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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
 
(MARK ONE) 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 
For the quarterly period ended January 31, 2024 
OR 
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 
For transition period from              to        
 Commission File Number: 001-15405
 AGILENT TECHNOLOGIES, INC.
(Exact Name of registrant as specified in its charter)
Delaware 77-0518772
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
 
5301 Stevens Creek Blvd.,
Santa Clara, California 95051
(Address of principal executive offices)

Registrant’s telephone number, including area code: (800) 227-9770  

Securities registered pursuant to Section 12(b) of the Act:
Title of each ClassTrading SymbolName of each Exchange on which registered
Common Stock, $0.01 par valueANew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes  ☒  No  ☐
 Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes  ☒  No  ☐  
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes   No   

As of February 27, 2024, the registrant had 293,055,284 shares of common stock, $0.01 par value per share, outstanding.


AGILENT TECHNOLOGIES, INC.
TABLE OF CONTENTS
 
   Page
Number
 
 
  
  
  
  
 
 
 
 
 
 
 
 
Item 6.
Exhibits
  

2

PART I— FINANCIAL INFORMATION
 
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 
AGILENT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(in millions, except per share amounts)
(Unaudited)
 
Three Months Ended
 January 31,
 20242023
Net revenue:  
Products$1,209 $1,323 
Services and other449 433 
Total net revenue1,658 1,756 
Costs and expenses:  
Cost of products514 556 
Cost of services and other236 232 
Total costs750 788 
Research and development128 123 
Selling, general and administrative396 419 
Total costs and expenses1,274 1,330 
Income from operations384 426 
Interest income18 9 
Interest expense(22)(25)
Other income (expense), net23  
Income before taxes403 410 
Provision for income taxes55 58 
Net income$348 $352 
Net income per share:
Basic$1.19 $1.19 
Diluted$1.18 $1.19 
Weighted average shares used in computing net income per share:  
Basic293 296 
Diluted294 297 
 
The accompanying notes are an integral part of these condensed consolidated financial statements.

3

AGILENT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (LOSS)
(in millions)
(Unaudited)

Three Months Ended
 January 31,
 20242023
Net income$348 $352 
Other comprehensive income (loss):
Unrealized loss on derivative instruments, net of tax benefit of $(3) and $(9)
(7)(22)
Amounts reclassified into earnings related to derivative instruments, net of tax benefit of $(1) and $(2)
(2)(4)
Foreign currency translation, net of tax expense (benefit) of $0 and $(1)
21 91 
Net defined benefit pension cost and post retirement plan costs:
Change in actuarial net gain (loss), net of tax expense (benefit) of $(1) and $0
(1)2 
Other comprehensive income 11 67 
Total comprehensive income$359 $419 


The accompanying notes are an integral part of these condensed consolidated financial statements.

4

AGILENT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(in millions, except par value and share amounts)
(Unaudited)
 January 31,
2024
October 31,
2023
ASSETS  
Current assets:  
Cash and cash equivalents$1,748 $1,590 
Accounts receivable, net1,295 1,291 
Inventory1,033 1,031 
Other current assets262 274 
Total current assets4,338 4,186 
Property, plant and equipment, net1,314 1,270 
Goodwill3,967 3,960 
Other intangible assets, net443 475 
Long-term investments170 164 
Other assets716 708 
Total assets$10,948 $10,763 
LIABILITIES AND EQUITY  
Current liabilities:  
Accounts payable$488 $418 
Employee compensation and benefits272 371 
Deferred revenue522 505 
Other accrued liabilities335 309 
Total current liabilities1,617 1,603 
Long-term debt2,555 2,735 
Retirement and post-retirement benefits102 103 
Other long-term liabilities486 477 
Total liabilities4,760 4,918 
Commitments and contingencies (Notes 9 and 12)
Total equity:  
Stockholders’ equity:  
Preferred stock; $0.01 par value; 125,000,000 shares authorized; none issued and outstanding at January 31, 2024 and October 31, 2023
  
Common stock; $0.01 par value; 2,000,000,000 shares authorized; 293,041,817 shares at January 31, 2024 and 292,123,241 shares at October 31, 2023 issued and outstanding
3 3 
Additional paid-in-capital5,440 5,387 
Retained earnings1,061 782 
Accumulated other comprehensive loss(316)(327)
Total stockholders' equity6,188 5,845 
Total liabilities and stockholders' equity$10,948 $10,763 

 
The accompanying notes are an integral part of these condensed consolidated financial statements.
5

