Sentences and paragraphs of RVTY's Risk Factors and MD&A, 10-K 2026-02-24 against 10-K 2025-02-25.
Each links to the text at sec.gov.
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RewordedRisk Factors
In addition, global health crises or pandemics, changes in trade policy, actual or threatened tariffs, wars, conflicts, or other changes in a country’s or region’s political or economic conditions, could have a significant adverse effect on our supply chain.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedRisk Factors
Adverse changes in our business, adverse changes in the key valuation assumptions used to determine the fair value of our reporting units, or the failure to grow our Life Sciences and Diagnostics segments may segments, could result in an impairment of our intangible assets, which could adversely affect our results of operations.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedMD&A
post-acquisition added an incremental expense of $0.6 million for fiscal year 2024. Amortization of intangible assets was $141.1 million for fiscal year 2025, as compared to $144.4 million for fiscal year 2024.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedMD&A
Tariffs enacted and implemented during fiscal year 2025 increased our cost of revenue by approximately $25 million. Through proactive mitigation efforts, the net impact on gross margin was approximately $20 million. The majority of this impact affected products manufactured in Europe and sold in the U.S. market. Our comprehensive mitigation strategy included manufacturing optimization, supplier collaboration, selective pricing adjustments, and targeted temporary cost measures to minimize ongoing financial exposure.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedMD&A
Our outstanding €500,000 Principal 1.875% Senior Unsecured Notes due in 2026 (“2026 Notes”) will mature in July 2026. We expect to repay the 2026 Notes with our existing cash on hand or borrowings under our senior unsecured revolving credit facility, or a combination thereof.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedMD&A
Income taxes: Significant judgment is required in determining our worldwide provision for income taxes and recording the related tax assets and liabilities. In the ordinary course of our business, there are operational decisions, transactions, facts and circumstances, and calculations for which the ultimate tax determination is not certain. Furthermore, our tax positions are periodically subject to challenge by taxing authorities throughout the world. We provide reserves for potential payments of tax to various tax authorities related to uncertain tax positions. These reserves are based on a determination of whether a tax benefit taken by the Company in its tax filings is more likely than not to be sustained upon audit based on its technical merits. The tax benefit recognized is measured as the largest amount that is more likely than not to be realized upon ultimate settlement. We regularly review our tax positions in each significant taxing jurisdiction and adjustments are made to our unrecognized tax benefits when: (i) facts and circumstances regarding a tax position change, causing a change in our judgment regarding that tax position; (ii) a tax position is effectively settled with a tax authority at a differing amount; and/or (iii) the statute of limitations expires regarding a tax position. Any significant impact as a result of changes in underlying facts, law, tax rates, tax audit, or review could lead to adjustments to one or more of our income tax expense, our effective tax rate, or our cash flow, see Note 6, Income Taxes, in the Notes to the Financial Statements.
Read it in 10-K 2026-02-24 at sec.gov ↗
AddedMD&A
Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. This method also requires the recognition of future tax benefits such as net operating loss carryforwards and tax credits, to the extent that realization of such benefits is more likely than not. We have established valuation allowances against a variety of deferred tax assets, including state net operating loss carryforwards, state income tax credit carryforwards, and certain foreign tax attributes. Valuation allowances take into consideration our ability to utilize these deferred tax assets and reduce the value of such items to the amount that is deemed more likely than not to be recoverable. In evaluating our ability to recover our deferred tax assets within the jurisdiction from which they arise, we consider all available positive and negative evidence, including reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and results of recent operations. In projecting future taxable income, we begin with historical results adjusted for non-recurring income and expense and incorporate assumptions and judgments about the future pretax operating income adjusted for items that do not have tax consequences. These assumptions about future taxable income require significant judgment and are consistent with the plans and estimates we are using to manage the underlying business. Changes in our assumptions regarding the appropriate amount for valuation allowances could result in an increase or decrease in the valuation allowance, with a corresponding charge or benefit to our tax provision.
