  not  comply  with  the  Company's  Standards  of  Business  Conduct  and  other  policies.  

Based  on  those  findings,  the  Company  has  initiated  an  internal  investigation,  with  the  assistance  of  outside 

counsel,  relating  to  certain  sales  of  our  products  through  third  party  intermediaries  in  China.   The  internal 

investigation  includes  a  review  of  compliance  by  our  employees  in  China  with  the  requirements  of  the  U.S. 

Foreign Corrupt Practices Act and other applicable laws and regulations.  On September 5, 2013, the Company 

voluntarily contacted the United States Securities and Exchange Commission and United States Department of 

Justice  to  advise  both  agencies  of  this  internal  investigation.   We  will  cooperate  with  any  government 

investigation of this matter.  At this point, we cannot predict or estimate the duration, scope, cost, or result of this 

matter,  or  whether  the  government  will  commence  any  legal  action,  which  could  result  in  possible  fines  and 

penalties,  criminal  or  civil  sanctions,  or  other  consequences.   Accordingly,  no  provision  with  respect  to  these 

matters has been made in the Company's consolidated financial statements.  Adverse findings or other negative 

outcomes  from  any  governmental  proceedings  could  have  a  material  impact  on  the  Company's  consolidated 

financial statements in future periods. 

18. Short-Term Debt 

Credit Facility 

On  October 20,  2011,  we  entered  into  a  five-year  credit  agreement,  which  provides  for  a  $400  million 

unsecured credit facility that will expire on October 20, 2016. The company may use amounts borrowed under 

the facility for general corporate purposes. As of October 31, 2013 the company has no borrowings outstanding 

under  the  facility.  We  were  in  compliance  with  the  covenants  for  the  credit  facilities  during  the  year  ended 

As  a  result  of  the  Dako  acquisition,  we  have  a  credit  facility  in  Danish  Krone  equivalent  of  $9  million 

with a Danish financial institution.  As of October 31, 2013 the company had no borrowings outstanding under 

On  July 13,  2010,  the  company  issued  an  aggregate  principal  amount  of  $250  million  in  senior  notes 

("2013 senior notes").  The 2013 senior notes matured on July 15, 2013 and were paid in full. 

On September 9, 2009, the company issued an aggregate principal amount of $250 million in senior notes 

("2012 senior notes").  The 2012 senior notes matured on September 14, 2012 and were paid in full. 

October 31, 2013. 

the facility.     

2013 Senior Notes 

2012 Senior Notes 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
tax,  intellectual  property,  litigation  and  environmental  matters.  Certain  of  the  agreements  containing  these 

indemnification  obligations  are  disclosed  as  exhibits  to  Varian's  Annual  Report  on  Form 10-K  filed  on 

November 25, 2009. On November 10, 2011, Applied Materials announced that it had completed the acquisition 

of  VSEA,  which  is  now  a  wholly-owned  subsidiary  of  Applied  Materials;  our  indemnification  obligations  to 

VSEA should be unaffected. In our opinion, the fair value of these indemnification obligations was not material 

as of October 31, 2013. 

Indemnifications to Officers and Directors 

Our corporate by-laws require that we indemnify our officers and directors, as well as those who act as 

directors and officers of other entities at our request, against expenses, judgments, fines, settlements and other 

amounts  actually  and  reasonably  incurred  in  connection  with  any  proceedings  arising  out  of  their  services  to 

Agilent and such other entities, including service with respect to employee benefit plans. In addition, we have 

entered into separate indemnification agreements with each director and each board-appointed officer of Agilent 

which  provide  for  indemnification  of  these  directors  and  officers  under  similar  circumstances  and  under 

additional  circumstances.  The  indemnification  obligations  are  more  fully  described  in  the  by-laws  and  the 

indemnification  agreements.  We  purchase  standard  insurance  to  cover  claims  or  a  portion  of  the  claims  made 

against our directors and officers. Since a maximum obligation is not explicitly stated in our by-laws or in our 

indemnification agreements and will depend on the facts and circumstances that arise out of any future claims, 

the overall maximum amount of the obligations cannot be reasonably estimated. Historically, we have not made 

payments related to these obligations, and the fair value for these indemnification obligations was not material as 

of October 31, 2013. 

Other Indemnifications 

As is customary in our industry and as provided for in local law in the U.S. and other jurisdictions, many 

of our standard contracts provide remedies to our customers and others with whom we enter into contracts, such 

as defense, settlement, or payment of judgment for intellectual property claims related to the use of our products. 

From time to time, we indemnify customers, as well as our suppliers, contractors, lessors, lessees, companies that 

purchase our businesses or assets and others with whom we enter into contracts, against combinations of loss, 

expense,  or  liability  arising  from  various  triggering  events  related  to  the  sale  and  the  use  of  our  products  and 

services, the use of their goods and services, the use of facilities and state of our owned facilities, the state of the 

assets  and  businesses  that  we  sell  and  other  matters  covered  by  such  contracts,  usually  up  to  a  specified 

maximum  amount.  In  addition,  from  time  to  time  we  also  provide  protection  to  these  parties  against  claims 

related  to  undiscovered  liabilities,  additional  product  liability  or  environmental  obligations.  In  our  experience, 

claims made under such indemnifications are rare and the associated estimated fair value of the liability was not 

material as of October 31, 2013. 

In connection with the sale of several of our businesses, we have agreed to indemnify the buyers of such 

business, their respective affiliates and other related parties against certain damages that they might incur in the 

future.  The  continuing  indemnifications  primarily  cover  damages  relating  to  liabilities  of  the  businesses  that 

Agilent retained and did not transfer to the buyers, as well as other specified items. In our opinion, the fair value 

of these indemnification obligations was not material as of October 31, 2013. 

17. Commitments and Contingencies 

Operating Lease Commitments:    We lease certain real and personal property from unrelated third parties 

under  non-cancelable  operating  leases.  Future  minimum  lease  payments  under  operating  leases  at  October 31, 

2013 were $56 million for 2014, $47 million for 2015, $31 million for 2016, $21 million for 2017, $12 million 

for 2018 and $6 million thereafter. Future minimum sublease income under leases at October 31, 2013 was $6 

million for 2014, $5 million for 2015, $3 million for 2016, $2 million for 2017 and zero thereafter. Certain leases 

require us to pay property taxes, insurance and routine  maintenance, and include escalation clauses. Total rent 

expense was $90 million in 2013, $84 million in 2012 and $82 million in 2011. 

Contingencies:     We are involved in lawsuits, claims, investigations and proceedings, including, but not 

limited to, patent, commercial and environmental matters, which arise in the ordinary course of business. There 

are  no  matters  pending  that  we  currently  believe  are  reasonably  possible  of  having  a  material  impact  to  our 
business, consolidated financial condition, results of operations or cash flows. 

On March 4, 2013, we made a report to the Inspector General of the Department of Defense (“DOD IG”) 
regarding pricing irregularities relating to certain sales of electronic measurement products to U.S. government 
agencies.   We  have  conducted  a  thorough  investigation  with  the  help  of  external  counsel,  and  we  have 
approached the DOD IG with a proposed methodology for resolving possible overcharges to U.S. government 
purchasers resulting from these sales.  Based on our investigation and our interactions with the DOD IG, we do 
not believe that this matter is reasonably possible of having a material impact on Agilent's financial condition, 
results of operations or cash flows.  As of October 31, 2013, we have accrued for this matter based on our current 
understanding. 

As  part  of  routine  internal  audit  activities,  the  Company  determined  that  certain  employees  of Agilent's 
subsidiaries  in  China  did  not  comply  with  the  Company's  Standards  of  Business  Conduct  and  other  policies.  
Based  on  those  findings,  the  Company  has  initiated  an  internal  investigation,  with  the  assistance  of  outside 
counsel,  relating  to  certain  sales  of  our  products  through  third  party  intermediaries  in  China.   The  internal 
investigation  includes  a  review  of  compliance  by  our  employees  in  China  with  the  requirements  of  the  U.S. 
Foreign Corrupt Practices Act and other applicable laws and regulations.  On September 5, 2013, the Company 
voluntarily contacted the United States Securities and Exchange Commission and United States Department of 
Justice  to  advise  both  agencies  of  this  internal  investigation.   We  will  cooperate  with  any  government 
investigation of this matter.  At this point, we cannot predict or estimate the duration, scope, cost, or result of this 
matter,  or  whether  the  government  will  commence  any  legal  action,  which  could  result  in  possible  fines  and 
penalties,  criminal  or  civil  sanctions,  or  other  consequences.   Accordingly,  no  provision  with  respect  to  these 
matters has been made in the Company's consolidated financial statements.  Adverse findings or other negative 
outcomes  from  any  governmental  proceedings  could  have  a  material  impact  on  the  Company's  consolidated 
financial statements in future periods. 

18. Short-Term Debt 

Credit Facility 

On  October 20,  2011,  we  entered  into  a  five-year  credit  agreement,  which  provides  for  a  $400  million 
unsecured credit facility that will expire on October 20, 2016. The company may use amounts borrowed under 
the facility for general corporate purposes. As of October 31, 2013 the company has no borrowings outstanding 
under  the  facility.  We  were  in  compliance  with  the  covenants  for  the  credit  facilities  during  the  year  ended 
October 31, 2013. 

As  a  result  of  the  Dako  acquisition,  we  have  a  credit  facility  in  Danish  Krone  equivalent  of  $9  million 
with a Danish financial institution.  As of October 31, 2013 the company had no borrowings outstanding under 
the facility.     

2013 Senior Notes 

On  July 13,  2010,  the  company  issued  an  aggregate  principal  amount  of  $250  million  in  senior  notes 

("2013 senior notes").  The 2013 senior notes matured on July 15, 2013 and were paid in full. 

2012 Senior Notes 

On September 9, 2009, the company issued an aggregate principal amount of $250 million in senior notes 

("2012 senior notes").  The 2012 senior notes matured on September 14, 2012 and were paid in full. 

72

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19. Long-Term Debt 

Senior Notes 

The following table summarizes the company's long-term senior notes and the related interest rate swaps: 

October 31, 2013 

October 31, 2012 

Amortized 
Principal 

Swap 

Total 

Amortized 
Principal 

Swap 

Total 

500
599
498
399
597
2,593

$

(in millions) 
512
621
524
399
597
$ 2,653

$

12
22
26
—
—
60

499 
599 
498 
399 
— 
1,995 

18 
26 
29 
  — 
  — 
73 
 $ 

517
625
527
399
—
 $  2,068

$ 

2015 Senior Notes 
2017 Senior Notes 
2020 Senior Notes 
2022 Senior Notes 
2023 Senior Notes 
Total 

2015 Senior Notes 

In  September  2009,  the  company  issued  an  aggregate  principal  amount  of  $500  million  in  senior  notes 
("2015  senior  notes").  The  2015  senior  notes  were  issued  at  99.69%  of  their  principal  amount.  The  notes  will 
mature  on  September 14,  2015,  and  bear  interest  at  a  fixed  rate  of  5.50%  per  annum.  The  interest  is  payable 
semi-annually on March 14th and September 14th of each year, payments commenced on March 14, 2010. 

On  June 6,  2011,  we  terminated  our  interest  rate  swap  contracts  related  to  our  2015  senior  notes  that 
represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 
for these contracts was approximately $31 million and the amount to be amortized at October 31, 2013 was $12 
million. The gain is being deferred and amortized to interest expense over the remaining life of the 2015 senior 
notes. 

2017 Senior Notes 

In  October  2007,  the  company  issued  an  aggregate  principal  amount  of  $600  million  in  senior  notes 
("2017  senior  notes").  The  2017  senior  notes  were  issued  at  99.60%  of  their  principal  amount.  The  notes  will 
mature on November 1, 2017, and bear interest at a fixed rate of 6.50% per annum. The interest is payable semi-
annually on May 1st and November 1st of each year and payments commenced on May 1, 2008. 

On November 25, 2008, we terminated two interest rate swap contracts associated with our 2017 senior 
notes that represented the notional amount of $400 million. The asset value, including interest receivable, upon 
termination was approximately $43 million and the amount to be amortized at October 31, 2013 was $22 million. 
The gain is being deferred and amortized to interest expense over the remaining life of the 2017 senior notes. 

2020 Senior Notes 

In July 2010, the company issued an aggregate principal amount of $500 million in senior notes ("2020 
senior notes"). The 2020 senior notes were issued at 99.54% of their principal amount. The notes will mature on 
July 15,  2020,  and  bear  interest  at  a  fixed  rate  of  5.00%  per  annum.  The  interest  is  payable  semi-annually  on 
January 15th and July 15th of each year, payments commenced on January 15, 2011. 

On August 9, 2011, we terminated our interest rate swap contracts related to our 2020 senior notes that 
represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 
for these contracts was approximately $34 million and the amount to be amortized at October 31, 2013 was $26 
million. The gain is being deferred and amortized to interest expense over the remaining life of the 2020 senior 
notes. 

74

In  September  2012,  the  company  issued  an  aggregate  principal  amount  of  $400  million  in  senior  notes 

("2022  senior  notes").  The  2022  senior  notes  were  issued  at  99.80%  of  their  principal  amount.  The  notes  will 

mature on October 1, 2022, and bear interest at a fixed rate of 3.20% per annum. The interest is payable semi-

annually on April 1st and October 1st of each year, payments commenced on April 1, 2013. 

2022 Senior Notes 

2023 Senior Notes 

In  June  2013,  the  company  issued  aggregate  principal  amount  of  $600  million  in  senior  notes  ("2023 

senior notes"). The 2023 senior notes were issued at 99.544% of their principal amount. The notes will mature on 

July 15,  2023 and bear  interest  at  a fixed rate  of 3.875% per  annum.  The  interest  is  payable  semi  annually on 

January 15th and July 15th of each year and payments will commence January 15, 2014.   

All  notes  issued  are  unsecured  and  rank  equally  in  right  of  payment  with  all  of  Agilent's  other  senior 

unsecured  indebtedness. The company  incurred  issuance  costs  of $5  million  each  in  connection with the  2017 

and 2023 senior notes and incurred $3 million each in connection with the  2015, 2020 and 2022 senior notes. 

These costs were capitalized in other assets on the consolidated balance sheet and the costs are being amortized 

to interest expense over the term of the senior notes. 

As  of  October 31,  2013,  and  as  a  result  of  the  Dako  acquisition,  we  have  mortgage  debts,  secured  on 

buildings in Denmark, in Danish Krone equivalent of $46 million aggregate principal outstanding with a Danish 

financial  institution.  The  loans  have  a  variable  interest  rate  based  on  3  months  Copenhagen  Interbank  Rate 

("Cibor") and will  mature on September 30, 2027. Interest payments are made in March, June, September and 

Other debt 

December of each year.  

20. Stockholders’ Equity 

Stock Repurchase Program 

On November 19, 2009 our board of directors approved a share-repurchase program to reduce or eliminate 

dilution of basic outstanding shares in connection with issuances of stock under the company's equity incentive 

plans (the "2009 repurchase program"). The 2009 repurchase program did not require the company to acquire a 

specific number of shares and could be suspended or discontinued at any time. There was no fixed termination 

date for the 2009 repurchase program.   

On January 16, 2013, our board of directors terminated the 2009 repurchase program and approved a new 

share-repurchase program (the "2013 repurchase program"). The 2013 repurchase program authorized the use of 

up to $500 million to repurchase shares of the company's common stock in open market transactions, inclusive of 

any amounts repurchased since November 1, 2012.  On May 14, 2013 we announced that our board of directors 

authorized an increase of $500 million to the 2013 repurchase program bringing the cumulative authorization to 

$1 billion. Unless terminated earlier by the board of directors, the 2013 repurchase program is designed to cover 

purchases until the end of the calendar year 2013 and any unused portion may be used in the calendar year 2014. 

The 2013 repurchase program does not require the company to acquire a specific number of shares and may be 

suspended or discontinued at any time. As of October 31, 2013, the remaining amount to be repurchased under 

the 2013 program is $100 million. We repurchased the remaining $100 million worth of shares under the 2013 

repurchase program in November 2013. 

For the year ended October 31, 2013, we repurchased 20 million shares for $900 million.   For the year 

ended  October 31,  2012  we  repurchased  approximately  5  million  shares  for  $172  million.  For  the  year  ended 

October 31, 2011 we repurchased 12 million shares for $497 million. All such shares and related costs are held 

as treasury stock and accounted for using the cost method. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
 
  
 
 
 
 
 
 
 
 
19. Long-Term Debt 

Senior Notes 

2015 Senior Notes 

2017 Senior Notes 

2020 Senior Notes 

2022 Senior Notes 

2023 Senior Notes 

Total 

2015 Senior Notes 

notes. 