AGILENT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(in millions)
(Unaudited)
Three Months Ended
 January 31,
 20242023
Cash flows from operating activities:
Net income$348 $352 
Adjustments to reconcile net income to net cash provided by operating activities:  
Depreciation and amortization62 67 
Share-based compensation44 44 
Deferred taxes 4 
Excess and obsolete inventory related charges11 7 
Net (gain) loss on equity securities(3)10 
Asset impairment charges8  
Change in fair value of contingent consideration 1 
Other non-cash (income) expense, net(6)1 
Changes in assets and liabilities:  
Accounts receivable, net10 (5)
Inventory(9)(69)
Accounts payable84 (27)
Employee compensation and benefits(104)(174)
Other assets and liabilities40 85 
Net cash provided by operating activities485 296 
Cash flows from investing activities:  
Payments to acquire property, plant and equipment(90)(76)
Proceeds from sale of equity securities 4 
Payments to acquire equity securities (1)
Proceeds from convertible note 2 
Payments in exchange for convertible note(5)(3)
Payments to acquire businesses and intangible assets, net of cash acquired (30)
Net cash used in investing activities(95)(104)
Cash flows from financing activities:  
Proceeds from issuance of common stock under employee stock plans34 35 
Payment of taxes related to net share settlement of equity awards(25)(51)
Payments for repurchase of common stock (75)
Payments of dividends(69)(67)
Repayments of long-term debt(180) 
Net proceeds from short-term debt 203 
Payment for contingent consideration (62)
Net cash used in financing activities(240)(17)
Effect of exchange rate movements7 22 
Net increase in cash, cash equivalents and restricted cash157 197 
Cash, cash equivalents and restricted cash at beginning of period1,593 1,056 
Cash, cash equivalents and restricted cash at end of period$1,750 $1,253 
Supplemental cash flow information:
Income tax paid, net of refunds received$24 $17 
Interest payments, net of capitalized interest$14 $15 
Net change in property, plant and equipment included in accounts payable and accrued liabilities-increase (decrease)$(16)$(20)
The accompanying notes are an integral part of these condensed consolidated financial statements.
6

AGILENT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF EQUITY
(in millions, except number of shares in thousands)
(Unaudited)

 Common Stock Accumulated
Other
Comprehensive
Loss
 
Three Months Ended January 31, 2024Number
of
Shares
Par
Value
Additional
Paid-in
Capital
Retained EarningsTotal Stockholders' Equity
Balance as of October 31, 2023292,123 $3 $5,387 $782 $(327)$5,845 
Components of comprehensive income, net of tax:
Net income— — — 348 — 348 
Other comprehensive income— — — — 11 11 
Total comprehensive income     359 
Cash dividends declared ($0.236 per common share)             
— — — (69)— (69)
Share-based awards issued, net of tax of $25
919 — 9 — — 9 
Share-based compensation— — 44 — — 44 
Balance as of January 31, 2024293,042 $3 $5,440 $1,061 $(316)$6,188 
 Common Stock Accumulated
Other
Comprehensive
Loss
 
Three Months Ended January 31, 2023Number
of
Shares
Par
Value
Additional
Paid-in
Capital
Retained EarningsTotal Stockholders' Equity
Balance as of October 31, 2022295,259 $3 $5,325 $324 $(347)$5,305 
Components of comprehensive income, net of tax:
Net income— — — 352 — 352 
Other comprehensive income— — — — 67 67 
Total comprehensive income     419 
Cash dividends declared ($0.225 per common share)             
— — — (67)— (67)
Share-based awards issued, net of tax of $51
1,061 — (17)— — (17)
Repurchase of common stock(499)— (7)(68)— (75)
Share-based compensation— — 44 — — 44 
Balance as of January 31, 2023295,821 $3 $5,345 $541 $(280)$5,609 

The accompanying notes are an integral part of these condensed consolidated financial statements.
7

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

1. OVERVIEW, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Overview. Agilent Technologies, Inc. ("we," "Agilent" or the "company"), incorporated in Delaware in May 1999, is a global leader in life sciences, diagnostics and applied chemical markets, providing application focused solutions that include instruments, software, services and consumables for the entire laboratory workflow.

Our fiscal year-end is October 31, and our fiscal quarters end on January 31, April 30 and July 31. Unless otherwise stated, these dates refer to our fiscal year and fiscal quarters.