Read it in 10-K 2026-02-24 at sec.gov ↗
RemovedMD&A
On March 13, 2023, we completed the sale (the “Closing”) of certain assets and the equity interests of certain entities constituting our Applied, Food and Enterprise Services businesses (the “Business”) to PerkinElmer Topco, L.P. (formerly known as Polaris Purchaser, L.P.) (the “Purchaser”), a Delaware limited partnership owned by funds managed by affiliates of New Mountain Capital L.L.C. (the “Sponsor”), for an aggregate purchase price of up to $2.45 billion. We received approximately $2.27 billion in cash proceeds before transaction costs. At the Closing, we were entitled to an additional $75.0 million in proceeds payable in installments to commence upon our ceasing the use of the PerkinElmer brand and related trademarks and transferring them to the Purchaser (the “Brand Fee”). The discounted value of the $75.0 million was measured as $65.2 million and was included in the proceeds at Closing. During the fiscal year 2024, we received $18.8 million of the Brand Fee. We expect to receive the remaining balance of the Brand Fee in installments in 2025. In addition, we are entitled to additional consideration of up to $150.0 million that is contingent on the exit valuation the Sponsor and its affiliated funds receive on a sale or other capital events related to the Business. The fair value of this element of consideration was determined to be $15.9 million and was included in the proceeds at Closing. During fiscal year 2024, we received approximately $138.5 million of cash from the Purchaser and recognized a loss of $19.8 million primarily related to post-closing adjustments.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
The Business is reported for all periods as discontinued operations in our consolidated financial statements. The following table summarizes the results of discontinued operations which are presented as income from discontinued operations in our consolidated statements of operations:
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
December 29, 2024 December 31, 2023 January 1, 2023 (In thousands) Revenue $ — $ 176,324 $ 1,298,376 Cost of revenue — 125,219 859,330 Selling, general and administrative expenses — 78,613 306,032 Research and development expenses — 10,434 64,605 Operating (loss) income — (37,942) 68,409 Other (loss) income: (Loss) gain on sale (25,448) 811,472 — Other (expense) income, net — (49) 5,195 Total other (loss) income (25,448) 811,423 5,195 (Loss) income from discontinued operations before income taxes (25,448) 773,481 73,604 (Benefit from) provision for income tax (12,762) 259,890 17,101 (Loss) income from discontinued operations $ (12,686) $ 513,591 $ 56,503
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
The results of discontinued operations during fiscal year 2023 include the results of the Business through March 13, 2023. During fiscal year 2024, we recognized $25.4 million of other expense primarily due to the adjustment to the receivable related to the post-closing adjustment and divestiture-related costs in gain on sale. During fiscal year 2023 we recognized $37.1 million of divestiture-related costs incurred after the Closing in gain on sale and $36.0 million of divestiture-related costs incurred prior to Closing in selling, general and administrative expenses in discontinued operations.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
In connection with the sale of the Business, we expect to receive the remaining balance related to the Brand Fee of $56.3 million as of December 29, 2024, in installments through fiscal year 2025.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
Principal factors that could affect the availability of our internally generated funds include:
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•changes in sales due to weakness in markets in which we sell our products and services, and
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
Principal factors that could affect our ability to obtain cash from external sources include:
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•financial covenants contained in the financial instruments controlling our borrowings that limit our total borrowing capacity,
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•a ratings downgrade that could limit the amount we can borrow under our senior unsecured revolving credit facility and our overall access to the corporate debt market,
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•increases in interest rates or credit spreads, as well as limitations on the availability of credit, that affect our ability to borrow under future potential facilities on a secured or unsecured basis,
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
Divestitures: As part of our continuing efforts to focus on higher growth opportunities, we have disposed of or sold certain businesses. In accounting for such transactions, we apply the applicable accounting guidance under U.S. GAAP pertaining to discontinued operations and disposals of components of an entity. When the discontinued operations represented a strategic shift that will have a major effect on our operations and financial statements, we accounted for these businesses as discontinued operations. We recognize divestiture-related costs that are not part of divestiture consideration as general and administrative expense as they are incurred. These costs typically include transaction and disposal costs, such as legal, accounting, and other professional fees. The accounting for divestiture requires estimates and judgment as to the determination of the gain or loss on sale and the fair value of the different elements of consideration received. We received cash proceeds of $2.27 billion and we are entitled to two elements of additional consideration that become payable upon the resolution of certain events. First, we are entitled to proceeds of $75.0 million as consideration for our ceasing the use of the PerkinElmer brand and related trademarks and transferring them to the Purchaser (“Brand Sale”). During the fiscal year 2024, we received $18.8 million of the Brand Fee. The remaining consideration is expected to be received in installments through fiscal year 2025. We are also entitled to proceeds of up to $150.0 million that is contingent on the proceeds that the Purchaser and its affiliates receive on a subsequent sale or other capital event related to the Business (“Contingent Gain”).