2017 Senior Notes 

The following table summarizes the company's long-term senior notes and the related interest rate swaps: 

October 31, 2013 

October 31, 2012 

Swap 

Total 

Swap 

Total 

Amortized 

Principal 

(in millions) 

12

22

26

—

—

60

512

621

524

399

597

499 

599 

498 

399 

— 

18 

26 

29 

  — 

  — 

517

625

527

399

—

$ 

2,593

$

$ 2,653

$

1,995 

 $ 

73 

 $  2,068

Amortized 

Principal 

500

599

498

399

597

In  September  2009,  the  company  issued  an  aggregate  principal  amount  of  $500  million  in  senior  notes 

("2015  senior  notes").  The  2015  senior  notes  were  issued  at  99.69%  of  their  principal  amount.  The  notes  will 

mature  on  September 14,  2015,  and  bear  interest  at  a  fixed  rate  of  5.50%  per  annum.  The  interest  is  payable 

semi-annually on March 14th and September 14th of each year, payments commenced on March 14, 2010. 

On  June 6,  2011,  we  terminated  our  interest  rate  swap  contracts  related  to  our  2015  senior  notes  that 

represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 

for these contracts was approximately $31 million and the amount to be amortized at October 31, 2013 was $12 

million. The gain is being deferred and amortized to interest expense over the remaining life of the 2015 senior 

In  October  2007,  the  company  issued  an  aggregate  principal  amount  of  $600  million  in  senior  notes 

("2017  senior  notes").  The  2017  senior  notes  were  issued  at  99.60%  of  their  principal  amount.  The  notes  will 

mature on November 1, 2017, and bear interest at a fixed rate of 6.50% per annum. The interest is payable semi-

annually on May 1st and November 1st of each year and payments commenced on May 1, 2008. 

On November 25, 2008, we terminated two interest rate swap contracts associated with our 2017 senior 

notes that represented the notional amount of $400 million. The asset value, including interest receivable, upon 

termination was approximately $43 million and the amount to be amortized at October 31, 2013 was $22 million. 

The gain is being deferred and amortized to interest expense over the remaining life of the 2017 senior notes. 

2020 Senior Notes 

In July 2010, the company issued an aggregate principal amount of $500 million in senior notes ("2020 

senior notes"). The 2020 senior notes were issued at 99.54% of their principal amount. The notes will mature on 

July 15,  2020,  and  bear  interest  at  a  fixed  rate  of  5.00%  per  annum.  The  interest  is  payable  semi-annually  on 

January 15th and July 15th of each year, payments commenced on January 15, 2011. 

On August 9, 2011, we terminated our interest rate swap contracts related to our 2020 senior notes that 

represented the notional amount of $500 million. The asset value, including interest receivable, upon termination 

for these contracts was approximately $34 million and the amount to be amortized at October 31, 2013 was $26 

million. The gain is being deferred and amortized to interest expense over the remaining life of the 2020 senior 

notes. 

2022 Senior Notes 

In  September  2012,  the  company  issued  an  aggregate  principal  amount  of  $400  million  in  senior  notes 
("2022  senior  notes").  The  2022  senior  notes  were  issued  at  99.80%  of  their  principal  amount.  The  notes  will 
mature on October 1, 2022, and bear interest at a fixed rate of 3.20% per annum. The interest is payable semi-
annually on April 1st and October 1st of each year, payments commenced on April 1, 2013. 

2023 Senior Notes 

In  June  2013,  the  company  issued  aggregate  principal  amount  of  $600  million  in  senior  notes  ("2023 
senior notes"). The 2023 senior notes were issued at 99.544% of their principal amount. The notes will mature on 
July 15,  2023 and bear  interest  at  a fixed rate  of 3.875% per  annum.  The  interest  is  payable  semi  annually on 
January 15th and July 15th of each year and payments will commence January 15, 2014.   

All  notes  issued  are  unsecured  and  rank  equally  in  right  of  payment  with  all  of  Agilent's  other  senior 
unsecured  indebtedness. The company  incurred  issuance  costs  of $5  million  each  in  connection with the  2017 
and 2023 senior notes and incurred $3 million each in connection with the 2015, 2020 and 2022 senior notes. 
These costs were capitalized in other assets on the consolidated balance sheet and the costs are being amortized 
to interest expense over the term of the senior notes. 

Other debt 

As  of  October 31,  2013,  and  as  a  result  of  the  Dako  acquisition,  we  have  mortgage  debts,  secured  on 
buildings in Denmark, in Danish Krone equivalent of $46 million aggregate principal outstanding with a Danish 
financial  institution.  The  loans  have  a  variable  interest  rate  based  on  3  months  Copenhagen  Interbank  Rate 
("Cibor") and will  mature on September 30, 2027. Interest payments are made in March, June, September and 
December of each year.  

20. Stockholders’ Equity 

Stock Repurchase Program 

On November 19, 2009 our board of directors approved a share-repurchase program to reduce or eliminate 
dilution of basic outstanding shares in connection with issuances of stock under the company's equity incentive 
plans (the "2009 repurchase program"). The 2009 repurchase program did not require the company to acquire a 
specific number of shares and could be suspended or discontinued at any time. There was no fixed termination 
date for the 2009 repurchase program.   

On January 16, 2013, our board of directors terminated the 2009 repurchase program and approved a new 
share-repurchase program (the "2013 repurchase program"). The 2013 repurchase program authorized the use of 
up to $500 million to repurchase shares of the company's common stock in open market transactions, inclusive of 
any amounts repurchased since November 1, 2012.  On May 14, 2013 we announced that our board of directors 
authorized an increase of $500 million to the 2013 repurchase program bringing the cumulative authorization to 
$1 billion. Unless terminated earlier by the board of directors, the 2013 repurchase program is designed to cover 
purchases until the end of the calendar year 2013 and any unused portion may be used in the calendar year 2014. 
The 2013 repurchase program does not require the company to acquire a specific number of shares and may be 
suspended or discontinued at any time. As of October 31, 2013, the remaining amount to be repurchased under 
the 2013 program is $100 million. We repurchased the remaining $100 million worth of shares under the 2013 
repurchase program in November 2013. 

For the year ended October 31, 2013, we repurchased 20 million shares for $900 million.   For the year 
ended  October 31,  2012  we  repurchased  approximately  5  million  shares  for  $172  million.  For  the  year  ended 
October 31, 2011 we repurchased 12 million shares for $497 million. All such shares and related costs are held 
as treasury stock and accounted for using the cost method. 

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On November 22, 2013 we announced that our board of directors has authorized a new share repurchase 
program  effective  upon  the  conclusion  of  the  company's  existing  $1  billion  repurchase  program.  The  new 
program  is  designed  to  reduce  or  eliminate  dilution  resulting  from  issuance  of  stock  under  the  company's 
employee equity incentive programs to maintain a weighted average share count of approximately 335 million 
diluted shares. 

Cash Dividends on Shares of Common Stock 

 During the year ended October 31, 2013, cash dividends of $0.46 per share, or $156 million were declared 
and paid on the company's outstanding common stock. During the year ended October 31, 2012, cash dividends 
of $0.30 per share, or $104 million were declared and paid on the company's outstanding common stock. The 
timing and amounts of any future dividends are subject to determination and approval by our board of directors. 

On November 22, 2013 we announced that our board of directors has authorized a 10 percent increase in 
the quarterly dividend to $0.132 per share. The dividend was declared on November 22, 2013 and will be paid on 
January 22, 2014 to all stockholders of record as of close of business on December 31, 2013.  

Accumulated other comprehensive income 

The following  table  summarizes  the  components of  our accumulated  other  comprehensive  income  as  of 

October 31, 2013 and 2012, net of tax effect: 

Unrealized gain on equity securities, net of $2 of tax expense for 2013 
Foreign currency translation, net of $102 of tax expense for 2013 and 2012 
Unrealized losses on defined benefit plans, net of tax benefit of $(64) and $(162) 
for 2013 and 2012, respectively 
Unrealized gains (losses) on derivative instruments, net of tax expense of $2 and 
$3 for 2013 and 2012, respectively 
Total accumulated other comprehensive income (loss)

$

$

October 31, 

2013 

2012 

(in millions) 

 $ 

7 
425 

(341) 

— 
91 

 $ 

—
424

(537)

2
(111)

21. Segment Information 

Description  of  segments.    We  are  a  measurement  company  providing  core  bio-analytical  and  electronic 
measurement  solutions  to  the  life  sciences,  diagnostics  and  genomics,  chemical  analysis,  communications  and 
electronics industries. In the fourth fiscal quarter of 2013, we formed a new operating segment from our existing 
businesses. The new life sciences and diagnostics segment was formed by the combination of the life sciences 
business plus the diagnostics and genomics business. Following this reorganization, Agilent has three business 
segments  comprised  of  the  life  sciences  and  diagnostics  business,  the  chemical  analysis  business  and  the 
electronic  measurement  business.  The  historical  segment  financial  information  for  the  life  sciences  and 
diagnostics segment has been recast to conform to this new reporting structure in our financial statements. The 
three operating segments were determined based primarily on how the chief operating decision maker views and 
evaluates our operations. Operating results are regularly reviewed by the chief operating decision maker to make 
decisions about resources to be allocated to the segment and to assess its performance. Other factors, including 
market  separation  and  customer  specific  applications,  go-to-market  channels,  products  and  services  and 
manufacturing are considered in determining the formation of these operating segments. 

A description of our three reportable segments is as follows: 

Our  life  sciences  and  diagnostics  business  provides  application-focused  solutions  that  include  reagents, 

76

instruments,  software,  consumables,  and  services  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  level.  Key  product  categories  include:  liquid 

chromatography  systems,  columns  and  components;  liquid  chromatography  mass  spectrometry  systems; 

laboratory  software  and  informatics  systems;  laboratory  automation  and  robotic  systems;  dissolution  testing; 

nucleic  acid  solutions;  Nuclear  Magnetic  Resonance,  Magnetic  Resonance  Imaging,  and  X-Ray  Diffraction 

systems; services and support for the aforementioned products; immunohistochemistry ; In Situ Hybridization; 

 Hematoxylin  and  Eosin  staining;  special  staining,  DNA  mutation  detection;  genotyping;  gene  copy  number 

determination;  identification  of  gene  rearrangements;  DNA  methylation  profiling;  gene  expression  profiling; 

next  generation  sequencing  target  enrichment;  and  automated  gel  electrophoresis-based  sample  analysis 

systems. We  also  collaborate  with  a  number  of  major  pharmaceutical  companies  to  develop  new  potential 

pharmacodiagnostics, also called companion diagnostics, with the potential of identifying patients most likely to 

benefit from a specific targeted therapy.   

Our chemical analysis business provides application-focused solutions that include instruments, software, 

consumables,  and  services  that  enable  customers  to  identify,  quantify  and  analyze  the  physical  and  biological 

properties of substances and products.  Key product categories in chemical analysis include: gas chromatography 

(GC) systems, columns and components; gas chromatography mass spectrometry (GC-MS) systems; inductively 

coupled  plasma  mass  spectrometry  (ICP-MS)  instruments;  atomic  absorption  (AA)  instruments;  inductively 

coupled  plasma  optical  emission  spectrometry  (ICP-OES)  instruments;  molecular  spectroscopy  instruments; 

software and data systems; vacuum pumps and measurement technologies; services and support for our products. 

Our electronic measurement business provides electronic measurement instruments and systems, software 

design tools and related services that are used in the design, development, manufacture, installation, deployment 

and operation of  electronics equipment,  and  microscopy  products.  Related  services  include  start-up assistance, 

instrument  productivity  and  application  services  and  instrument  calibration  and  repair.  We  also  offer 

customization, consulting and optimization services throughout the customer's product lifecycle. 

The historical segment numbers for the life sciences and diagnostics segment has been recast to conform 

to this new reporting structure in our financial statements. 

A significant portion of the segments' expenses arise from shared services and infrastructure that we have 

historically  provided  to  the  segments  in  order  to  realize  economies  of  scale  and  to  efficiently  use  resources. 

These  expenses,  collectively  called  corporate  charges,  include  costs  of  centralized  research  and  development, 

legal, accounting, real estate, insurance services, information technology services, treasury and other corporate 

infrastructure  expenses.  Charges  are  allocated  to  the  segments,  and  the  allocations  have  been  determined  on  a 

basis that we consider to be a reasonable reflection of the utilization of services provided to or benefits received 

by the segments. Beginning in fiscal year 2012, we created the Agilent Order Fulfillment ("AOF") organization 

to  centralize  all  order  fulfillment  and  supply  organizations  and  operations.    AOF  provides  resources  for 

manufacturing,  engineering,  strategic  sourcing  and  logistics  to  life  sciences,  chemical  analysis  and  electronic 

measurement  businesses.  In  general,  AOF  employees  are  dedicated  to  specific  businesses  and  the  associated 

costs are directly allocated to businesses.  

The  following  tables  reflect  the  results  of  our  reportable  segments  under  our  management  reporting 

system. These results are not necessarily in conformity with U.S. GAAP. The performance of each segment is 

measured based on several metrics, including adjusted income from operations. These results are used, in part, by 

the chief operating decision maker in evaluating the performance of, and in allocating resources to, each of the 

segments. 

 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
  
  
 
  
 
 
 
 
On November 22, 2013 we announced that our board of directors has authorized a new share repurchase 

program  effective  upon  the  conclusion  of  the  company's  existing  $1  billion  repurchase  program.  The  new 

program  is  designed  to  reduce  or  eliminate  dilution  resulting  from  issuance  of  stock  under  the  company's 

employee equity incentive programs to maintain a weighted average share count of approximately 335 million 

diluted shares. 

Cash Dividends on Shares of Common Stock 

 During the year ended October 31, 2013, cash dividends of $0.46 per share, or $156 million were declared 

and paid on the company's outstanding common stock. During the year ended October 31, 2012, cash dividends 

of $0.30 per share, or $104 million were declared and paid on the company's outstanding common stock. The 

timing and amounts of any future dividends are subject to determination and approval by our board of directors. 

On November 22, 2013 we announced that our board of directors has authorized a 10 percent increase in 

the quarterly dividend to $0.132 per share. The dividend was declared on November 22, 2013 and will be paid on 

January 22, 2014 to all stockholders of record as of close of business on December 31, 2013.  

Accumulated other comprehensive income 

The following  table  summarizes  the  components of  our accumulated  other  comprehensive  income  as  of 

October 31, 2013 and 2012, net of tax effect: 

Unrealized gain on equity securities, net of $2 of tax expense for 2013 

Foreign currency translation, net of $102 of tax expense for 2013 and 2012 

Unrealized losses on defined benefit plans, net of tax benefit of $(64) and $(162) 

for 2013 and 2012, respectively 

Unrealized gains (losses) on derivative instruments, net of tax expense of $2 and 

$3 for 2013 and 2012, respectively 

Total accumulated other comprehensive income (loss)

$

$

2013 

2012 

October 31, 

(in millions) 

7 

 $ 

425 

(341) 

— 

91 

 $ 

—

424

(537)

2

(111)

21. Segment Information 

Description  of  segments.    We  are  a  measurement  company  providing  core  bio-analytical  and  electronic 

measurement  solutions  to  the  life  sciences,  diagnostics  and  genomics,  chemical  analysis,  communications  and 

electronics industries. In the fourth fiscal quarter of 2013, we formed a new operating segment from our existing 

businesses. The new life sciences and diagnostics segment was formed by the combination of the life sciences 

business plus the diagnostics and genomics business. Following this reorganization, Agilent has three business 

segments  comprised  of  the  life  sciences  and  diagnostics  business,  the  chemical  analysis  business  and  the 

electronic  measurement  business.  The  historical  segment  financial  information  for  the  life  sciences  and 

diagnostics segment has been recast to conform to this new reporting structure in our financial statements. The 

three operating segments were determined based primarily on how the chief operating decision maker views and 

evaluates our operations. Operating results are regularly reviewed by the chief operating decision maker to make 

decisions about resources to be allocated to the segment and to assess its performance. Other factors, including 

market  separation  and  customer  specific  applications,  go-to-market  channels,  products  and  services  and 

manufacturing are considered in determining the formation of these operating segments. 

A description of our three reportable segments is as follows: 

Our  life  sciences  and  diagnostics  business  provides  application-focused  solutions  that  include  reagents, 

instruments,  software,  consumables,  and  services  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  level.  Key  product  categories  include:  liquid 
chromatography  systems,  columns  and  components;  liquid  chromatography  mass  spectrometry  systems; 
laboratory  software  and  informatics  systems;  laboratory  automation  and  robotic  systems;  dissolution  testing; 
nucleic  acid  solutions;  Nuclear  Magnetic  Resonance,  Magnetic  Resonance  Imaging,  and  X-Ray  Diffraction 
systems; services and support for the aforementioned products; immunohistochemistry ; In Situ Hybridization; 
 Hematoxylin  and  Eosin  staining;  special  staining,  DNA  mutation  detection;  genotyping;  gene  copy  number 
determination;  identification  of  gene  rearrangements;  DNA  methylation  profiling;  gene  expression  profiling; 
next  generation  sequencing  target  enrichment;  and  automated  gel  electrophoresis-based  sample  analysis 
systems. We  also  collaborate  with  a  number  of  major  pharmaceutical  companies  to  develop  new  potential 
pharmacodiagnostics, also called companion diagnostics, with the potential of identifying patients most likely to 
benefit from a specific targeted therapy.   