New Segment Structure. In the first quarter of fiscal year 2024, we announced a change in our operating segments to move our cell analysis business from our life sciences and applied markets segment to our diagnostics and genomics operating segment in order to further strengthen growth opportunities for both organizations. Following this reorganization, we continue to have three business segments comprised of life sciences and applied markets, diagnostics and genomics and Agilent CrossLab, each of which continues to comprise a reportable segment. We are reporting under this new structure beginning with this Quarterly Report on Form 10-Q for the period ended January 31, 2024. All historical financial segment information has been recast to conform to this new presentation in our financial statements and accompanying notes. There was no change to our Agilent CrossLab business segment.

Basis of Presentation. We have prepared the accompanying financial data for the three months ended January 31, 2024 and 2023 pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles (“GAAP”) in the U.S. have been condensed or omitted pursuant to such rules and regulations. The October 31, 2023 condensed balance sheet data was derived from audited financial statements but does not include all the disclosures required in audited financial statements by U.S. GAAP. The accompanying financial data and information should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended October 31, 2023.

In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary for a fair statement of our condensed consolidated balance sheet as of January 31, 2024 and October 31, 2023, condensed consolidated statement of comprehensive income (loss) for the three months ended January 31, 2024 and 2023, condensed consolidated statement of operations for the three months ended January 31, 2024 and 2023, condensed consolidated statement of cash flows for the three months ended January 31, 2024 and 2023 and condensed consolidated statement of equity for the three months ended January 31, 2024 and 2023.

Use of Estimates. The preparation of condensed consolidated financial statements in accordance with GAAP in the U.S. requires management to make estimates and assumptions that affect the amounts reported in our condensed 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, retirement and post-retirement benefit plan assumptions and accounting for income taxes.

Restricted Cash and Restricted Cash Equivalents. Restricted cash and restricted cash equivalents are included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. A reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheet follows:
 January 31,October 31,
 20242023
(in millions)
Cash and cash equivalents$1,748 $1,590 
Restricted cash included in other assets2 3 
Total cash, cash equivalents and restricted cash$1,750 $1,593 
8

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)





Leases. As of January 31, 2024 and October 31, 2023, operating lease right-of-use assets where we are the lessee were $155 million and $154 million, respectively, and were included within other assets in the accompanying condensed consolidated balance sheet. The associated operating lease liabilities were $164 million as of both January 31, 2024 and October 31, 2023, respectively, and were included in other accrued liabilities and other long-term liabilities in the accompanying condensed consolidated balance sheet.

Variable Interest Entities. We make a determination upon entering into an arrangement whether an entity in which we have made an investment is considered a Variable Interest Entity (“VIE”). We evaluate our investments in privately held companies on an ongoing basis. We have determined that as of January 31, 2024, and October 31, 2023, there were no VIEs required to be consolidated in our consolidated financial statements because we do not have a controlling financial interest in any of the VIEs in which we have invested nor are we the primary beneficiary. We account for these investments under either the equity method or as equity investments without readily determinable fair value ("RDFV"), depending on the circumstances. We periodically reassess whether we are the primary beneficiary of a VIE. The reassessment process considers whether we have acquired the power to direct the most significant activities of the VIE through changes in governing documents or other circumstances. We also reconsider whether entities previously determined not to be VIEs have become VIEs and vice-versa, based on changes in facts and circumstances including changes in contractual arrangements and capital structure.

As of both January 31, 2024, and October 31, 2023, the total carrying value of investments and loans in privately held companies considered as VIEs was $82 million. The maximum exposure is equal to the carrying value because we do not have future funding commitments. The investments are included on the long-term investments line and the loans on the other current assets and other assets lines (depending upon tenure of loan) on the condensed consolidated balance sheet.

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 which are readily determinable, and which are not accounted under the equity method are reported at fair value using quoted market prices for those securities when available with gains and losses included in net income. The fair value of long-term equity investments which are not readily determinable, and which are not accounted under the equity method are reported at cost with adjustments for observable changes in prices or impairments included in net income. As of January 31, 2024 and October 31, 2023, the fair value of the term loan approximates its carrying value. As of January 31, 2024, the fair value of our senior notes was $1,900 million with a carrying value of $2,135 million. This compares to the fair value of our senior notes of $1,747 million with a carrying value of $2,135 million as of October 31, 2023. The change in the fair value compared to carrying value in the three months ended January 31, 2024 is primarily due to decreased market interest rates. The fair value was calculated from quoted prices which are primarily Level 1 inputs under the accounting guidance. 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 9, "Fair Value Measurements" for additional information on the fair value of financial instruments and contingent consideration.


 2. NEW ACCOUNTING PRONOUNCEMENTS

There were no additions to the new accounting pronouncements not yet adopted as described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2023.
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 condensed consolidated financial statements upon adoption.