Read it in 10-K 2025-02-25 at sec.gov ↗
RewordedMD&A
As a percentage of revenue, cost of revenue increased to 45.2% in fiscal year 2025 from 44.2% in fiscal year 2024 from 44.0% in fiscal year 2023, 2024, resulting in a decrease in gross margin of approximately 16 104 basis points to 54.8% in fiscal year 2025 from 55.8% in fiscal year 2024 from 56.0% 2024, primarily due to increased tariffs, unfavorable changes in foreign exchange rates and product mix shift, partially offset by the completion of product rebranding efforts in fiscal year 2023 due to an unfavorable shift in product mix and higher product costs, partially offset by pricing actions and productivity initiatives. 2024.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The variation in our effective tax rate from the statutory rate for fiscal year 2024 2025 was primarily the result of general business impacted by federal tax credits of $17.6 million, a prior year true-up related to the tax on foreign earnings of approximately $9.4 $24.0 million, and favorability in our the net benefits of U.S. taxation international tax regimes of multinational operations of $28.9 $6.6 million, which were partially offset by an increase in valuation allowance $2.7 million of $29.8 million. other items.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The increase in our Diagnostics Life Sciences segment revenue during was $1,431.1 million for fiscal year 2024 was due 2025, as compared to $1,398.6 million for fiscal year 2024, an increase of $43.7 million in immunodiagnostics revenue and $32.5 million, or 2%, driven by an increase of $22.6 $35.6 million in reproductive health Software revenue, partially offset by a decrease of $23.7 $3.1 million in applied genomics Life Sciences Solutions revenue.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The increase in our Diagnostics segment revenue during for fiscal year 2024 2025 was $1,424.9 million, as compared to $1,356.4 million for fiscal year 2024, an increase of $68.5 million, or 5%, due to an increase of $43.7 $41.3 million in immunodiagnostics Immunodiagnostics revenue and an increase of $22.6 $27.2 million in reproductive health revenue, partially offset by a decrease of $23.7 million in applied genomics Reproductive Health revenue.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Segment operating margin decreased 214 139 basis points to 32.0% in fiscal year 2025, as compared to 33.4% in fiscal year 2024, as compared to fiscal year 2023, primarily due to lower unfavorable changes in volume leverage and continued foreign exchange rates, product mix shifts and investments in new product development, development and digital capabilities and growth initiatives, partially offset by pricing actions and productivity initiatives. capabilities.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Our consolidated gross margin decreased 16 104 basis points in fiscal year 2024, 2025, as compared to fiscal year 2023, 2024, primarily due to an increased tariffs, unfavorable shift changes in foreign exchange rates, and product mix and higher product costs, shift, partially offset by pricing actions and productivity initiatives. the completion of product rebranding efforts in fiscal year 2024.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Improvements to Reportable Segment Income Tax Disclosures (“ASU 2023-07”) 2023-09”) during fiscal year 2024 2025 and have included applied the additional disclosures related to the reportable segments guidance on a prospective basis, as disclosed in Note 21, Industry Segment and Geographic Area Information, 6, Income Taxes, in the Notes to Consolidated Financial Statements.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
Acquisition and divestiture-related expenses, which primarily consisted of legal and integration costs, and stock compensation expense related to the awards given to BioLegend employees post-acquisition, added an incremental expense of $16.3 were $3.8 million for fiscal year 2024, as compared to $62.0 million for fiscal year 2023. 2025.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The increase in our Diagnostics Life Sciences segment revenue during fiscal year 2024 was due to driven by an increase of $43.7 $35.6 million in immunodiagnostics revenue and an increase of $22.6 million in reproductive health Software revenue, partially offset by a decrease of $23.7 $3.1 million in applied genomics Life Sciences Solutions revenue.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
During the fourth quarter of fiscal year 2024, we voluntarily changed our Our annual goodwill impairment testing date from the later of January 1 or the first day of each fiscal year to is the later of November 1 or the first day of our eleventh fiscal month of each fiscal year.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The cash provided by operating activities for fiscal year 2024 2025 was principally a result of income from continuing operations of $283.1 $239.9 million, adjustments for non-cash charges aggregating to $400.2 $445.9 million, including depreciation and amortization of $427.8 $405.3 million, and a net cash decrease from changes in working capital of $18.3 million. $96.8 million, primarily due to timing of collections in China during fiscal year 2025.
Read it in 10-K 2026-02-24 at sec.gov ↗
RewordedMD&A
The above decreases were partially offset by an increase in asset impairments, restructuring and other costs, net, which added an incremental expense of $22.8 was $55.9 million for fiscal year 2025, as compared to $17.5 million for fiscal year 2024.
Read it in 10-K 2026-02-24 at sec.gov ↗