Our chemical analysis business provides application-focused solutions that include instruments, software, 
consumables,  and  services  that  enable  customers  to  identify,  quantify  and  analyze  the  physical  and  biological 
properties of substances and products.  Key product categories in chemical analysis include: gas chromatography 
(GC) systems, columns and components; gas chromatography mass spectrometry (GC-MS) systems; inductively 
coupled  plasma  mass  spectrometry  (ICP-MS)  instruments;  atomic  absorption  (AA)  instruments;  inductively 
coupled  plasma  optical  emission  spectrometry  (ICP-OES)  instruments;  molecular  spectroscopy  instruments; 
software and data systems; vacuum pumps and measurement technologies; services and support for our products. 

Our electronic measurement business provides electronic measurement instruments and systems, software 
design tools and related services that are used in the design, development, manufacture, installation, deployment 
and operation of  electronics equipment,  and  microscopy  products.  Related  services  include  start-up assistance, 
instrument  productivity  and  application  services  and  instrument  calibration  and  repair.  We  also  offer 
customization, consulting and optimization services throughout the customer's product lifecycle. 

The historical segment numbers for the life sciences and diagnostics segment has been recast to conform 

to this new reporting structure in our financial statements. 

A significant portion of the segments' expenses arise from shared services and infrastructure that we have 
historically  provided  to  the  segments  in  order  to  realize  economies  of  scale  and  to  efficiently  use  resources. 
These  expenses,  collectively  called  corporate  charges,  include  costs  of  centralized  research  and  development, 
legal, accounting, real estate, insurance services, information technology services, treasury and other corporate 
infrastructure  expenses.  Charges  are  allocated  to  the  segments,  and  the  allocations  have  been  determined  on  a 
basis that we consider to be a reasonable reflection of the utilization of services provided to or benefits received 
by the segments. Beginning in fiscal year 2012, we created the Agilent Order Fulfillment ("AOF") organization 
to  centralize  all  order  fulfillment  and  supply  organizations  and  operations.    AOF  provides  resources  for 
manufacturing,  engineering,  strategic  sourcing  and  logistics  to  life  sciences,  chemical  analysis  and  electronic 
measurement  businesses.  In  general,  AOF  employees  are  dedicated  to  specific  businesses  and  the  associated 
costs are directly allocated to businesses.  

The  following  tables  reflect  the  results  of  our  reportable  segments  under  our  management  reporting 
system. These results are not necessarily in conformity with U.S. GAAP. The performance of each segment is 
measured based on several metrics, including adjusted income from operations. These results are used, in part, by 
the chief operating decision maker in evaluating the performance of, and in allocating resources to, each of the 
segments. 

76

77

s
l
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t
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A

T
R
O
P
E
R
L
A
U
N
N
A

 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
  
  
 
  
 
 
 
 
The profitability of each of the segments is measured after excluding restructuring and asset impairment 
charges,  investment  gains  and  losses,  interest  income,  interest  expense,  acquisition  and  integration  costs,  one-
time and pre-separation costs, non-cash amortization and other items as noted in the reconciliations below. 

The  following  table  presents  assets  and  capital  expenditures  directly  managed  by  each  segment. 

Unallocated assets primarily consist of cash, cash equivalents, accumulated amortization of other intangibles and 

other assets. 

Life Sciences 
and 
Diagnostics 

Chemical 
Analysis 

Electronic 
Measurement 

Total 
Segments 

(in millions) 

Year ended October 31, 2013: 

Total net revenue 
Income from operations 
Depreciation expense 
Share-based compensation expense 

Year ended October 31, 2012: 

Total net revenue 
Income from operations 
Depreciation expense 
Share-based compensation expense 

Year ended October 31, 2011: 

$
$
$
$

$
$
$
$

$
Total segment revenue 
Varian acquisition deferred revenue fair value adjustment  $
$
Total net revenue 
$
Income from operations 
$
Depreciation expense 
$
Share-based compensation expense 

2,300
377
71
26

1,984
295
57
21

1,792
(4)
1,788
237
39
20

$
$
$
$

$
$
$
$

$
$
$
$
$
$

1,594
355
27
21

1,559
338
31
18

1,518
(7)
1,511
313
28
17

 $ 
 $ 
 $ 
 $ 

 $ 
 $ 
 $ 
 $ 

 $ 

 $ 
 $ 
 $ 
 $ 

2,888 
544 
83 
38 

3,315 
751 
83 
37 

3,316 
— 
3,316 
760 
75 
36 

$
$
$
$

$
$
$
$

$
$
$
$
$
$

6,782
1,276
181
85

6,858
1,384
171
76

6,626
(11)
6,615
1,310
142
73

The following  table  reconciles  reportable segments'  income  from  operations  to Agilent's  total  enterprise 

income before taxes: 

Years Ended October 31, 

2013 

2012 

(in millions) 

2011 

Total reportable segments' income from operations 
Restructuring related costs 
Acceleration of depreciation for held and used assets 
Asset Impairments 
Transformational programs 
Amortization of intangibles 
Acquisition and integration costs 
Acceleration of share-based compensation expense related to 
workforce reduction 
One-time and pre-separation costs 
Varian acquisition related fair value adjustments 
Other 
Interest Income 
Interest Expense 
Other income (expense), net 
Income before taxes, as reported 

$

$

1,276
(53)
—
(3)
(19)
(199)
(29)

(3)
(5)
—
(14)
7
(107)
8
859

$

$

 $ 

1,384 
— 
(15)   
(1)   
(25)   
(136)   
(74)   

— 
— 
— 
(14)   
9 
(101)   
16 
1,043 

 $ 

1,310
(2)
—
(9)
(51)
(113)
(54)

—
—
(9)
(1)
14
(86)
33
1,032

Major customers.    No customer represented 10 percent or more of our total net revenue in 2013, 2012 or 

2011. 

78

As of October 31, 2013: 

Assets 

Capital expenditures 

As of October 31, 2012: 

Assets 

Capital expenditures 

Life Sciences 

and 

Diagnostics 

Chemical 

Analysis 

Electronic 

Measurement 

Total 

Segments 

(in millions) 

$

$

$

$

4,291

77

4,072

56

$

$

$

$

1,756

30

1,768

32

$

$

$

$

1,997 

88 

2,157 

106 

 $ 

 $ 

 $ 

 $ 

8,044

195

7,997

194

The following table reconciles segment assets to Agilent's total assets: 

Total reportable segments' assets 

Cash, cash equivalents and short-term investments 

Prepaid expenses 

Investments 

Other 

Total assets 

Long-term and other receivables 

2013 

2012 

October 31, 

(in millions) 

 $ 

8,044 

2,675 

198 

139 

162 

(532)   

10,686 

 $ 

7,997

2,351

128

109

161

(210)

10,536

$

$

The  other  category  primarily  represents  the  difference  between  how  segments  report  deferred  taxes  and 

intangible assets at the initial purchased amount. 

The following table presents summarized information for net revenue and long-lived assets by geographic 

region.  Revenues  from  external  customers  are  generally  attributed  to  countries  based  upon  the  location  of  the 

Agilent sales representative. Long lived assets consist of property, plant, and equipment, long-term receivables 

and other long-term assets excluding intangible assets. The rest of the world primarily consists of rest of Asia 

and Europe. 

Net revenue: 

Year ended October 31, 2013 

Year ended October 31, 2012 

Year ended October 31, 2011 

Long-lived assets: 

October 31, 2013 

October 31, 2012 

United 

States 

China 

Japan 

(in millions) 

Rest of the 

World 

Total 

$

$

$

2,043

2,218

2,016

$

$

$

1,131

1,078

1,035

$

$

$

628

716

700

$  2,980 

$  2,846 

$  2,864 

 $  6,782

 $  6,858

 $  6,615

United 

States 

Japan 

Rest of the 

World 

Total 

(in millions) 

$

$

601

550

$

$

130

167

$ 

$ 

715 

645 

 $  1,446

 $  1,362

 
 
 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
    
  
 
 
 
  
  
  
  
    
 
 
 
  
  
  
  
    
  
  
  
    
 
 
 
 
 
 
 
  
  
  
    
    
  
  
    
 
  
  
    
 
 
 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
The profitability of each of the segments is measured after excluding restructuring and asset impairment 

charges,  investment  gains  and  losses,  interest  income,  interest  expense,  acquisition  and  integration  costs,  one-

time and pre-separation costs, non-cash amortization and other items as noted in the reconciliations below. 

The  following  table  presents  assets  and  capital  expenditures  directly  managed  by  each  segment. 
Unallocated assets primarily consist of cash, cash equivalents, accumulated amortization of other intangibles and 
other assets. 

The following  table  reconciles  reportable segments'  income  from  operations  to Agilent's  total  enterprise 

Year ended October 31, 2013: 

Total net revenue 

Income from operations 

Depreciation expense 

Share-based compensation expense 

Year ended October 31, 2012: 

Total net revenue 

Income from operations 

Depreciation expense 

Share-based compensation expense 

Year ended October 31, 2011: 

Total segment revenue 

Total net revenue 

Income from operations 

Depreciation expense 

Share-based compensation expense 

income before taxes: 

Varian acquisition deferred revenue fair value adjustment  $

Restructuring related costs 

Acceleration of depreciation for held and used assets 

Asset Impairments 

Transformational programs 

Amortization of intangibles 

Acquisition and integration costs 

Acceleration of share-based compensation expense related to 

workforce reduction 

One-time and pre-separation costs 

Varian acquisition related fair value adjustments 

Other 

Interest Income 

Interest Expense 

Other income (expense), net 

Income before taxes, as reported 

2011. 

Life Sciences 

and 

Diagnostics 

Chemical 

Analysis 

Electronic 

Measurement 

Total 

Segments 

(in millions) 

$

$

$

$

$

$

$

$

$

$

$

$

$

2,300

377

71

26

1,984

295

57

21

1,792

(4)

1,788

237

39

20

$

$

$

$

$

$

$

$

$

$

$

$

$

$

1,594

355

27

21

1,559

338

31

18

(7)

1,511

313

28

17

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

1,518

 $ 

2,888 

544 

83 

38 

3,315 

751 

83 

37 

3,316 

— 

3,316 

760 

75 

36 

$

$

$

$

$

$

$

$

$

$

$

$

$

$

6,782

1,276

181

85

6,858

1,384

171

76

6,626

(11)

6,615

1,310

142

73

Years Ended October 31, 

2013 

2011 

2012 

(in millions) 

(53)

—

(3)

(19)

(199)

(29)

(3)

(5)

—

(14)

(107)

7

8

— 

(15)   

(1)   

(25)   

(136)   

(74)   

— 

— 

— 

9 

16 

(14)   

(101)   

(2)

—

(9)

(51)

(113)

(54)

—

—

(9)

(1)

14

(86)

33

$

859

$

1,043 

 $ 

1,032

Total reportable segments' income from operations 

$

1,276

$

1,384 

 $ 

1,310

Major customers.    No customer represented 10 percent or more of our total net revenue in 2013, 2012 or 

As of October 31, 2013: 

Assets 
Capital expenditures 
As of October 31, 2012: 

Assets 
Capital expenditures 

Life Sciences 
and 
Diagnostics 

Chemical 
Analysis 

Electronic 
Measurement 

Total 
Segments 

(in millions) 

$
$

$
$

4,291
77

4,072
56

$
$

$
$

1,756
30

1,768
32

$
$

$
$

1,997 
88 

2,157 
106 

 $ 
 $ 

 $ 
 $ 

8,044
195

7,997
194

The following table reconciles segment assets to Agilent's total assets: 

Total reportable segments' assets 
Cash, cash equivalents and short-term investments 
Prepaid expenses 
Investments 
Long-term and other receivables 
Other 
Total assets 

October 31, 

2013 

2012 

$

(in millions) 
 $ 

8,044 
2,675 
198 
139 
162 
(532)   

$

10,686 

 $ 

7,997
2,351
128
109
161
(210)
10,536

The  other  category  primarily  represents  the  difference  between  how  segments  report  deferred  taxes  and 

intangible assets at the initial purchased amount. 

The following table presents summarized information for net revenue and long-lived assets by geographic 
region.  Revenues  from  external  customers  are  generally  attributed  to  countries  based  upon  the  location  of  the 
Agilent sales representative. Long lived assets consist of property, plant, and equipment, long-term receivables 
and other long-term assets excluding intangible assets. The rest of the world primarily consists of rest of Asia 
and Europe. 

Net revenue: 

Year ended October 31, 2013 
Year ended October 31, 2012 
Year ended October 31, 2011 

Long-lived assets: 

October 31, 2013 
October 31, 2012 

United 
States 

China 

Japan 

(in millions) 

Rest of the 
World 

Total 

$
$
$

2,043
2,218
2,016

$
$
$

1,131
1,078
1,035

$
$
$

628
716
700

$  2,980 
$  2,846 
$  2,864 

 $  6,782
 $  6,858
 $  6,615

United 
States 

Japan 

Rest of the 
World 

Total 

(in millions) 

$
$

601
550

$
$

130
167

$ 
$ 

715 
645 

 $  1,446
 $  1,362

78

79

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QUARTERLY SUMMARY 
(Unaudited) 

Three Months Ended 

January 31, 

April 30, 

July 31, 

October 31, 

(in millions, except per share data) 

2013 
Net revenue 
Gross profit 
Income from operations 
Net income 

Net income per share — Basic:
Net income per share — Diluted: 

Weighted average shares used in computing net 
income per share: 

Basic 
Diluted 

Cash dividends per common share 
Range of stock prices on NYSE 
2012 (1) 
Net revenue 
Gross profit 
Income from operations 
Net income 

Net income per share — Basic:
Net income per share — Diluted: 

Weighted average shares used in computing net 
income per share: 

Basic 
Diluted 

Cash dividends per common share 
Range of stock prices on NYSE 

$

$
$
$

$

$

$
$
$

$

1,680
880
217
179
0.52
0.51

347
352
0.22

$ 35.45-45.55

1,635
874
271
230
0.66
0.65

348
352
0.10

$

$
$
$

$

$

$
$
$

$

1,732
891
213
166
0.48
0.48

$

$
$
$

345
349
— $

$ 40.19-45.66

1,733
918
300
255
0.73
0.72

$

$
$
$

348
354
— $

$ 32.51-44.85

$ 39.15-46.28

1,652  
856  
236  
168  
0.50  
0.49  

 $ 

 $ 
 $ 
 $ 

1,718
908
285
211
0.64
0.63

339  
343  
0.12  

331
336
0.12

  $ 
$ 41.24-47.47   $ 45.32-53.47

1,723  
890  
270  
243  
0.70  
0.69  

 $ 

 $ 
 $ 
 $ 

1,767
922
278
425
1.22
1.20

348  
353  
0.10  

348
353
0.10

  $ 
$ 35.32-43.27   $ 35.38-40.97

(1) Consolidated financial data includes Dako acquired, acquired on June 21, 2012, and non-recurring tax benefit relating to 
the U.S. valuation allowance reversal in the fourth quarter of 2012 of $280 million. 

If  we  do  not  introduce  successful  new  products  and  services  in  a  timely  manner,  our  products  and 

services will become obsolete, and our operating results will suffer. 

80

RISKS, UNCERTAINTIES AND OTHER FACTORS THAT MAY AFFECT FUTURE RESULTS 

  Risks, Uncertainties and Other Factors That May Affect Future Results 

Depressed  and  uncertain  general  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 

U.S. The continued economic downturn may adversely impact our business resulting in: 

reduced  demand  for  our  products,  delays  in  the  shipment  of  orders,  or  increases  in  order 

increased risk of excess and obsolete inventories; 

increased price pressure for our products and services; and 

cancellations; 

portfolio. 

greater  risk  of  impairment  to  the  value,  and  a  detriment  to  the  liquidity,  of  our  investment 

Our  operating  results  and  financial  condition  could  be  harmed  if  the  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 

cancelled by our customers. In addition, our revenues and earnings forecasts for future fiscal quarters are often 

based on the expected seasonality or cyclicality of our markets. However, the markets we serve do not always 

experience  the  seasonality  or  cyclicality  that  we  expect.  Any  decline  in  our  customers'  markets  or  in  general 

economic conditions, including declines related to the current market disruptions described above, would likely 

result in a reduction in demand for our products and services. The broader semiconductor market is one of the 

drivers  for  our  electronic  measurement  business,  and  therefore,  a  decrease  in  the  semiconductor  market  could 

harm our electronic measurement business. Also, if our customers' markets decline, we may not be able to collect 

on  outstanding  amounts  due  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 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. 