9

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




3. REVENUE

The following table presents the company’s total revenue and segment revenue disaggregated by geographical region:
Three Months Ended January 31,
20242023
Life Sciences and Applied MarketsAgilent CrossLab
Diagnostics and Genomics
TotalLife Sciences and Applied MarketsAgilent CrossLab
Diagnostics and Genomics
Total
(in millions)
Revenue by Region
Americas$244 $164 $222 $630 $286 $154 $247 $687 
Europe224 111 123 458 239 98 119 456 
Asia Pacific378 130 62 570 418 129 66 613 
Total$846 $405 $407 $1,658 $943 $381 $432 $1,756 
The following table presents the company’s total revenue disaggregated by end markets and by revenue type:
Three Months Ended
January 31,
20242023
(in millions)
Revenue by End Markets
Pharmaceutical and Biopharmaceutical$565 $639 
Chemicals and Advanced Materials392 406 
Diagnostics and Clinical228 239 
Food157 160 
Academia and Government150 146 
Environmental and Forensics166 166 
Total$1,658 $1,756 
Revenue by Type
Instrumentation$630 $759 
Non-instrumentation and other1,028 997 
Total$1,658 $1,756 

Revenue by region is based on the ship to location of the customer. Revenue by end market is determined by the market indicator of the customer and by customer type. Instrumentation revenue includes sales from instruments, remarketed instruments and third-party products. Non-instrumentation and other revenue include sales from contract and per incident services, our companion diagnostics and our nucleic acid solutions businesses as well as sales from spare parts, consumables, reagents, vacuum pumps, subscriptions, software licenses and associated services.

Contract Balances

Contract Assets

Contract assets (unbilled accounts receivable) primarily relate to the company's right to consideration for work completed but not billed at the reporting date. The unbilled receivables are reclassified to trade receivables when billed to customers. Contract assets are generally classified as current assets and are included in "Accounts receivable, net" in the condensed consolidated balance sheet. The balances of contract assets as of January 31, 2024, and October 31, 2023, were $239 million and $252 million, respectively.

10

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




Contract Liabilities

The following table provides information about contract liabilities (deferred revenue) and the significant changes in the balances during the three months ended January 31, 2024:
Contract
Liabilities
(in millions)
Ending balance as of October 31, 2023$616 
Net revenue deferred in the period254 
Revenue recognized that was included in the contract liability balance at the beginning of the period(229)
Change in deferrals from customer cash advances, net of revenue recognized(5)
Currency translation and other adjustments8 
Ending balance as of January 31, 2024$644 

During the three months ended January 31, 2023 revenue recognized that was included in the contract liability balance at October 31, 2022 was $196 million.

Contract liabilities primarily relate to multiple element arrangements for which billing has occurred but transfer of control of all elements to the customer has either partially or not occurred at the balance sheet date. This includes cash received from customers for products and related installation and services in advance of the transfer of control. Contract liabilities are classified as either current in deferred revenue or long-term in other long-term liabilities in the condensed consolidated balance sheet based on the timing of when we expect to complete our performance obligation.

Contract Costs

Incremental costs of obtaining a contract with a customer are recognized as an asset if we expect the benefit of those costs to be longer than one year. We have determined that certain sales incentive programs meet the requirements to be capitalized. The change in total capitalized costs to obtain a contract was immaterial during the three months ended January 31, 2024, and was included in other current and long-term assets on the condensed consolidated balance sheet. We have applied the practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. These costs include the company's internal sales force compensation program, as we have determined that annual compensation is commensurate with annual sales activities.

Transaction Price Allocated to the Remaining Performance Obligations

We have applied the practical expedient in ASC 606-10-50-14 and have not disclosed information about transaction price allocated to remaining performance obligations that have original expected durations of one year or less.
The estimated revenue expected to be recognized for remaining performance obligations that have an original term of more than one year, as of January 31, 2024, was $344 million, the majority of which is expected to be recognized over the next 12 months. Remaining performance obligations primarily include extended warranty, customer manufacturing contracts, software maintenance contracts and revenue associated with lease arrangements.

4.     SHARE-BASED COMPENSATION
 
We account for share-based awards in accordance with the provisions of the authoritative 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 options, restricted stock units, employee stock purchases made under our employee stock purchase plan and performance share awards granted to selected members of our senior management under the long-term performance plan (“LTPP”) based on estimated fair values.

We have two LTPP performance stock award programs, which are administered under the 2018 Stock Plan, for our executive officers and other key employees. Participants in our LTPP Total Stockholders’ Return (“TSR”) and LTPP Earnings Per Share (“EPS”) programs are entitled to receive shares of the company's stock after the end of a three-year period, if specified performance targets for the programs are met. The LTPP-TSR awards are generally designed to meet the criteria of a
11

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




performance award with the performance metrics and peer group comparison based on the TSR set at the beginning of the performance period. The LTPP-EPS awards are based on the company’s EPS performance over a three-year period. The performance targets for the LTPP-EPS for year 2 and year 3 of the performance period are set in the first quarter of year 2 and year 3, respectively. All LTPP awards are subject to a one-year post-vest holding period.

The final LTPP award may vary from 0 percent to 200 percent of the target award. We consider the dilutive impact of these programs in our diluted net income per share calculation only to the extent that the performance conditions are expected to be met. 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.

Stock options granted under the 2018 Stock Plan 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 with 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. We issue new shares of common stock when employee stock options are exercised.
The impact on our results for share-based compensation was as follows:
 
Three Months Ended
January 31,
 20242023
 (in millions)
Cost of products and services$14 $13 
Research and development6 5 
Selling, general and administrative24 26 
Total share-based compensation expense$44 $44 
 
At January 31, 2024 and October 31, 2023, no share-based compensation was capitalized within inventory.
The following assumptions were used to estimate the fair value of awards granted.
 
Three Months Ended
January 31,
 20242023
Stock Option Plans:  
Weighted average risk-free interest rate4.4%3.9%
Dividend yield0.8%0.6%
Weighted average volatility29%28%
Expected life5.5 years5.5 years
LTPP:
Volatility of Agilent shares28%31%
Volatility of selected peer-company shares
16%-70%
22%-84%
Pair-wise correlation with selected peers30%42%
Post-vest holding restriction discount for all executive awards6.4%7.1%
 
The fair value of share-based awards for our employee stock option awards was estimated using the Black-Scholes option pricing model. Shares granted under the LTPP (TSR) were valued using a Monte Carlo simulation model. The Monte Carlo simulation fair value model requires the use of highly subjective and complex assumptions, including the price volatility of the underlying stock.  For the volatility of our LTPP (TSR) grants, we used our own historical stock price volatility.  

The ESPP allows eligible employees to purchase shares of our common stock at 85 percent of the price at purchase and uses the purchase date to establish the fair market value.

12

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




We use historical volatility to estimate the expected stock price volatility assumption for employee stock option awards. In reaching the conclusion, we have considered many factors including the extent to which our options are currently traded and our ability to find traded options in the current market with similar terms and prices to the options we are valuing. In estimating the expected life of our options granted, we considered the historical option exercise behavior of our executives, which we believe is representative of future behavior.

The estimated fair value of restricted stock units and LTPP (EPS) awards is determined based on the market price of our common stock on the date of grant adjusted for expected dividend yield. The compensation cost for LTPP (EPS) reflects the cost of awards that are probable to vest at the end of the performance period.

All LTPP awards granted to our senior management employees have a one-year post-vest holding restriction. The estimated discount associated with post-vest holding restrictions is calculated using the Finnerty model. The model calculates the potential lost value if the employees were able to sell the shares during the lack of marketability period, instead of being required to hold the shares. The model used the same historical stock price volatility and dividend yield assumption used for the Monte Carlo simulation model and an expected dividend yield to compute the discount.

5.     INCOME TAXES

For the three months ended January 31, 2024, our income tax expense was $55 million with an effective tax rate of 13.6 percent. For the three months ended January 31, 2024, there were no significant discrete items.

For the three months ended January 31, 2023, our income tax expense was $58 million with an effective tax rate of 14.1 percent. For the three months ended January 31, 2023, our effective tax rate and the resulting provision for income taxes were impacted by the excess tax benefits from stock-based compensation of $12 million along with the expiration of various foreign statutes of limitations which resulted in the recognition of previously unrecognized tax benefits of $7 million.

In the U.S., tax years remain open back to the year 2020 for federal income tax purposes and 2019 for significant states. In other major jurisdictions where the company conducts business, the tax years generally remain open back to the year 2014.

With these jurisdictions and the U.S., it is reasonably possible that some tax audits may be completed over the next twelve months. However, management is not able to provide a reasonably reliable estimate of the timing of any other future tax payments or change in unrecognized tax benefits, if any.