We generally sell our products in industries that are characterized by rapid technological changes, frequent 

new  product  and  service  introductions  and  changing  industry  standards.  In  addition,  many  of  the  markets  in 

which  we  operate  are  seasonal  and  cyclical.  Without  the  timely  introduction  of  new  products,  services  and 

enhancements,  our  products  and  services  will  become  technologically  obsolete  over  time,  in  which  case  our 

revenue and operating results would suffer. The success of our new products and services will depend on several 

factors, including our ability to: 

properly identify customer needs; 

innovate and develop new technologies, services and applications; 

successfully commercialize new technologies in a timely manner; 

•  manufacture and deliver our products in sufficient volumes and on time; 

differentiate our offerings from our competitors' offerings; 

price our products competitively; 

• 

• 

• 

• 

• 

• 

• 

• 

• 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
  
  
  
  
 
 
 
  
  
  
    
 
 
  
  
  
   
 
 
  
  
  
    
 
 
 
 
QUARTERLY SUMMARY 

(Unaudited) 

2013 

Net revenue 

Gross profit 

Income from operations 

Net income 

Net income per share — Basic:

Net income per share — Diluted: 

Weighted average shares used in computing net 

income per share: 

Basic 

Diluted 

2012 (1) 

Net revenue 

Gross profit 

Income from operations 

Net income 

Net income per share — Basic:

Net income per share — Diluted: 

Weighted average shares used in computing net 

income per share: 

Basic 

Diluted 

Three Months Ended 

January 31, 

April 30, 

July 31, 

October 31, 

(in millions, except per share data) 

$

$

$

$

$

$

$

$

$

$

1,680

880

217

179

0.52

0.51

347

352

0.22

1,635

874

271

230

0.66

0.65

348

352

0.10

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

1,732

891

213

166

0.48

0.48

345

349

1,733

918

300

255

0.73

0.72

348

354

1,652  

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

 $ 

856  

236  

168  

0.50  

0.49  

339  

343  

890  

270  

243  

0.70  

0.69  

348  

353  

1,723  

 $ 

1,718

908

285

211

0.64

0.63

331

336

0.12

1,767

922

278

425

1.22

1.20

348

353

0.10

Cash dividends per common share 

Range of stock prices on NYSE 

$ 35.45-45.55

$ 40.19-45.66

$ 41.24-47.47   $ 45.32-53.47

— $

0.12  

  $ 

Cash dividends per common share 

Range of stock prices on NYSE 

$ 32.51-44.85

$ 39.15-46.28

$ 35.32-43.27   $ 35.38-40.97

— $

0.10  

  $ 

RISKS, UNCERTAINTIES AND OTHER FACTORS THAT MAY AFFECT FUTURE RESULTS 

  Risks, Uncertainties and Other Factors That May Affect Future Results 

Depressed  and  uncertain  general  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 

U.S. The continued economic downturn may adversely impact our business resulting in: 

• 

• 

• 

• 

reduced  demand  for  our  products,  delays  in  the  shipment  of  orders,  or  increases  in  order 
cancellations; 

increased risk of excess and obsolete inventories; 

increased price pressure for our products and services; and 

greater  risk  of  impairment  to  the  value,  and  a  detriment  to  the  liquidity,  of  our  investment 
portfolio. 

Our  operating  results  and  financial  condition  could  be  harmed  if  the  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 
cancelled by our customers. In addition, our revenues and earnings forecasts for future fiscal quarters are often 
based on the expected seasonality or cyclicality of our markets. However, the markets we serve do not always 
experience  the  seasonality  or  cyclicality  that  we  expect.  Any  decline  in  our  customers'  markets  or  in  general 
economic conditions, including declines related to the current market disruptions described above, would likely 
result in a reduction in demand for our products and services. The broader semiconductor market is one of the 
drivers  for  our  electronic  measurement  business,  and  therefore,  a  decrease  in  the  semiconductor  market  could 
harm our electronic measurement business. Also, if our customers' markets decline, we may not be able to collect 
on  outstanding  amounts  due  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 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. 

(1) Consolidated financial data includes Dako acquired, acquired on June 21, 2012, and non-recurring tax benefit relating to 

the U.S. valuation allowance reversal in the fourth quarter of 2012 of $280 million. 

If  we  do  not  introduce  successful  new  products  and  services  in  a  timely  manner,  our  products  and 

services will become obsolete, and our operating results will suffer. 

We generally sell our products in industries that are characterized by rapid technological changes, frequent 
new  product  and  service  introductions  and  changing  industry  standards.  In  addition,  many  of  the  markets  in 
which  we  operate  are  seasonal  and  cyclical.  Without  the  timely  introduction  of  new  products,  services  and 
enhancements,  our  products  and  services  will  become  technologically  obsolete  over  time,  in  which  case  our 
revenue and operating results would suffer. The success of our new products and services will depend on several 
factors, including our ability to: 

• 

• 

• 

properly identify customer needs; 

innovate and develop new technologies, services and applications; 

successfully commercialize new technologies in a timely manner; 

•  manufacture and deliver our products in sufficient volumes and on time; 

• 

• 

differentiate our offerings from our competitors' offerings; 

price our products competitively; 

80

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• 

• 

anticipate our competitors' development of new products, services or technological innovations; 
and 

control product quality in our manufacturing process. 

We are pursuing a plan to spin-off our electronic measurement business into a new, independent publicly 
traded company.  The proposed separation may not be completed on the currently contemplated timeline or at 
all and may not achieve the intended benefits. 

In September 2013, we announced a plan to separate into two independent public companies through a spin-
off of our electronic measurement business.  Unanticipated developments, including possible delays in obtaining 
various  tax  rulings,  regulatory  approvals  or  clearances  and  trade  qualifications,  uncertainty  of  the  financial 
markets and challenges in establishing infrastructure or processes, could delay or prevent the proposed separation 
or  cause  the  proposed  separation  to  occur  on  terms  or  conditions  that  are  less  favorable  and/or  different  than 
expected.  Even if the transaction is completed, we may not realize some or all of the anticipated benefits from 
the spin-off.  Expenses incurred to accomplish the proposed separation may be significantly higher than what we 
currently  anticipate.   Executing  the  proposed  separation  also  requires  significant  time  and  attention  from 
management,  which  could  distract  them  from  other  tasks  in  operating  our  business.   Following  the  proposed 
separation, the combined value of the common stock of the two publicly-traded companies may not be equal to 
or greater than what the value of our common stock would have been had the proposed separation not occurred.   

Failure to adjust our purchases due to changing market conditions or failure to estimate our customers' 

demand could adversely affect our income. 

Our  income  could  be  harmed  if  we  are  unable  to  adjust  our  purchases  to  reflect  market  fluctuations, 
including  those  caused by  the  seasonal or cyclical  nature  of  the  markets  in which we  operate. The sale  of  our 
products and services are dependent, to a large degree, on customers whose industries are subject to seasonal or 
cyclical  trends  in  the  demand  for  their  products.  For  example,  the  consumer  electronics  market  is  particularly 
volatile,  making  demand  difficult  to  anticipate.  During  a  market  upturn,  we  may  not  be  able  to  purchase 
sufficient supplies or components to meet increasing product demand, which could materially affect our results. 
In the past we have seen a shortage of parts for some of our products. In addition, some of the parts that require 
custom design are not readily available from alternate 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 due to capacity constraints or other factors. In order to secure components for the production of 
products, we may continue to 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.  Prior  commitments  of  this  type  have  resulted  in  an  excess  of  parts  when  demand  for  our 
communications and electronics products has decreased. If demand for our products is less than we expect, we 
may experience additional excess and obsolete inventories and be forced to incur additional charges. 

Economic,  political  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 associated with doing business 
internationally. We anticipate that revenue from international operations will continue to represent a majority of 
our  total  revenue.  In  addition,  many  of  our  employees,  contract  manufacturers,  suppliers,  job  functions  and 
manufacturing facilities are located outside the U.S. Accordingly, our future results 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; 

changes in foreign currency exchange rates; 

Our business will suffer if we are not able to retain and hire key personnel. 

changes in a specific country's or region's political, economic or other conditions; 

Our  future  success  depends  partly  on  the  continued  service  of  our  key  research,  engineering,  sales, 

82

trade protection measures and import or export licensing requirements; 

negative  consequences  from  changes  in  tax  laws  including  changes  to  U.S.  tax  legislation  that 

• 

• 

• 

• 

• 

• 

• 

could materially increase our effective tax rate; 

difficulty in staffing and managing widespread operations; 

differing labor regulations; 

differing protection of intellectual property; 

unexpected changes in regulatory requirements; and 

geopolitical turmoil, including terrorism and war. 

We  centralized  most  of our  accounting processes  to  two  locations:  India  and  Malaysia.  These  processes 

include general accounting, cost accounting, accounts payable and accounts receivables functions. If 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,  may  be  adversely  affected  and 

possible delays may occur in reporting financial results. 

Additionally,  we  must  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  to 

governmental officials, and anti-competition regulations. 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  attract  and  retain 

employees, our international operations, our business and our operating results. Although we have implemented 

policies  and  procedures  designed  to  ensure  compliance  with  these  laws  and  regulations,  there  can  be  no 

assurance  that  our  employees,  contractors,  or  agents  will  not  violate  our  policies.  See  Item  3.  "Legal 

Proceedings".  If  government  action  results  from  our  China  investigation,  we  could  face  possible  fines  and 

penalties, criminal or civil sanctions, or other consequences, and our business could suffer. 

In  addition,  although  the  majority  of  our  products  are  priced  and  paid  for  in  U.S.  dollars,  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, within 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. However, for expenses 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 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. 

Significant key customers or large orders may expose us to additional business and legal risks that could 

have a material adverse impact on our operating results and financial condition. 

Certain significant key customers have substantial purchasing power and leverage in negotiating contractual 

arrangements with us.  These customers may demand contract terms that differ considerably from our standard 

terms and conditions.  Large orders may also include severe contractual liabilities for us if we fail to provide the 

quantity  and  quality  of  product  at  the  required  delivery  times.    While  we  attempt  to  contractually  limit  our 

potential liability under such contracts, we expect to be forced to agree to some or all of these types of provisions 

to  secure  these  orders  and  to  continue  to  grow  our  business.    Such  actions  expose  us  to  significant  additional 

risks which could result in a material adverse impact on our operating results and financial condition. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
anticipate our competitors' development of new products, services or technological innovations; 

and 

• 

• 

control product quality in our manufacturing process. 

We are pursuing a plan to spin-off our electronic measurement business into a new, independent publicly 

traded company.  The proposed separation may not be completed on the currently contemplated timeline or at 

all and may not achieve the intended benefits. 

In September 2013, we announced a plan to separate into two independent public companies through a spin-

off of our electronic measurement business.  Unanticipated developments, including possible delays in obtaining 

various  tax  rulings,  regulatory  approvals  or  clearances  and  trade  qualifications,  uncertainty  of  the  financial 

markets and challenges in establishing infrastructure or processes, could delay or prevent the proposed separation 

or  cause  the  proposed  separation  to  occur  on  terms  or  conditions  that  are  less  favorable  and/or  different  than 

expected.  Even if the transaction is completed, we may not realize some or all of the anticipated benefits from 

the spin-off.  Expenses incurred to accomplish the proposed separation may be significantly higher than what we 

currently  anticipate.   Executing  the  proposed  separation  also  requires  significant  time  and  attention  from 

management,  which  could  distract  them  from  other  tasks  in  operating  our  business.   Following  the  proposed 

separation, the combined value of the common stock of the two publicly-traded companies may not be equal to 

or greater than what the value of our common stock would have been had the proposed separation not occurred.   

Failure to adjust our purchases due to changing market conditions or failure to estimate our customers' 

demand could adversely affect our income. 

Our  income  could  be  harmed  if  we  are  unable  to  adjust  our  purchases  to  reflect  market  fluctuations, 

including  those  caused by  the  seasonal or cyclical  nature  of  the  markets  in which we  operate. The sale  of  our 

products and services are dependent, to a large degree, on customers whose industries are subject to seasonal or 

cyclical  trends  in  the  demand  for  their  products.  For  example,  the  consumer  electronics  market  is  particularly 

volatile,  making  demand  difficult  to  anticipate.  During  a  market  upturn,  we  may  not  be  able  to  purchase 

sufficient supplies or components to meet increasing product demand, which could materially affect our results. 

In the past we have seen a shortage of parts for some of our products. In addition, some of the parts that require 

custom design are not readily available from alternate 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 due to capacity constraints or other factors. In order to secure components for the production of 

products, we may continue to 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.  Prior  commitments  of  this  type  have  resulted  in  an  excess  of  parts  when  demand  for  our 

communications and electronics products has decreased. If demand for our products is less than we expect, we 

may experience additional excess and obsolete inventories and be forced to incur additional charges. 

Economic,  political  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 associated with doing business 

internationally. We anticipate that revenue from international operations will continue to represent a majority of 

our  total  revenue.  In  addition,  many  of  our  employees,  contract  manufacturers,  suppliers,  job  functions  and 

manufacturing facilities are located outside the U.S. Accordingly, our future results 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; 

changes in foreign currency exchange rates; 

• 

• 

• 

changes in a specific country's or region's political, economic or other conditions; 

• 

• 

• 

• 

• 

• 

• 

trade protection measures and import or export licensing requirements; 

negative  consequences  from  changes  in  tax  laws  including  changes  to  U.S.  tax  legislation  that 
could materially increase our effective tax rate; 

difficulty in staffing and managing widespread operations; 

differing labor regulations; 

differing protection of intellectual property; 

unexpected changes in regulatory requirements; and 

geopolitical turmoil, including terrorism and war. 

We  centralized  most  of our  accounting processes  to  two  locations:  India  and  Malaysia.  These  processes 
include general accounting, cost accounting, accounts payable and accounts receivables functions. If 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,  may  be  adversely  affected  and 
possible delays may occur in reporting financial results. 

Additionally,  we  must  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  to 
governmental officials, and anti-competition regulations. 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  attract  and  retain 
employees, our international operations, our business and our operating results. Although we have implemented 
policies  and  procedures  designed  to  ensure  compliance  with  these  laws  and  regulations,  there  can  be  no 
assurance  that  our  employees,  contractors,  or  agents  will  not  violate  our  policies.  See  Item  3.  "Legal 
Proceedings".  If  government  action  results  from  our  China  investigation,  we  could  face  possible  fines  and 
penalties, criminal or civil sanctions, or other consequences, and our business could suffer. 

In  addition,  although  the  majority  of  our  products  are  priced  and  paid  for  in  U.S.  dollars,  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, within 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. However, for expenses 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 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. 

Significant key customers or large orders may expose us to additional business and legal risks that could 

have a material adverse impact on our operating results and financial condition. 

Certain significant key customers have substantial purchasing power and leverage in negotiating contractual 
arrangements with us.  These customers may demand contract terms that differ considerably from our standard 
terms and conditions.  Large orders may also include severe contractual liabilities for us if we fail to provide the 
quantity  and  quality  of  product  at  the  required  delivery  times.    While  we  attempt  to  contractually  limit  our 
potential liability under such contracts, we expect to be forced to agree to some or all of these types of provisions 
to  secure  these  orders  and  to  continue  to  grow  our  business.    Such  actions  expose  us  to  significant  additional 
risks which could result in a material adverse impact on our operating results and financial condition. 

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  key  research,  engineering,  sales, 

82

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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. The markets in which we 
operate are very dynamic, and our businesses continue to respond with reorganizations, workforce reductions and 
site closures. We believe our pay levels are very competitive within the regions that we operate. However, there 
is  also  intense  competition  for  certain  highly  technical  specialties  in  geographic  areas  where  we  continue  to 
recruit,  and  it  may  become  more  difficult  to  retain  our  key  employees,  especially  in  light  of  our  ongoing 
restructuring efforts. 

Our acquisitions,  strategic  alliances,  joint ventures  and divestitures  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 alliances, joint ventures and divestitures, and generally expect to complete several 
transactions  per  year.  For  example  in  the  past  we  completed  various  acquisitions,  including  Dako  A/S,  Halo 
Genomics  AB  and  the  test  systems  division  of  AT4  wireless.  As  a  result  of  such  transactions,  our  financial 
results may differ from our own or the investment community's expectations in a given fiscal quarter, or over the 
long  term.  Such  transactions  often  have  post-closing  arrangements  including  but  not  limited  to  post-closing 
adjustments,  transition  services,  escrows  or  indemnifications,  the  financial  results  of  which  can  be  difficult  to 
predict. In addition, acquisitions and strategic alliances may require us to integrate a different company culture, 
management team and business infrastructure. We may have difficulty 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  to  realize  the  value  from  expected  synergies.  Depending  on  the  size  and  complexity  of  an 
acquisition, our successful integration of the entity depends on a variety of factors, including: 

• 

• 

• 

• 

• 

the retention of key employees; 

the management of facilities and employees in different geographic areas; 

the retention of key customers; 

the compatibility of our sales programs and facilities with those of the acquired company; and 

risks, including, but not limited to: 

the compatibility of our existing infrastructure with that of an acquired company. 