6. NET INCOME PER SHARE
 
The following is a reconciliation of the numerator and denominator of the basic and diluted net income per share computations for the periods presented below:
 
Three Months Ended
January 31,
 20242023
 (in millions)
Numerator:  
Net income$348 $352 
Denominator:
Basic weighted-average shares293 296 
Potential common shares— stock options and other employee stock plans1 1 
Diluted weighted-average shares294 297 
 
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 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 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.

13

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




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. In addition, we exclude from the calculation of diluted earnings per share stock options, ESPP, LTPP and restricted stock awards whose combined exercise price and unamortized fair value were greater than the average market price of our common stock because their effect would also be anti-dilutive.  

For the three months ended January 31, 2024 and 2023, potential common shares excluded from the calculation of diluted earnings per share were not material.

7. INVENTORY
 
Inventory as of January 31, 2024 and October 31, 2023 consisted of the following:

 January 31,
2024
October 31,
2023
 (in millions)
Finished goods$569 $570 
Purchased parts and fabricated assemblies464 461 
Inventory$1,033 $1,031 

8. GOODWILL AND OTHER INTANGIBLE ASSETS
 
The following table presents goodwill balances and the movements for each of our reportable segments during the three months ended January 31, 2024:
 
 Life Sciences and Applied MarketsDiagnostics and GenomicsAgilent CrossLabTotal
 (in millions)
Goodwill as of October 31, 2023$1,579 $2,124 $257 $3,960 
Foreign currency translation impact4  3 7 
Goodwill as of January 31, 2024$1,583 $2,124 $260 $3,967 

In the first quarter of fiscal year 2024, we reorganized our operating segments and moved our cell analysis business from our life sciences and applied markets business segment to our diagnostics and genomics business segment. As a result, we reassigned approximately $168 million of goodwill from our life sciences and applied markets business segment to our diagnostics and genomics business segment using the relative fair value allocation approach. Goodwill balances as of October 31, 2023, have been recast to conform to this new presentation. As a result of the reorganization, there was no change to our reporting units. In addition, we performed a goodwill impairment test, and the results of the analysis indicated that the fair values for all three of our reporting units were in excess of their carrying values by substantial amounts; therefore, no impairment was indicated.

14

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




The component parts of other intangible assets as of October 31, 2023 and January 31, 2024 are shown in the table below:
 
 Other Intangible Assets
 Gross
Carrying
Amount
Accumulated
Amortization
Net Book
Value
 (in millions)
As of October 31, 2023   
Purchased technology$1,467 $1,093 $374 
Trademark/Tradename196 163 33 
Customer relationships149 112 37 
Third-party technology and licenses34 13 21 
Total amortizable intangible assets1,846 1,381 465 
In-Process R&D10 — 10 
Total$1,856 $1,381 $475 
As of January 31, 2024   
Purchased technology$1,474 $1,114 $360 
Trademark/Tradename196 166 30 
Customer relationships149 115 34 
Third-party technology and licenses34 15 19 
Total amortizable intangible assets1,853 1,410 443 
In-Process R&D —  
Total$1,853 $1,410 $443 

During the three months ended January 31, 2024, there were no additions to goodwill and other intangible assets. During the three months ended January 31, 2024, we reclassified $4 million of in-process research and development intangible assets to purchased technology upon the completion of a project. During the three months ended January 31, 2024, there was no change to other intangibles due to the impact of foreign currency.

In general, for U.S. federal tax purposes, goodwill from asset purchases is amortizable; however, any goodwill created as part of a stock acquisition is not deductible. 

Each quarter we review the events and circumstances to determine if impairment of indefinite-lived intangible assets and goodwill is indicated. During the three months ended January 31, 2024, we recorded an impairment of in-process research and development of $6 million in research and development in the condensed consolidated statement of operations related to a project in our life sciences and applied markets segment. During the three months ended January 31, 2023 we did not identify any triggering events or circumstances which would indicate an impairment of goodwill or indefinite-lived intangible assets.

Amortization expense of intangible assets was $26 million and $36 million for the three months ended January 31, 2024 and 2023, respectively.

Future amortization expense related to existing finite-lived purchased intangible assets for the remainder of fiscal year 2024 and for each of the next five fiscal years and thereafter is estimated below:
Estimated future amortization expense:
(in millions)
Remainder of 2024$75 
2025$84 
2026$54 
2027$53 
2028$46 
2029$42 
Thereafter$89 
 
15

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




9. 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.