In  addition,  effective  internal  controls  are  necessary  for  us  to  provide  reliable  and  accurate  financial 
reports and to effectively prevent fraud. The integration of acquired businesses is likely to result in our systems 
and controls becoming increasingly complex and more difficult to manage. We devote significant resources and 
time  to  comply  with  the  internal  control  over  financial  reporting  requirements  of  the  Sarbanes-Oxley  Act  of 
2002. However, we cannot be certain that these measures will ensure that we design, implement and  maintain 
adequate control over our financial processes and reporting in the future, especially in the context of acquisitions 
of  other  businesses.  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. Inferior internal controls 
could also cause investors to lose confidence in our reported financial information, which could have a negative 
effect on the trading price of our stock and our access to capital. 

A successful divestiture depends on various factors, including 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. 

transaction. 

business. 

In 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.  All  of  these  efforts  require  varying  levels  of  management  resources,  which  may  divert  our 
attention  from  other  business  operations.  Further,  if  market  conditions  or  other  factors  lead  us  to  change  our 

84

strategic  direction,  we  may  not  realize  the  expected  value  from  such  transactions.  If  we  do  not  realize  the 

expected  benefits  or  synergies  of  such  transactions,  our  consolidated  financial  position,  results  of  operations, 

cash flows and stock price could be negatively impacted. 

If  we  do  not  achieve  the  contemplated  benefits  of  our  acquisition  and  integration  of  Dako  A/S,  our 

business and financial condition may be materially impaired. 

We  may  not  achieve  the  desired  benefits  from  our  acquisition  and  integration  of  Dako.  In  addition,  the 

operation of Dako within Agilent could be a costly and time-consuming process that involves a number of risks, 

including, but not limited to: 

• 

difficulties in the assimilation of different corporate cultures, practices and sales and distribution 

methodologies,  as  well  as  in  the  assimilation  and  retention  of  geographically  dispersed, 

decentralized operations and personnel; 

increased exposure to certain governmental regulations and compliance requirements; 

the potential loss of key personnel who choose not to remain with Dako or Agilent; 

the potential loss of key customers or suppliers who choose not to do business with the combined 

business; and 

the use of cash resources and increased capital expenditures on additional investment or research 

and  development  activities  in  excess  of  our  current  expectations,  which  could  offset  any 

synergies resulting from the Dako acquisition and limit other potential uses of our cash, including 

stock repurchases and retirement of outstanding debt. 

Even if we are able to successfully operate Dako within Agilent, we may not be able to realize the revenue 

and other synergies and growth that we anticipate from the acquisition in the time frame that we currently expect, 

and the costs of achieving these benefits may be higher than what we currently expect, because of a number of 

the possibility that the acquisition may not further our business strategy as we expected; 

the possibility that we may not be able to expand the reach and customer base for Dako current 

and future products as expected; 

the  possibility  that  we  may  not  be  able  to  expand  the  reach  and  customer  base  for  Agilent 

the possibility that the carrying amounts of goodwill and other purchased intangible assets may 

products as expected; 

not be recoverable; and 

the fact that the acquisition will substantially expand our diagnostics business, and we may not 

experience anticipated growth in that market. 

As  a  result  of  these  risks,  the  Dako  acquisition  and  integration  may  not  contribute  to  our  earnings  as 

expected,  we  may  not  achieve  expected  revenue  synergies  or  our  return  on  invested  capital  targets  when 

expected,  or  at  all,  and  we  may  not  achieve  the  other  anticipated  strategic  and  financial  benefits  of  this 

The  impact  of  consolidation  and  acquisitions  of  competitors  is  difficult  to  predict  and  may  harm  our 

The electronic measurement and life sciences industries are intensely competitive and have been subject to 

increasing  consolidation.  For  instance,  Danaher  Corporation  completed  its  acquisition  of  IRIS  International  in 

November  2012;  Thermo  Fisher  Scientific  announced  its  acquisition  of  Life  Technologies  in  April  2013  and 

completed its acquisitions of  Doe & Ingalls in May 2012 and One Lambda in September 2012; and PerkinElmer 

completed its acquisition of Haoyuan Biotech in November 2012. Consolidation in our industries could result in 

• 

• 

• 

• 

• 

• 

• 

• 

• 

 
 
 
 
  
  
  
 
 
  
 
 
 
 
 
 
 
 
 
 
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. The markets in which we 

operate are very dynamic, and our businesses continue to respond with reorganizations, workforce reductions and 

site closures. We believe our pay levels are very competitive within the regions that we operate. However, there 

is  also  intense  competition  for  certain  highly  technical  specialties  in  geographic  areas  where  we  continue  to 

recruit,  and  it  may  become  more  difficult  to  retain  our  key  employees,  especially  in  light  of  our  ongoing 

restructuring efforts. 

are different than expected. 

Our acquisitions,  strategic  alliances,  joint ventures  and divestitures  may  result  in  financial  results  that 

In  the  normal  course  of  business,  we  frequently  engage  in  discussions  with  third  parties  relating  to 

possible acquisitions, strategic alliances, joint ventures and divestitures, and generally expect to complete several 

transactions  per  year.  For  example  in  the  past  we  completed  various  acquisitions,  including  Dako  A/S,  Halo 

Genomics  AB  and  the  test  systems  division  of  AT4  wireless.  As  a  result  of  such  transactions,  our  financial 

results may differ from our own or the investment community's expectations in a given fiscal quarter, or over the 

long  term.  Such  transactions  often  have  post-closing  arrangements  including  but  not  limited  to  post-closing 

adjustments,  transition  services,  escrows  or  indemnifications,  the  financial  results  of  which  can  be  difficult  to 

predict. In addition, acquisitions and strategic alliances may require us to integrate a different company culture, 

management team and business infrastructure. We may have difficulty 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  to  realize  the  value  from  expected  synergies.  Depending  on  the  size  and  complexity  of  an 

acquisition, our successful integration of the entity depends on a variety of factors, including: 

the retention of key employees; 

the retention of key customers; 

the management of facilities and employees in different geographic areas; 

the compatibility of our sales programs and facilities with those of the acquired company; and 

the compatibility of our existing infrastructure with that of an acquired company. 

In  addition,  effective  internal  controls  are  necessary  for  us  to  provide  reliable  and  accurate  financial 

reports and to effectively prevent fraud. The integration of acquired businesses is likely to result in our systems 

and controls becoming increasingly complex and more difficult to manage. We devote significant resources and 

time  to  comply  with  the  internal  control  over  financial  reporting  requirements  of  the  Sarbanes-Oxley  Act  of 

2002. However, we cannot be certain that these measures will ensure that we design, implement and  maintain 

adequate control over our financial processes and reporting in the future, especially in the context of acquisitions 

of  other  businesses.  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. Inferior internal controls 

could also cause investors to lose confidence in our reported financial information, which could have a negative 

effect on the trading price of our stock and our access to capital. 

A successful divestiture depends on various factors, including 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 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.  All  of  these  efforts  require  varying  levels  of  management  resources,  which  may  divert  our 

attention  from  other  business  operations.  Further,  if  market  conditions  or  other  factors  lead  us  to  change  our 

• 

• 

• 

• 

• 

• 

• 

• 

strategic  direction,  we  may  not  realize  the  expected  value  from  such  transactions.  If  we  do  not  realize  the 
expected  benefits  or  synergies  of  such  transactions,  our  consolidated  financial  position,  results  of  operations, 
cash flows and stock price could be negatively impacted. 

If  we  do  not  achieve  the  contemplated  benefits  of  our  acquisition  and  integration  of  Dako  A/S,  our 

business and financial condition may be materially impaired. 

We  may  not  achieve  the  desired  benefits  from  our  acquisition  and  integration  of  Dako.  In  addition,  the 
operation of Dako within Agilent could be a costly and time-consuming process that involves a number of risks, 
including, but not limited to: 

• 

• 

• 

• 

• 

difficulties in the assimilation of different corporate cultures, practices and sales and distribution 
methodologies,  as  well  as  in  the  assimilation  and  retention  of  geographically  dispersed, 
decentralized operations and personnel; 

increased exposure to certain governmental regulations and compliance requirements; 

the potential loss of key personnel who choose not to remain with Dako or Agilent; 

the potential loss of key customers or suppliers who choose not to do business with the combined 
business; and 

the use of cash resources and increased capital expenditures on additional investment or research 
and  development  activities  in  excess  of  our  current  expectations,  which  could  offset  any 
synergies resulting from the Dako acquisition and limit other potential uses of our cash, including 
stock repurchases and retirement of outstanding debt. 

Even if we are able to successfully operate Dako within Agilent, we may not be able to realize the revenue 
and other synergies and growth that we anticipate from the acquisition in the time frame that we currently expect, 
and the costs of achieving these benefits may be higher than what we currently expect, because of a number of 
risks, including, but not limited to: 

• 

• 

• 

• 

• 

the possibility that the acquisition may not further our business strategy as we expected; 

the possibility that we may not be able to expand the reach and customer base for Dako current 
and future products as expected; 

the  possibility  that  we  may  not  be  able  to  expand  the  reach  and  customer  base  for  Agilent 
products as expected; 

the possibility that the carrying amounts of goodwill and other purchased intangible assets may 
not be recoverable; and 

the fact that the acquisition will substantially expand our diagnostics business, and we may not 
experience anticipated growth in that market. 

As  a  result  of  these  risks,  the  Dako  acquisition  and  integration  may  not  contribute  to  our  earnings  as 
expected,  we  may  not  achieve  expected  revenue  synergies  or  our  return  on  invested  capital  targets  when 
expected,  or  at  all,  and  we  may  not  achieve  the  other  anticipated  strategic  and  financial  benefits  of  this 
transaction. 

The  impact  of  consolidation  and  acquisitions  of  competitors  is  difficult  to  predict  and  may  harm  our 

business. 

The electronic measurement and life sciences industries are intensely competitive and have been subject to 
increasing  consolidation.  For  instance,  Danaher  Corporation  completed  its  acquisition  of  IRIS  International  in 
November  2012;  Thermo  Fisher  Scientific  announced  its  acquisition  of  Life  Technologies  in  April  2013  and 
completed its acquisitions of  Doe & Ingalls in May 2012 and One Lambda in September 2012; and PerkinElmer 
completed its acquisition of Haoyuan Biotech in November 2012. Consolidation in our industries could result in 

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existing  competitors  increasing  their  market  share  through  business  combinations  and  result  in  stronger 
competitors,  which  could  have  a  material  adverse  effect  on  our  business,  financial  condition  and  results  of 
operations.  We  may  not  be  able  to  compete  successfully  in  increasingly  consolidated  industries  and  cannot 
predict with certainty how industry consolidation will affect our competitors or us. 

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  certain  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 health and safety, packaging, product content, labor and import/export regulations. 
These regulations are complex, change frequently and have tended to become more stringent over time. We may 
be  required  to  incur  significant  expenses  to  comply  with  these  regulations  or  to  remedy  violations  of  these 
regulations. Any failure by us to comply with applicable government regulations could also result in cessation of 
our operations or portions of our operations, product recalls or impositions of fines and restrictions on our ability 
to  carry  on  or  expand  our  operations.  In  addition,  because  many  of  our  products  are  regulated  or  sold  into 
regulated  industries,  we  must  comply  with  additional  regulations  in  marketing  our  products.  We  develop, 
configure and market our products to meet customer needs created by these regulations. Any significant change 
in these regulations could reduce demand for our products, force us to modify our products to comply with new 
regulations or increase our costs of producing these products. If demand for our products is adversely affected or 
our costs increase, our business would suffer.  

Our  products  and  operations  are  also  often  subject  to  the  rules  of  industrial  standards  bodies,  like  the 
International  Standards  Organization,  as  well  as  regulation  by  other  agencies  such  as  the  U.S.  Federal 
Communications Commission. We also must comply with work safety rules. If we fail to adequately address any 
of these regulations, our businesses could be harmed. 

Some  of  our  chemical  analysis  and  life  sciences  and  diagnostics  products  are  exposed  to  particular 
complex regulations such as regulations of toxic substances and medical devices, and failure to comply with 
such regulations could harm our business. 

Some of our chemical analysis products and related consumables marketed by our chemical analysis and 
life sciences and diagnostics businesses are used in conjunction with chemicals whose manufacture, processing, 
distribution and notification requirements are regulated by the U.S. Environmental Protection Agency (“EPA”) 
under  the  Toxic  Substances  Control  Act,  and  by  regulatory  bodies  in  other  countries  with  similar  laws.  The 
Toxic Substances Control Act regulations govern, among other things, the testing, manufacture, processing and 
distribution  of  chemicals,  the  testing  of  regulated  chemicals  for  their  effects  on  human  health  and  safety  and 
import  and  export  of  chemicals.  The  Toxic  Substances  Control  Act  prohibits  persons  from  manufacturing  any 
chemical in the U.S. that has not been reviewed by EPA for its effect on health and safety, and placed on an EPA 
inventory  of  chemical  substances.  We  must  conform  the  manufacturing,  processing,  distribution  of  and 
notification about these chemicals to these laws and adapt to regulatory requirements in all applicable countries 
as these requirements change. If we fail to comply with the notification, record-keeping and other requirements 
in the manufacture or distribution of our products, then we could be made to pay civil penalties, face criminal 
prosecution and, in some cases, be prohibited from distributing or marketing our products until the products or 
component substances are brought into compliance. 

A  number  of  our  products  from  our  chemical  analysis  and  life  sciences  and  diagnostics  businesses  are 
subject  to  regulation  by  the  United  States  Food  and  Drug  Administration  ("FDA")  and  certain  similar  foreign 
regulatory agencies. In addition, a number of our products may be in the future subject to regulation by the FDA 
and  certain  similar  foreign  regulatory  agencies.    These  regulations  govern  a  wide  variety  of  product  related 
activities, from quality  management, design and development to labeling, manufacturing, promotion, sales and 
distribution. If we or any of our suppliers or distributors fail to comply with FDA and other applicable regulatory 
requirements  or  are  perceived  to  potentially  have  failed  to  comply,  we  may  face,  among other  things,  adverse 
publicity  affecting  both  us  and  our  customers;  investigations  or  notices  of  non-compliance,  fines,  injunctions, 
and civil penalties; import or export restrictions; partial suspensions or total shutdown of production facilities or 

86

the imposition of operating restrictions; increased difficulty in obtaining required FDA clearances or approvals; 

seizures or recalls of our products or those of our customers; or the inability to sell our products.  

Our business may suffer if we fail to comply with government contracting laws and regulations. 

We  derive  a  portion  of  our  revenues  from  direct  and  indirect  sales  to  U.S.,  state,  local,  and  foreign 

governments  and  their  respective  agencies.  Such  contracts  are  subject  to  various  procurement  laws  and 

regulations,  and  contract  provisions  relating  to  their  formation,  administration  and  performance.  Failure  to 

comply with these laws, regulations or provisions in our government contracts could result in the imposition of 

various  civil  and  criminal  penalties,  termination  of  contracts,  forfeiture  of  profits,  suspension  of  payments,  or 

suspension from future government contracting. On March 4, 2013, we made a report to the Inspector General of 

the  Department  of  Defense  regarding  pricing  irregularities  relating  to  certain  sales  of  electronic  measurement 

products  to  U.S.  government  agencies.    See  Item  3.  "Legal  Proceedings".  If  our  government  contracts  are 

terminated,  if  we  are  suspended  from  government  work,  or  if  our  ability  to  compete  for  new  contracts  is 

adversely affected, our business could suffer. 

Dependence  on  contract  manufacturing  and  outsourcing  other  portions  of  our  supply  chain  may 

adversely  affect  our  ability  to  bring  products  to  market  and  damage  our  reputation.  Dependence  on 

outsourced  information  technology  and  other  administrative  functions  may  impair  our  ability  to  operate 

effectively. 

As part of our efforts to streamline operations and to cut costs, we outsource aspects of our manufacturing 

processes and other functions and continue to evaluate additional outsourcing. If our contract manufacturers or 

other outsourcers fail to perform their obligations in a timely manner or at satisfactory quality levels, our ability 

to bring products to market and our reputation could suffer. For example, during a market upturn, our contract 

manufacturers  may  be  unable  to  meet  our  demand  requirements,  which  may  preclude  us  from  fulfilling  our 

customers'  orders  on  a  timely  basis.  The  ability  of  these  manufacturers  to  perform  is  largely  outside  of  our 

control.  Additionally,  changing  or  replacing  our  contract  manufacturers  or  other  outsourcers  could  cause 

disruptions  or  delays.  In  addition,  we  outsource  significant  portions  of  our  information  technology  ("IT")  and 

other administrative functions. Since IT is critical to our operations, any failure to perform on the part of our IT 

providers could impair our ability to operate effectively. In addition to the risks outlined above, problems with 

manufacturing or IT outsourcing could result in lower revenues, unexecuted efficiencies, and impact our results 

of operations and our stock price. Much of our outsourcing takes place in developing countries and, as a result, 

may be subject to geopolitical uncertainty. 