16

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




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 January 31, 2024 were as follows:
 
  Fair Value Measurement at January 31, 2024 Using
 January 31,
2024
Quoted Prices
 in Active
 Markets for
 Identical Assets
 (Level 1)
Significant
 Other
 Observable
 Inputs
 (Level 2)
Significant
 Unobservable
 Inputs
 (Level 3)
 (in millions)
Assets:    
Short-term    
Cash equivalents (money market funds)$1,102 $1,102 $ $ 
Derivative instruments (foreign exchange contracts)12  12  
Long-term
Trading securities38 38   
Other investments29  29  
Total assets measured at fair value$1,181 $1,140 $41 $ 
Liabilities:    
Short-term
Derivative instruments (foreign exchange contracts) $10 $ $10 $ 
Contingent consideration1   1 
Long-term
Deferred compensation liability38  38  
Total liabilities measured at fair value$49 $ $48 $1 

Financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2023 were as follows:
 
  Fair Value Measurement at October 31, 2023 Using
 October 31,
2023
Quoted Prices
 in Active
 Markets for
 Identical Assets
 (Level 1)
Significant
 Other
 Observable
 Inputs
 (Level 2)
Significant
 Unobservable
 Inputs
 (Level 3)
 (in millions)
Assets:    
Short-term    
Cash equivalents (money market funds)$994 $994 $ $ 
Derivative instruments (foreign exchange contracts)19  19  
Long-term
Trading securities36 36   
Other investments26  26  
Total assets measured at fair value$1,075 $1,030 $45 $ 
Liabilities:    
Short-term
Derivative instruments (foreign exchange contracts)$2 $ $2 $ 
Contingent consideration1   1 
Long-term
Deferred compensation liability36  36  
Total liabilities measured at fair value$39 $ $38 $1 
 
17

AGILENT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




Our money market funds and trading securities 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.

Other investments represent shares we own in a special fund that targets underlying investments of approximately 40 percent in debt securities and 60 percent in equity securities. These shares have been classified as level 2 because, although the shares of the fund are not traded on any active stock exchange, each of the individual underlying securities are or can be derived from similar securities traded on an active market and hence we have a readily determinable value for the underlying securities, from which we are able to determine the fair market value for the special fund itself.

Trading securities, which are comprised of mutual funds, bonds and other similar instruments, other investments and deferred compensation liability are reported at fair value, with gains or losses resulting from changes in fair value recognized currently in net income. Certain derivative instruments are reported at fair value, with unrealized gains and losses, net of tax, included in accumulated other comprehensive income (loss) within stockholders' equity. Realized gains and losses from the sale of these instruments are recorded in net income.

Gains and losses reflected in other income (expense), net for our equity investments with readily determinable fair value ("RDFV") and equity investments without RDFV are summarized below:
Three Months Ended
January 31,
20242023
(in millions)
Net gain (loss) recognized during the period on equity securities$3 $(10)
Less: Net gain (loss) on equity securities sold during the period$ $(11)
Unrealized gain (loss) on equity securities $3 $1 

Contingent Consideration. As of January 31, 2024, the fair value of the contingent consideration liability relates to milestone payments in connection with one acquisition.

The contingent consideration liability is our only recurring Level 3 asset or liability. A summary of the Level 3 activity follows:

Three Months Ended
January 31,
20242023
(in millions)
Beginning balance$1 $67 
Additions to contingent consideration (including measurement period adjustment)  
Payments (65)
Change in fair value (included within selling, general and administrative expenses) 1 
Ending balance$1 $3 

The fair value of the contingent consideration liability as of January 31, 2024, was estimated to be $1 million which was recorded in other accrued liabilities on the condensed consolidated balance sheet. During the three months ended January 31, 2023, we made a contingent consideration payment of $65 million related to the achievement of a certain technical milestone associated with our acquisition of Resolution Bioscience.

Resolution Bioscience. In the third quarter of fiscal year 2023, we decided to exit the Resolution Bioscience business and subsequently divested our interest in the business in the fourth quarter of fiscal year 2023. We project that there are no potential future milestone payments related to the Resolution Bioscience business.

Impairment of Investments. There were no impairments of investments for the three months ended January 31, 2024 and 2023.
 
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Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

For the three months ended January 31, 2024 long-lived assets held and used with a carrying value of $8 million were written down to their fair value of $0 million resulting in an impairment of $8 million. For the three months ended January 31, 2024, there were no impairments of long-lived assets held for sale. For the three months ended January 31, 2023, there were no impairments of long-lived assets held and used or long-lived assets held for sale.

Non-Marketable Equity Securities

For the three months ended January 31, 2024 and 2023, there were no impairments or unrealized gain (loss) adjustments to the carrying value of non-marketable securities without readily determinable fair value based on an observable market transaction.