If  we  are  unable  to  successfully  manage  the  consolidation  and  streamlining  of  our  manufacturing 

operations, we may not achieve desired efficiencies and our ability to deliver products to our customers could 

be disrupted. 

Although we utilize manufacturing facilities throughout the world, we have been consolidating, and may 

continue to consolidate, our manufacturing operations to certain of our plants to achieve efficiencies and gross 

margin  improvements.  Additionally, we  typically  consolidate  the production of  products  from  our  acquisitions 

into  our  supply  chain  and  manufacturing  processes,  which  are  technically  complex  and  require  expertise  to 

operate. If we are unable to establish processes to efficiently and effectively produce high quality products in the 

consolidated  locations,  we  may  not  achieve  the  anticipated  synergies  and  production  may  be  disrupted,  which 

could adversely affect our business and operating results. 

Our  operating  results  may  suffer  if  our  manufacturing  capacity  does  not  match  the  demand  for  our 

products. 

Because  we  cannot  immediately  adapt  our  production  capacity  and  related  cost  structures  to  rapidly 

changing  market  conditions,  when  demand  does  not  meet  our  expectations,  our  manufacturing  capacity  will 

likely  exceed  our  production  requirements.  If,  during  a  general  market  upturn  or  an  upturn  in  one  of  our 

segments, we cannot increase our manufacturing capacity to meet product demand, we will not be able to fulfill 

orders  in  a  timely  manner  which  could  lead  to  order  cancellations,  contract  breaches  or  indemnification 

 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
existing  competitors  increasing  their  market  share  through  business  combinations  and  result  in  stronger 

competitors,  which  could  have  a  material  adverse  effect  on  our  business,  financial  condition  and  results  of 

operations.  We  may  not  be  able  to  compete  successfully  in  increasingly  consolidated  industries  and  cannot 

predict with certainty how industry consolidation will affect our competitors or us. 

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  certain  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 health and safety, packaging, product content, labor and import/export regulations. 

These regulations are complex, change frequently and have tended to become more stringent over time. We may 

be  required  to  incur  significant  expenses  to  comply  with  these  regulations  or  to  remedy  violations  of  these 

regulations. Any failure by us to comply with applicable government regulations could also result in cessation of 

our operations or portions of our operations, product recalls or impositions of fines and restrictions on our ability 

to  carry  on  or  expand  our  operations.  In  addition,  because  many  of  our  products  are  regulated  or  sold  into 

regulated  industries,  we  must  comply  with  additional  regulations  in  marketing  our  products.  We  develop, 

configure and market our products to meet customer needs created by these regulations. Any significant change 

in these regulations could reduce demand for our products, force us to modify our products to comply with new 

regulations or increase our costs of producing these products. If demand for our products is adversely affected or 

our costs increase, our business would suffer.  

Our  products  and  operations  are  also  often  subject  to  the  rules  of  industrial  standards  bodies,  like  the 

International  Standards  Organization,  as  well  as  regulation  by  other  agencies  such  as  the  U.S.  Federal 

Communications Commission. We also must comply with work safety rules. If we fail to adequately address any 

of these regulations, our businesses could be harmed. 

Some  of  our  chemical  analysis  and  life  sciences  and  diagnostics  products  are  exposed  to  particular 

complex regulations such as regulations of toxic substances and medical devices, and failure to comply with 

such regulations could harm our business. 

Some of our chemical analysis products and related consumables marketed by our chemical analysis and 

life sciences and diagnostics businesses are used in conjunction with chemicals whose manufacture, processing, 

distribution and notification requirements are regulated by the U.S. Environmental Protection Agency (“EPA”) 

under  the  Toxic  Substances  Control  Act,  and  by  regulatory  bodies  in  other  countries  with  similar  laws.  The 

Toxic Substances Control Act regulations govern, among other things, the testing, manufacture, processing and 

distribution  of  chemicals,  the  testing  of  regulated  chemicals  for  their  effects  on  human  health  and  safety  and 

import  and  export  of  chemicals.  The  Toxic  Substances  Control  Act  prohibits  persons  from  manufacturing  any 

chemical in the U.S. that has not been reviewed by EPA for its effect on health and safety, and placed on an EPA 

inventory  of  chemical  substances.  We  must  conform  the  manufacturing,  processing,  distribution  of  and 

notification about these chemicals to these laws and adapt to regulatory requirements in all applicable countries 

as these requirements change. If we fail to comply with the notification, record-keeping and other requirements 

in the manufacture or distribution of our products, then we could be made to pay civil penalties, face criminal 

prosecution and, in some cases, be prohibited from distributing or marketing our products until the products or 

component substances are brought into compliance. 

A  number  of  our  products  from  our  chemical  analysis  and  life  sciences  and  diagnostics  businesses  are 

subject  to  regulation  by  the  United  States  Food  and  Drug  Administration  ("FDA")  and  certain  similar  foreign 

regulatory agencies. In addition, a number of our products may be in the future subject to regulation by the FDA 

and  certain  similar  foreign  regulatory  agencies.    These  regulations  govern  a  wide  variety  of  product  related 

activities, from quality  management, design and development to labeling, manufacturing, promotion, sales and 

distribution. If we or any of our suppliers or distributors fail to comply with FDA and other applicable regulatory 

requirements  or  are  perceived  to  potentially  have  failed  to  comply,  we  may  face,  among other  things,  adverse 

publicity  affecting  both  us  and  our  customers;  investigations  or  notices  of  non-compliance,  fines,  injunctions, 

and civil penalties; import or export restrictions; partial suspensions or total shutdown of production facilities or 

the imposition of operating restrictions; increased difficulty in obtaining required FDA clearances or approvals; 
seizures or recalls of our products or those of our customers; or the inability to sell our products.  

Our business may suffer if we fail to comply with government contracting laws and regulations. 

We  derive  a  portion  of  our  revenues  from  direct  and  indirect  sales  to  U.S.,  state,  local,  and  foreign 
governments  and  their  respective  agencies.  Such  contracts  are  subject  to  various  procurement  laws  and 
regulations,  and  contract  provisions  relating  to  their  formation,  administration  and  performance.  Failure  to 
comply with these laws, regulations or provisions in our government contracts could result in the imposition of 
various  civil  and  criminal  penalties,  termination  of  contracts,  forfeiture  of  profits,  suspension  of  payments,  or 
suspension from future government contracting. On March 4, 2013, we made a report to the Inspector General of 
the  Department  of  Defense  regarding  pricing  irregularities  relating  to  certain  sales  of  electronic  measurement 
products  to  U.S.  government  agencies.    See  Item  3.  "Legal  Proceedings".  If  our  government  contracts  are 
terminated,  if  we  are  suspended  from  government  work,  or  if  our  ability  to  compete  for  new  contracts  is 
adversely affected, our business could suffer. 

Dependence  on  contract  manufacturing  and  outsourcing  other  portions  of  our  supply  chain  may 
adversely  affect  our  ability  to  bring  products  to  market  and  damage  our  reputation.  Dependence  on 
outsourced  information  technology  and  other  administrative  functions  may  impair  our  ability  to  operate 
effectively. 

As part of our efforts to streamline operations and to cut costs, we outsource aspects of our manufacturing 
processes and other functions and continue to evaluate additional outsourcing. If our contract manufacturers or 
other outsourcers fail to perform their obligations in a timely manner or at satisfactory quality levels, our ability 
to bring products to market and our reputation could suffer. For example, during a market upturn, our contract 
manufacturers  may  be  unable  to  meet  our  demand  requirements,  which  may  preclude  us  from  fulfilling  our 
customers'  orders  on  a  timely  basis.  The  ability  of  these  manufacturers  to  perform  is  largely  outside  of  our 
control.  Additionally,  changing  or  replacing  our  contract  manufacturers  or  other  outsourcers  could  cause 
disruptions  or  delays.  In  addition,  we  outsource  significant  portions  of  our  information  technology  ("IT")  and 
other administrative functions. Since IT is critical to our operations, any failure to perform on the part of our IT 
providers could impair our ability to operate effectively. In addition to the risks outlined above, problems with 
manufacturing or IT outsourcing could result in lower revenues, unexecuted efficiencies, and impact our results 
of operations and our stock price. Much of our outsourcing takes place in developing countries and, as a result, 
may be subject to geopolitical uncertainty. 

If  we  are  unable  to  successfully  manage  the  consolidation  and  streamlining  of  our  manufacturing 
operations, we may not achieve desired efficiencies and our ability to deliver products to our customers could 
be disrupted. 

Although we utilize manufacturing facilities throughout the world, we have been consolidating, and may 
continue to consolidate, our manufacturing operations to certain of our plants to achieve efficiencies and gross 
margin  improvements.  Additionally, we  typically  consolidate  the production of  products  from  our  acquisitions 
into  our  supply  chain  and  manufacturing  processes,  which  are  technically  complex  and  require  expertise  to 
operate. If we are unable to establish processes to efficiently and effectively produce high quality products in the 
consolidated  locations,  we  may  not  achieve  the  anticipated  synergies  and  production  may  be  disrupted,  which 
could adversely affect our business and operating results. 

Our  operating  results  may  suffer  if  our  manufacturing  capacity  does  not  match  the  demand  for  our 

products. 

Because  we  cannot  immediately  adapt  our  production  capacity  and  related  cost  structures  to  rapidly 
changing  market  conditions,  when  demand  does  not  meet  our  expectations,  our  manufacturing  capacity  will 
likely  exceed  our  production  requirements.  If,  during  a  general  market  upturn  or  an  upturn  in  one  of  our 
segments, we cannot increase our manufacturing capacity to meet product demand, we will not be able to fulfill 
orders  in  a  timely  manner  which  could  lead  to  order  cancellations,  contract  breaches  or  indemnification 

86

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obligations. This inability could materially and adversely limit our ability to improve our results. By contrast, if 
during an economic downturn we had excess manufacturing capacity, then our fixed costs associated with excess 
manufacturing capacity would adversely affect our income, margins, and operating results. 

Demand for some of our products and services depends on capital spending policies of our customers and 

on government funding policies.  

Our  customers  include  pharmaceutical  companies,  laboratories,  universities,  healthcare  providers, 
government agencies and public and private research institutions. Fluctuations in the research and development 
budgets at these organizations could have a significant effect on the demand for our products and services.  Many 
factors,  including  public  policy  spending  priorities,  available  resources,  mergers  and  consolidation,  spending 
priorities, institutional and governmental budgetary policies and product and economic cycles, have a significant 
effect on the capital spending policies of these entities. These policies in turn can have a significant effect on the 
demand for our products and services. If demand for our products and services is adversely affected, our revenue 
and operating results would suffer.  

Environmental  contamination  from  past  operations  could  subject  us  to  unreimbursed  costs  and  could 
harm  on-site  operations  and  the  future  use  and  value  of  the  properties  involved  and  environmental 
contamination caused by ongoing operations could subject us to substantial liabilities in the future. 

Some  of  our  properties  are  undergoing  remediation  by  the  Hewlett-Packard  Company  ("HP")  for 
subsurface contaminations that were known at the time of our separation from HP. HP has agreed to retain the 
liability  for  this  subsurface  contamination,  perform  the  required  remediation  and  indemnify  us  with  respect  to 
claims arising out of that contamination. HP will have access to our properties to perform remediation. While HP 
has  agreed  to  minimize  interference  with  on-site  operations  at  those  properties,  remediation  activities  and 
subsurface contamination may require us to incur unreimbursed costs and could harm on-site operations and the 
future use and value of the properties. We cannot be sure that HP will continue to fulfill its indemnification or 
remediation obligations. In addition, the determination of the existence and cost of any additional contamination 
caused by us could involve costly and time-consuming negotiations and litigation. 

We have agreed to indemnify HP for any liability associated with contamination from past operations at 
all other properties transferred from HP to us, other than those properties currently undergoing remediation by 
HP. While we are not aware of any material liabilities associated with any potential subsurface contamination at 
any of those properties, subsurface contamination may exist, and we may be exposed to material liability as  a 
result of the existence of that contamination. 

Our  current  and  historical  manufacturing  processes  involve,  or  have  involved,  the  use  of  substances 
regulated  under  various  international, federal,  state  and local  laws  governing  the  environment.  As  a  result,  we 
may become subject to liabilities for environmental contamination, and these liabilities may be substantial. While 
we have divested substantially all of our semiconductor related businesses to Avago and Verigy and regardless of 
indemnification  arrangements  with  those  parties,  we  may  still  become  subject  to  liabilities  for  historical 
environmental  contamination  related  to  those  businesses.  Although  our  policy  is  to  apply  strict  standards  for 
environmental protection at our sites inside and outside the U.S., even if the sites outside the U.S. are not subject 
to regulations imposed by foreign governments, we may not be aware of all conditions that could subject us to 
liability. 

As  part  of  our  acquisition  of  Varian,  we  assumed  the  liabilities  of  Varian,  including  Varian's  costs  and 
potential  liabilities  for  environmental  matters.  One  such  cost  is  our  obligation,  along  with  the  obligation  of 
Varian  Semiconductor  Equipment  Associates, Inc.  ("VSEA")  (under  the  terms  of  a  Distribution  Agreement 
between  Varian,  VSEA  and  Varian  Medical  Systems, Inc.  ("VMS"))  to  each  indemnify  VMS  for  one-third  of 
certain costs (after adjusting for any insurance proceeds and tax benefits recognized or realized by VMS for such 
costs)  relating  to  (a) environmental  investigation,  monitoring  and/or  remediation  activities  at  certain  facilities 
previously  operated  by  Varian  Associates, Inc.  ("VAI")  and  third-party  claims  made  in  connection  with 
environmental conditions at those facilities, and (b) U.S. Environmental Protection Agency or third-party claims 
alleging that VAI or VMS is a potentially responsible party under the Comprehensive Environmental Response 
Compensation  and  Liability  Act  of  1980,  as  amended  ("CERCLA")  in  connection  with  certain  sites  to  which 

88

VAI  allegedly  shipped  manufacturing  waste  for  recycling,  treatment  or  disposal  (the  "CERCLA  sites").  With 

respect  to  the  facilities  formerly  operated  by  VAI,  VMS  is  overseeing  the  environmental  investigation, 

monitoring  and/or  remediation  activities,  in  most  cases under  the direction of, or  in  consultation  with, federal, 

state  and/or  local  agencies,  and  handling  third-party  claims.  VMS  is  also  handling  claims  relating  to  the 

CERCLA  sites.  Although  any  ultimate  liability  arising  from  environmental-  related  matters  could  result  in 

significant expenditures that, if aggregated and assumed to occur within a single fiscal year, could be material to 

our financial statements, the likelihood of such occurrence is considered remote. Based on information currently 

available  and  our  best  assessment  of  the  ultimate  amount  and  timing  of  environmental-related  events, 

management  believes  that  the  costs  of  environmental-related  matters  are  unlikely  to  have  a  material  adverse 

effect on our financial condition or results of operations. 

New regulations related to “conflict minerals” may cause us to incur additional expenses and could limit 

the supply and increase the cost of certain metals used in manufacturing our products.  

On August 22, 2012, the SEC adopted a new rule requiring disclosures by public companies of specified 

minerals,  known  as  conflict  minerals,  that  are  necessary  to  the  functionality  or  production  of  products 

manufactured or contracted to be manufactured. The new rule, which went into effect for calendar year 2013 and 

requires a disclosure report to be filed with the SEC by May 31, 2014, will require companies to perform due 

diligence, disclose and report whether or not such minerals originate from the Democratic Republic of Congo or 

an  adjoining  country.  The  new  rule  could  affect  sourcing  at  competitive  prices  and  availability  in  sufficient 

quantities  of  certain  minerals  used  in  the  manufacture  of  our  products,  including  tin,  gold  and  tungsten.  The 

number of suppliers who provide conflict-free minerals may be limited. In addition, there may be material costs 

associated with complying with the disclosure requirements, such as costs related to the due diligence process of 

determining the source of certain minerals used in our products, as well as costs of possible changes to products, 

processes, or sources of supply as a consequence of such verification activities. As our supply chain is complex 

and we use contract manufacturers for some of our products, we may not be able to sufficiently verify the origins 

of  the  relevant  minerals  used  in  our  products  through  the  due  diligence  procedures  that  we  implement,  which 

may harm our reputation. We may also encounter challenges to satisfy those customers who require that all of 

the components of our products be certified as conflict-free, which could place us at a competitive disadvantage 

if we are unable to do so. 

Our  retirement  and  post  retirement  pension  plans  are  subject  to  financial  market  risks  that  could 

adversely affect our future results of operations and cash flows. 

We have significant retirement and post retirement pension plans assets and obligations. The performance 

of  the  financial  markets  and  interest  rates  impact  our  plan  expenses  and  funding  obligations.  Significant 

decreases in market interest rates, decreases in the fair value of plan assets and investment losses on plan assets 

will increase our funding obligations, and adversely impact our results of operations and cash flows. 

Third parties may claim that we are infringing their intellectual property and we could suffer significant 

litigation or licensing expenses or be prevented from selling products or services. 

From  time  to  time,  third  parties  may  claim  that  one  or  more  of  our  products  or  services  infringe  their 

intellectual property rights. We analyze and take action in response to such claims on a case by case basis. Any 

dispute or litigation regarding patents or other intellectual property could be costly and time-consuming due to 

the  complexity  of  our  technology  and  the  uncertainty  of  intellectual  property  litigation  and  could  divert  our 

management  and  key  personnel  from  our  business  operations.  A  claim  of  intellectual  property  infringement 

could  force  us  to  enter  into  a  costly  or  restrictive  license  agreement,  which  might  not  be  available  under 

acceptable terms or at all, could require us to redesign our products, which would be costly and time-consuming, 

and/or could subject us to significant damages or to an injunction against development and sale of certain of our 

products  or  services.  Our  intellectual  property  portfolio  may  not  be  useful  in  asserting  a  counterclaim,  or 

negotiating a license, in response to a claim of intellectual property infringement. In certain of our businesses we 

rely on third party intellectual property licenses and we cannot ensure that these licenses will be available to us in 

the future on favorable terms or at all. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
obligations. This inability could materially and adversely limit our ability to improve our results. By contrast, if 

during an economic downturn we had excess manufacturing capacity, then our fixed costs associated with excess 

manufacturing capacity would adversely affect our income, margins, and operating results. 

Demand for some of our products and services depends on capital spending policies of our customers and 

on government funding policies.  

Our  customers  include  pharmaceutical  companies,  laboratories,  universities,  healthcare  providers, 

government agencies and public and private research institutions. Fluctuations in the research and development 

budgets at these organizations could have a significant effect on the demand for our products and services.  Many 

factors,  including  public  policy  spending  priorities,  available  resources,  mergers  and  consolidation,  spending 

priorities, institutional and governmental budgetary policies and product and economic cycles, have a significant 

effect on the capital spending policies of these entities. These policies in turn can have a significant effect on the 

demand for our products and services. If demand for our products and services is adversely affected, our revenue 

and operating results would suffer.  

Environmental  contamination  from  past  operations  could  subject  us  to  unreimbursed  costs  and  could 

harm  on-site  operations  and  the  future  use  and  value  of  the  properties  involved  and  environmental 

contamination caused by ongoing operations could subject us to substantial liabilities in the future. 

Some  of  our  properties  are  undergoing  remediation  by  the  Hewlett-Packard  Company  ("HP")  for 

subsurface contaminations that were known at the time of our separation from HP. HP has agreed to retain the 

liability  for  this  subsurface  contamination,  perform  the  required  remediation  and  indemnify  us  with  respect  to 

claims arising out of that contamination. HP will have access to our properties to perform remediation. While HP 

has  agreed  to  minimize  interference  with  on-site  operations  at  those  properties,  remediation  activities  and 

subsurface contamination may require us to incur unreimbursed costs and could harm on-site operations and the 

future use and value of the properties. We cannot be sure that HP will continue to fulfill its indemnification or 

remediation obligations. In addition, the determination of the existence and cost of any additional contamination 

caused by us could involve costly and time-consuming negotiations and litigation. 

We have agreed to indemnify HP for any liability associated with contamination from past operations at 

all other properties transferred from HP to us, other than those properties currently undergoing remediation by 

HP. While we are not aware of any material liabilities associated with any potential subsurface contamination at 

any of those properties, subsurface contamination may exist, and we may be exposed to material liability as  a 

result of the existence of that contamination. 

Our  current  and  historical  manufacturing  processes  involve,  or  have  involved,  the  use  of  substances 

regulated  under  various  international, federal,  state  and local  laws  governing  the  environment.  As  a  result,  we 

may become subject to liabilities for environmental contamination, and these liabilities may be substantial. While 

we have divested substantially all of our semiconductor related businesses to Avago and Verigy and regardless of 

indemnification  arrangements  with  those  parties,  we  may  still  become  subject  to  liabilities  for  historical 

environmental  contamination  related  to  those  businesses.  Although  our  policy  is  to  apply  strict  standards  for 

environmental protection at our sites inside and outside the U.S., even if the sites outside the U.S. are not subject 

to regulations imposed by foreign governments, we may not be aware of all conditions that could subject us to 

liability. 

As  part  of  our  acquisition  of  Varian,  we  assumed  the  liabilities  of  Varian,  including  Varian's  costs  and 

potential  liabilities  for  environmental  matters.  One  such  cost  is  our  obligation,  along  with  the  obligation  of 

Varian  Semiconductor  Equipment  Associates, Inc.  ("VSEA")  (under  the  terms  of  a  Distribution  Agreement 

between  Varian,  VSEA  and  Varian  Medical  Systems, Inc.  ("VMS"))  to  each  indemnify  VMS  for  one-third  of 

certain costs (after adjusting for any insurance proceeds and tax benefits recognized or realized by VMS for such 

costs)  relating  to  (a) environmental  investigation,  monitoring  and/or  remediation  activities  at  certain  facilities 

previously  operated  by  Varian  Associates, Inc.  ("VAI")  and  third-party  claims  made  in  connection  with 

environmental conditions at those facilities, and (b) U.S. Environmental Protection Agency or third-party claims 

alleging that VAI or VMS is a potentially responsible party under the Comprehensive Environmental Response 

Compensation  and  Liability  Act  of  1980,  as  amended  ("CERCLA")  in  connection  with  certain  sites  to  which 

VAI  allegedly  shipped  manufacturing  waste  for  recycling,  treatment  or  disposal  (the  "CERCLA  sites").  With 
respect  to  the  facilities  formerly  operated  by  VAI,  VMS  is  overseeing  the  environmental  investigation, 
monitoring  and/or  remediation  activities,  in  most  cases under  the direction of, or  in  consultation  with, federal, 
state  and/or  local  agencies,  and  handling  third-party  claims.  VMS  is  also  handling  claims  relating  to  the 
CERCLA  sites.  Although  any  ultimate  liability  arising  from  environmental-  related  matters  could  result  in 
significant expenditures that, if aggregated and assumed to occur within a single fiscal year, could be material to 
our financial statements, the likelihood of such occurrence is considered remote. Based on information currently 
available  and  our  best  assessment  of  the  ultimate  amount  and  timing  of  environmental-related  events, 
management  believes  that  the  costs  of  environmental-related  matters  are  unlikely  to  have  a  material  adverse 
effect on our financial condition or results of operations. 

New regulations related to “conflict minerals” may cause us to incur additional expenses and could limit 

the supply and increase the cost of certain metals used in manufacturing our products.  

On August 22, 2012, the SEC adopted a new rule requiring disclosures by public companies of specified 
minerals,  known  as  conflict  minerals,  that  are  necessary  to  the  functionality  or  production  of  products 
manufactured or contracted to be manufactured. The new rule, which went into effect for calendar year 2013 and 
requires a disclosure report to be filed with the SEC by May 31, 2014, will require companies to perform due 
diligence, disclose and report whether or not such minerals originate from the Democratic Republic of Congo or 
an  adjoining  country.  The  new  rule  could  affect  sourcing  at  competitive  prices  and  availability  in  sufficient 
quantities  of  certain  minerals  used  in  the  manufacture  of  our  products,  including  tin,  gold  and  tungsten.  The 
number of suppliers who provide conflict-free minerals may be limited. In addition, there may be material costs 
associated with complying with the disclosure requirements, such as costs related to the due diligence process of 
determining the source of certain minerals used in our products, as well as costs of possible changes to products, 
processes, or sources of supply as a consequence of such verification activities. As our supply chain is complex 
and we use contract manufacturers for some of our products, we may not be able to sufficiently verify the origins 
of  the  relevant  minerals  used  in  our  products  through  the  due  diligence  procedures  that  we  implement,  which 
may harm our reputation. We may also encounter challenges to satisfy those customers who require that all of 
the components of our products be certified as conflict-free, which could place us at a competitive disadvantage 
if we are unable to do so. 

Our  retirement  and  post  retirement  pension  plans  are  subject  to  financial  market  risks  that  could 

adversely affect our future results of operations and cash flows. 

We have significant retirement and post retirement pension plans assets and obligations. The performance 
of  the  financial  markets  and  interest  rates  impact  our  plan  expenses  and  funding  obligations.  Significant 
decreases in market interest rates, decreases in the fair value of plan assets and investment losses on plan assets 
will increase our funding obligations, and adversely impact our results of operations and cash flows. 

Third parties may claim that we are infringing their intellectual property and we could suffer significant 

litigation or licensing expenses or be prevented from selling products or services. 

From  time  to  time,  third  parties  may  claim  that  one  or  more  of  our  products  or  services  infringe  their 
intellectual property rights. We analyze and take action in response to such claims on a case by case basis. Any 
dispute or litigation regarding patents or other intellectual property could be costly and time-consuming due to 
the  complexity  of  our  technology  and  the  uncertainty  of  intellectual  property  litigation  and  could  divert  our 
management  and  key  personnel  from  our  business  operations.  A  claim  of  intellectual  property  infringement 
could  force  us  to  enter  into  a  costly  or  restrictive  license  agreement,  which  might  not  be  available  under 
acceptable terms or at all, could require us to redesign our products, which would be costly and time-consuming, 
and/or could subject us to significant damages or to an injunction against development and sale of certain of our 
products  or  services.  Our  intellectual  property  portfolio  may  not  be  useful  in  asserting  a  counterclaim,  or 
negotiating a license, in response to a claim of intellectual property infringement. In certain of our businesses we 
rely on third party intellectual property licenses and we cannot ensure that these licenses will be available to us in 
the future on favorable terms or at all. 

88

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Third  parties  may  infringe  our  intellectual  property  and  we  may  suffer  competitive  injury  or  expend 

significant resources enforcing our rights. 

Our  success  depends  in  large  part  on  our  proprietary  technology,  including  technology  we  obtained 
through  acquisitions. We  rely  on  various  intellectual  property  rights,  including patents, copyrights,  trademarks 
and trade secrets, as well as confidentiality provisions and licensing arrangements, to establish our proprietary 
rights.  If  we  do  not  enforce  our  intellectual  property  rights  successfully  our  competitive  position  may  suffer 
which could harm our operating results. 

Our pending patent applications, and our pending copyright and trademark registration applications, may 
not be allowed or competitors may challenge the validity or scope of our patents, copyrights or trademarks. In 
addition,  our  patents,  copyrights,  trademarks  and  other  intellectual  property  rights  may  not  provide  us  a 
significant competitive advantage. 

We  may  need  to  spend  significant  resources  monitoring  our  intellectual  property  rights  and  we  may  or 
may not be able to detect infringement by third parties. Our competitive position may be harmed if we cannot 
detect infringement and enforce our intellectual property rights quickly or at all. In some circumstances, we may 
choose to not pursue enforcement because an infringer has a dominant intellectual property position or for other 
business  reasons.  In  addition,  competitors  might  avoid  infringement  by  designing  around  our  intellectual 
property  rights  or  by  developing  non-infringing  competing  technologies.  Intellectual  property  rights  and  our 
ability  to  enforce  them  may  be  unavailable  or  limited  in  some  countries  which  could  make  it  easier  for 
competitors  to  capture  market  share  and  could  result  in  lost  revenues.  Furthermore,  some  of  our  intellectual 
property is licensed to others which allow them to compete with us using that intellectual property. 

We are subject to ongoing tax examinations of our tax returns by the Internal Revenue Service and other 
tax authorities. An adverse outcome of any such audit or examination by the IRS or other tax authority could 
have a material adverse effect on our results of operations, financial condition and liquidity. 

We are subject to ongoing tax examinations of our tax returns by the U.S. Internal Revenue Service and 
other  tax  authorities  in  various  jurisdictions.  We  regularly  assess  the  likelihood  of  adverse  outcomes  resulting 
from ongoing tax examinations to determine the adequacy of our provision for income taxes. These assessments 
can  require  considerable  estimates  and  judgments.  Intercompany  transactions  associated  with  the  sale  of 
inventory, services, intellectual property and cost share arrangements are complex and affect our tax liabilities. 
The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws 
and  regulations  in  multiple  jurisdictions.  There  can  be  no  assurance  that  the  outcomes  from  ongoing  tax 
examinations will not have an adverse effect on our operating results and financial condition. A difference in the 
ultimate  resolution  of  tax  uncertainties  from  what  is  currently  estimated  could  have  an  adverse  effect  on  our 
operating results and financial condition. 

If tax incentives change or cease to be in effect, our income taxes could increase significantly. 

Agilent  benefits  from  tax  incentives  extended  to  its  foreign  subsidiaries  to  encourage  investment  or 
employment. Several jurisdictions have granted Agilent tax incentives which require renewal at various times in 
the  future.  The  incentives  are  conditioned on  achieving various  thresholds  of  investments  and  employment,  or 
specific  types  of  income.  Agilent's  taxes  could  increase  if  the  incentives  are  not  renewed  upon  expiration.  If 
Agilent cannot or does not wish to satisfy all or parts of the tax incentive conditions, we may lose the related tax 
incentive and could be required to refund tax incentives previously realized. As a result, our effective tax rate 
could be higher than it would have been had we maintained the benefits of the tax incentives. 

We have substantial cash requirements in the United States while most of our cash is generated outside 
of the United States. The failure to maintain a level of cash sufficient to address our cash requirements in the 
United States could adversely affect our financial condition and results of operations. 

Although  the  cash  generated  in  the  United  States  from  our  operations  covers  our  normal  operating 
requirements  and  debt  service  requirements,  a  substantial  amount  of  additional  cash  is  required  for  special 
purposes such as the maturity of our debt obligations, our stock repurchase program, our declared dividends and 

90

acquisitions of third parties. Our business operating results, financial condition, and strategic initiatives could be 

adversely  impacted  if  we  were  unable  to  address  our  U.S.  cash  requirements  through  the  efficient  and  timely 

repatriations of overseas cash or other sources of cash obtained at an acceptable cost. 

We  have  outstanding  debt  and  may  incur  other  debt  in  the  future,  which  could  adversely  affect  our 

financial condition, liquidity and results of operations. 

We currently have outstanding an aggregate principal amount of $2.6 billion in senior unsecured notes and 

a  $46  million  secured  mortgage.  We  also  are  a  party  to  a  five-year  senior  unsecured  revolving  credit  facility 

which  expires  in  October  2016  and  under  which  we  may  borrow  up  to  $400 million  and  a  Danish  Krone 

denominated credit facility equivalent to $9 million. We may borrow additional amounts in the future and use the 

proceeds from any future borrowing for general corporate purposes, other future acquisitions, expansion of our 

business or repurchases of our outstanding shares of common stock. 

Our  incurrence  of  this  debt,  and  increases  in  our  aggregate  levels  of  debt,  may  adversely  affect  our 

operating results and financial condition by, among other things: 

• 

• 

increasing our vulnerability to downturns in our business, to competitive pressures and to adverse 

economic and industry conditions;  

requiring the dedication of an increased portion of our expected cash from operations to service 

our  indebtedness,  thereby  reducing  the  amount  of  expected  cash  flow  available  for  other 

purposes, including capital expenditures, acquisitions and stock repurchases; and  

• 

limiting our flexibility in planning for, or reacting to, changes in our business and our industry. 

Our  current  revolving  credit  facility  imposes  restrictions  on  us,  including  restrictions  on  our  ability  to 

create liens on our assets and the ability of our subsidiaries to incur indebtedness, and requires us to maintain 

compliance  with  specified  financial  ratios.  Our  ability  to  comply  with  these  ratios  may  be  affected  by  events 

beyond our control. In addition, the indenture governing our senior notes contains covenants that may adversely 

affect our ability to incur certain liens or engage in certain types of sale and leaseback transactions. If we breach 

any of the covenants and do not obtain a waiver from the lenders, then, subject to applicable cure periods, our 

outstanding indebtedness could be declared immediately due and payable. 

If  we  suffer  a  loss  to  our  factories,  facilities  or  distribution  system  due  to  catastrophe,  our  operations 

could be seriously harmed. 

Our factories, facilities and distribution system are subject to catastrophic loss due to fire, flood, terrorism 

or other natural or man-made disasters. In particular, several of our facilities could be subject to a catastrophic 

loss  caused  by  earthquake  due  to  their  locations.  Our  production  facilities,  headquarters  and  Agilent 

Technologies  Laboratories  in  California,  and  our  production  facilities  in  Japan,  are  all  located  in  areas  with 

above-average seismic activity. If any of these facilities were to experience a catastrophic loss, it could disrupt 

our  operations,  delay  production,  shipments  and  revenue  and  result  in  large  expenses  to  repair  or  replace  the 

facility. If such a disruption were to occur, we could breach agreements, our reputation could be harmed, and our 

business  and  operating  results  could  be  adversely  affected.  In  addition,  since  we  have  consolidated  our 

manufacturing  facilities,  we  are  more  likely  to  experience  an  interruption  to  our  operations  in  the  event  of  a 

catastrophe in any one location. Although we carry insurance for property damage and business interruption, we 

do  not  carry  insurance  or  financial  reserves  for  interruptions  or  potential  losses  arising  from  earthquakes  or 

terrorism.  Also,  our  third  party  insurance  coverage  will  vary  from  time  to  time  in  both  type  and  amount 

depending  on  availability,  cost  and  our  decisions  with  respect  to  risk  retention.  Economic  conditions  and 

uncertainties in global markets may adversely affect the cost and other terms upon which we are able to obtain 

third party insurance. If our third party insurance coverage is adversely affected, or to the extent we have elected 

to self-insure, we may be at a greater risk that our operations will be harmed by a catastrophic loss. 

 
 
 
  
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Third  parties  may  infringe  our  intellectual  property  and  we  may  suffer  competitive  injury  or  expend 

significant resources enforcing our rights. 

Our  success  depends  in  large  part  on  our  proprietary  technology,  including  technology  we  obtained 

through  acquisitions. We  rely  on  various  intellectual  property  rights,  including patents, copyrights,  trademarks 

and trade secrets, as well as confidentiality provisions and licensing arrangements, to establish our proprietary 

rights.  If  we  do  not  enforce  our  intellectual  property  rights  successfully  our  competitive  position  may  suffer 

which could harm our operating results. 

Our pending patent applications, and our pending copyright and trademark registration applications, may 

not be allowed or competitors may challenge the validity or scope of our patents, copyrights or trademarks. In 

addition,  our  patents,  copyrights,  trademarks  and  other  intellectual  property  rights  may  not  provide  us  a 

significant competitive advantage. 

We  may  need  to  spend  significant  resources  monitoring  our  intellectual  property  rights  and  we  may  or 

may not be able to detect infringement by third parties. Our competitive position may be harmed if we cannot 

detect infringement and enforce our intellectual property rights quickly or at all. In some circumstances, we may 

choose to not pursue enforcement because an infringer has a dominant intellectual property position or for other 

business  reasons.  In  addition,  competitors  might  avoid  infringement  by  designing  around  our  intellectual 

property  rights  or  by  developing  non-infringing  competing  technologies.  Intellectual  property  rights  and  our 

ability  to  enforce  them  may  be  unavailable  or  limited  in  some  countries  which  could  make  it  easier  for 

competitors  to  capture  market  share  and  could  result  in  lost  revenues.  Furthermore,  some  of  our  intellectual 

property is licensed to others which allow them to compete with us using that intellectual property. 

We are subject to ongoing tax examinations of our tax returns by the Internal Revenue Service and other 

tax authorities. An adverse outcome of any such audit or examination by the IRS or other tax authority could 

have a material adverse effect on our results of operations, financial condition and liquidity. 

We are subject to ongoing tax examinations of our tax returns by the U.S. Internal Revenue Service and 

other  tax  authorities  in  various  jurisdictions.  We  regularly  assess  the  likelihood  of  adverse  outcomes  resulting 

from ongoing tax examinations to determine the adequacy of our provision for income taxes. These assessments 

can  require  considerable  estimates  and  judgments.  Intercompany  transactions  associated  with  the  sale  of 

inventory, services, intellectual property and cost share arrangements are complex and affect our tax liabilities. 

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws 

and  regulations  in  multiple  jurisdictions.  There  can  be  no  assurance  that  the  outcomes  from  ongoing  tax 

examinations will not have an adverse effect on our operating results and financial condition. A difference in the 

ultimate  resolution  of  tax  uncertainties  from  what  is  currently  estimated  could  have  an  adverse  effect  on  our 

operating results and financial condition. 

If tax incentives change or cease to be in effect, our income taxes could increase significantly. 

Agilent  benefits  from  tax  incentives  extended  to  its  foreign  subsidiaries  to  encourage  investment  or 

employment. Several jurisdictions have granted Agilent tax incentives which require renewal at various times in 

the  future.  The  incentives  are  conditioned on  achieving various  thresholds  of  investments  and  employment,  or 

specific  types  of  income.  Agilent's  taxes  could  increase  if  the  incentives  are  not  renewed  upon  expiration.  If 

Agilent cannot or does not wish to satisfy all or parts of the tax incentive conditions, we may lose the related tax 

incentive and could be required to refund tax incentives previously realized. As a result, our effective tax rate 

could be higher than it would have been had we maintained the benefits of the tax incentives. 

We have substantial cash requirements in the United States while most of our cash is generated outside 

of the United States. The failure to maintain a level of cash sufficient to address our cash requirements in the 

United States could adversely affect our financial condition and results of operations. 

Although  the  cash  generated  in  the  United  States  from  our  operations  covers  our  normal  operating 

requirements  and  debt  service  requirements,  a  substantial  amount  of  additional  cash  is  required  for  special 

purposes such as the maturity of our debt obligations, our stock repurchase program, our declared dividends and 

acquisitions of third parties. Our business operating results, financial condition, and strategic initiatives could be 
adversely  impacted  if  we  were  unable  to  address  our  U.S.  cash  requirements  through  the  efficient  and  timely 
repatriations of overseas cash or other sources of cash obtained at an acceptable cost. 

We  have  outstanding  debt  and  may  incur  other  debt  in  the  future,  which  could  adversely  affect  our 

financial condition, liquidity and results of operations. 

We currently have outstanding an aggregate principal amount of $2.6 billion in senior unsecured notes and 
a  $46  million  secured  mortgage.  We  also  are  a  party  to  a  five-year  senior  unsecured  revolving  credit  facility 
which  expires  in  October  2016  and  under  which  we  may  borrow  up  to  $400 million  and  a  Danish  Krone 
denominated credit facility equivalent to $9 million. We may borrow additional amounts in the future and use the 
proceeds from any future borrowing for general corporate purposes, other future acquisitions, expansion of our 
business or repurchases of our outstanding shares of common stock. 

Our  incurrence  of  this  debt,  and  increases  in  our  aggregate  levels  of  debt,  may  adversely  affect  our 

operating results and financial condition by, among other things: 

• 

• 

increasing our vulnerability to downturns in our business, to competitive pressures and to adverse 
economic and industry conditions;  

requiring the dedication of an increased portion of our expected cash from operations to service 
our  indebtedness,  thereby  reducing  the  amount  of  expected  cash  flow  available  for  other 
purposes, including capital expenditures, acquisitions and stock repurchases; and  

• 

limiting our flexibility in planning for, or reacting to, changes in our business and our industry. 

Our  current  revolving  credit  facility  imposes  restrictions  on  us,  including  restrictions  on  our  ability  to 
create liens on our assets and the ability of our subsidiaries to incur indebtedness, and requires us to maintain 
compliance  with  specified  financial  ratios.  Our  ability  to  comply  with  these  ratios  may  be  affected  by  events 
beyond our control. In addition, the indenture governing our senior notes contains covenants that may adversely 
affect our ability to incur certain liens or engage in certain types of sale and leaseback transactions. If we breach 
any of the covenants and do not obtain a waiver from the lenders, then, subject to applicable cure periods, our 
outstanding indebtedness could be declared immediately due and payable. 

If  we  suffer  a  loss  to  our  factories,  facilities  or  distribution  system  due  to  catastrophe,  our  operations 

could be seriously harmed. 

Our factories, facilities and distribution system are subject to catastrophic loss due to fire, flood, terrorism 
or other natural or man-made disasters. In particular, several of our facilities could be subject to a catastrophic 
loss  caused  by  earthquake  due  to  their  locations.  Our  production  facilities,  headquarters  and  Agilent 
Technologies  Laboratories  in  California,  and  our  production  facilities  in  Japan,  are  all  located  in  areas  with 
above-average seismic activity. If any of these facilities were to experience a catastrophic loss, it could disrupt 
our  operations,  delay  production,  shipments  and  revenue  and  result  in  large  expenses  to  repair  or  replace  the 
facility. If such a disruption were to occur, we could breach agreements, our reputation could be harmed, and our 
business  and  operating  results  could  be  adversely  affected.  In  addition,  since  we  have  consolidated  our 
manufacturing  facilities,  we  are  more  likely  to  experience  an  interruption  to  our  operations  in  the  event  of  a 
catastrophe in any one location. Although we carry insurance for property damage and business interruption, we 
do  not  carry  insurance  or  financial  reserves  for  interruptions  or  potential  losses  arising  from  earthquakes  or 
terrorism.  Also,  our  third  party  insurance  coverage  will  vary  from  time  to  time  in  both  type  and  amount 
depending  on  availability,  cost  and  our  decisions  with  respect  to  risk  retention.  Economic  conditions  and 
uncertainties in global markets may adversely affect the cost and other terms upon which we are able to obtain 
third party insurance. If our third party insurance coverage is adversely affected, or to the extent we have elected 
to self-insure, we may be at a greater risk that our operations will be harmed by a catastrophic loss. 

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If we experience a significant disruption in, or breach in security of, our information technology systems, 

or if we fail to implement new systems and software successfully, our business could be adversely affected. 

We  rely  on  several  centralized  information  technology  systems  throughout  our  company  to  provide 
products and services, keep financial records, process orders, manage inventory, process shipments to customers 
and  operate  other  critical  functions.  Our  information  technology  systems  may  be  susceptible  to  damage, 
disruptions  or  shutdowns  due  to  power  outages,  hardware  failures,  computer  viruses,  attacks  by  computer 
hackers,  telecommunication  failures,  user  errors,  catastrophes  or  other  unforeseen  events.  If  we  were  to 
experience  a  prolonged  system  disruption  in  the  information  technology  systems  that  involve  our  interactions 
with customers or suppliers, it could result in the loss of sales and customers and significant incremental costs, 
which could adversely affect our business. In addition, security breaches of our information technology systems 
could result in the misappropriation or unauthorized disclosure of confidential information belonging to us or to 
our  employees,  partners,  customers  or  suppliers,  which  could  result  in  our  suffering  significant  financial  or 
reputational damage. 

Adverse conditions in the global banking industry and credit markets may adversely impact the value of 

Management's Report on Internal Control over Financial Reporting 

our cash investments or impair our liquidity. 

As of October 31, 2013, we had cash and cash equivalents of approximately $2.68 billion invested or held 
in a mix of money market funds, time deposit accounts and bank demand deposit accounts. Disruptions in the 
financial  markets  may,  in  some  cases,  result  in  an  inability  to  access  assets  such  as  money  market  funds  that 
traditionally have been viewed as highly liquid. Any failure of our counterparty financial institutions or funds in 
which we have invested may adversely impact our cash and cash equivalent positions and, in turn, our results and 
financial condition. 

Evaluation of Disclosure Controls and Procedures 

CONTROLS AND PROCEDURES 

Our management has evaluated, under the supervision and with the participation of our Chief Executive 

Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of October 31, 

2013,  pursuant  to  and  as  required  by  Rule 13a-15(b)  under  the  Securities  Exchange  Act  of  1934  (“Exchange 

Act”). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as 

of October 31, 2013, the company's disclosure controls and procedures, as defined by Rule 13a-15(e) under the 

Exchange  Act,  were  effective  and  designed  to  ensure  that  (i) information  required  to  be  disclosed  in  the 

company's reports filed under the Exchange Act is recorded, processed, summarized and reported within the time 

periods  specified  in  the  SEC's  rules  and  forms,  and  (ii) information  is  accumulated  and  communicated  to 

management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely 

decisions regarding required disclosures. 

Our management is responsible for establishing and maintaining adequate internal control over financial 

reporting,  as  such  term  is  defined  in  Exchange  Act  Rule 13a-15(f).  Under  the  supervision  and  with  the 

participation  of  our  management,  including  our  Chief  Executive  Officer  and  Chief  Financial  Officer,  we 

conducted  an  evaluation  of  the  effectiveness  of  our  internal  control  over  financial  reporting  based  on  the 

framework  in  Internal  Control -  Integrated  Framework    (1992)  issued  by  the  Committee  of  Sponsoring 

Organizations of the Treadway Commission. Based on the results of this evaluation, our management concluded 

that our internal control over financial reporting was effective as of October 31, 2013. 

The effectiveness of our internal control over financial reporting as of October 31, 2013 has been audited 

by  PricewaterhouseCoopers LLP,  an  independent  registered  public  accounting  firm,  as  stated  in  their  report 

which appears in this annual report. 

Changes in Internal Control Over Financial Reporting 

There were no changes in our internal control over financial reporting that occurred during Agilent's last 

fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over 

financial reporting. 

92

 
 
 
 
 
 
 
  
 
 
If we experience a significant disruption in, or breach in security of, our information technology systems, 

or if we fail to implement new systems and software successfully, our business could be adversely affected. 

We  rely  on  several  centralized  information  technology  systems  throughout  our  company  to  provide 

products and services, keep financial records, process orders, manage inventory, process shipments to customers 

and  operate  other  critical  functions.  Our  information  technology  systems  may  be  susceptible  to  damage, 

disruptions  or  shutdowns  due  to  power  outages,  hardware  failures,  computer  viruses,  attacks  by  computer 

hackers,  telecommunication  failures,  user  errors,  catastrophes  or  other  unforeseen  events.  If  we  were  to 

experience  a  prolonged  system  disruption  in  the  information  technology  systems  that  involve  our  interactions 

with customers or suppliers, it could result in the loss of sales and customers and significant incremental costs, 

which could adversely affect our business. In addition, security breaches of our information technology systems 

could result in the misappropriation or unauthorized disclosure of confidential information belonging to us or to 

our  employees,  partners,  customers  or  suppliers,  which  could  result  in  our  suffering  significant  financial  or 

reputational damage. 

As of October 31, 2013, we had cash and cash equivalents of approximately $2.68 billion invested or held 

in a mix of money market funds, time deposit accounts and bank demand deposit accounts. Disruptions in the 

financial  markets  may,  in  some  cases,  result  in  an  inability  to  access  assets  such  as  money  market  funds  that 

traditionally have been viewed as highly liquid. Any failure of our counterparty financial institutions or funds in 

which we have invested may adversely impact our cash and cash equivalent positions and, in turn, our results and 

financial condition. 

Evaluation of Disclosure Controls and Procedures 

CONTROLS AND PROCEDURES 

Our management has evaluated, under the supervision and with the participation of our Chief Executive 
Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of October 31, 
2013,  pursuant  to  and  as  required  by  Rule 13a-15(b)  under  the  Securities  Exchange  Act  of  1934  (“Exchange 
Act”). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as 
of October 31, 2013, the company's disclosure controls and procedures, as defined by Rule 13a-15(e) under the 
Exchange  Act,  were  effective  and  designed  to  ensure  that  (i) information  required  to  be  disclosed  in  the 
company's reports filed under the Exchange Act is recorded, processed, summarized and reported within the time 
periods  specified  in  the  SEC's  rules  and  forms,  and  (ii) information  is  accumulated  and  communicated  to 
management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely 
decisions regarding required disclosures. 

Adverse conditions in the global banking industry and credit markets may adversely impact the value of 

Management's Report on Internal Control over Financial Reporting 

our cash investments or impair our liquidity. 

Our management is responsible for establishing and maintaining adequate internal control over financial 
reporting,  as  such  term  is  defined  in  Exchange  Act  Rule 13a-15(f).  Under  the  supervision  and  with  the 
participation  of  our  management,  including  our  Chief  Executive  Officer  and  Chief  Financial  Officer,  we 
conducted  an  evaluation  of  the  effectiveness  of  our  internal  control  over  financial  reporting  based  on  the 
framework  in  Internal  Control -  Integrated  Framework    (1992)  issued  by  the  Committee  of  Sponsoring 
Organizations of the Treadway Commission. Based on the results of this evaluation, our management concluded 
that our internal control over financial reporting was effective as of October 31, 2013. 

The effectiveness of our internal control over financial reporting as of October 31, 2013 has been audited 
by  PricewaterhouseCoopers LLP,  an  independent  registered  public  accounting  firm,  as  stated  in  their  report 
which appears in this annual report. 

Changes in Internal Control Over Financial Reporting 

There were no changes in our internal control over financial reporting that occurred during Agilent's last 
fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over 
financial reporting. 

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Building 

Two Great 

Companies  

From One

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© Agilent Technologies, Inc. 2014www.agilent.com