As of January 31, 2024, the cumulative net gain (loss) on our non-marketable equity securities without readily determinable fair values was comprised of a $38 million gain and a $29 million loss, and the carrying amount was $102 million. As of January 31, 2023, the cumulative net gain (loss) on our non-marketable equity securities without readily determinable fair values was comprised of a $35 million gain and no losses, and the carrying amount was $126 million.

Fair values for the non-marketable securities included in long-term investments on the condensed consolidated balance sheet were measured using Level 3 inputs because they are primarily equity stock issued by private companies without quoted market prices. To estimate the fair value of our non-marketable securities, we use the measurement alternative to record these investments at cost and adjust for impairments and observable price changes (orderly transactions for the identical or a similar security from the same issuer) as and when they occur.

10. DERIVATIVES
 
We are exposed to foreign currency exchange rate fluctuations and interest rate changes in the normal course of our business. As part of our risk management strategy, we use derivative instruments, primarily forward contracts and purchased options to hedge economic and/or accounting exposures resulting from changes in foreign currency exchange rates.
 
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 and are assessed for effectiveness against the underlying exposure every reporting period. For open contracts as of January 31, 2024, changes in the time value of the foreign exchange contract are excluded from the assessment of hedge effectiveness and are recognized in cost of sales over the life of the foreign exchange contract. The changes in fair value of the effective portion of the derivative instrument are recognized in accumulated other comprehensive income (loss). Amounts associated with cash flow hedges are reclassified to cost of sales in the condensed 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 (loss) will be reclassified to other income (expense), net in the current period. Changes in the fair value of the ineffective portion of derivative instruments are recognized in other income (expense), net in the condensed 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 cost of sales over the life of the option contract. For the three months ended January 31, 2024 and 2023, ineffectiveness and gains and losses recognized in other income (expense), net due to de-designation of cash flow hedge contracts were not significant.

In February 2016, Agilent executed three forward-starting pay fixed/receive variable interest rate swaps for the notional amount of $300 million in connection with future interest payments to be made on our 2026 senior notes issued on September 15, 2016. These derivative instruments were designated and qualified as cash flow hedges under the criteria prescribed in the authoritative guidance. The swap arrangements were terminated on September 15, 2016 with a payment of $10 million, and we recognized this as a deferred loss in accumulated other comprehensive income (loss) which is being amortized to interest expense over the life of the 2026 senior notes. The remaining loss to be amortized related to the interest rate swap agreements at January 31, 2024 was $3 million.

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In August 2019, Agilent executed treasury lock agreements for $250 million in connection with future interest payments to be made on our 2029 senior notes issued on September 16, 2019. We designated the treasury lock as a cash flow hedge. The treasury lock contracts were terminated on September 6, 2019, and we recognized a deferred loss of $6 million in accumulated other comprehensive income (loss) which is being amortized to interest expense over the life of the 2029 senior notes. The remaining loss to be amortized related to the treasury lock agreements at January 31, 2024 was $3 million.

Net Investment Hedges

We enter into foreign exchange contracts to hedge net investments in foreign operations to mitigate the risk of adverse movements in exchange rates. These foreign exchange contracts are carried at fair value and are designated and qualify as net investment hedges under the criteria prescribed in the authoritative guidance. Changes in fair value of the effective portion of the derivative instrument are recognized in accumulated other comprehensive income (loss)- translation adjustment and are assessed for effectiveness against the underlying exposure every reporting period. If the company’s net investment changes during the year, the hedge relationship will be assessed and de-designated if the hedge notional amount is outside of prescribed tolerance with a gain/loss reclassified from other comprehensive income (loss) to other income (expense) in the current period. For the three months ended January 31, 2024, ineffectiveness and the resultant effect of any gains or losses recognized in other income (expense) due to de-designation of the hedge contracts were not significant.

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 instruments are recognized in other income (expense), net in the condensed consolidated statement of operations, in the current period, along with the offsetting foreign currency gain or loss on the underlying assets or liabilities.
 
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 January 31, 2024, was $3 million. The credit-risk-related contingent features underlying these agreements had not been triggered as of January 31, 2024.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




The number of open foreign exchange forward contracts and aggregated notional amounts by designation as of January 31, 2024 were as follows:

 Number of Open Forward
Contracts
Aggregate Notional Amount
USD
Buy/(Sell)
 ($ in millions)
Derivatives designated as hedging instruments:
Cash Flow Hedges
Foreign exchange forward contracts270$(473)
Net Investment Hedges
Foreign exchange forward contracts3$(11)
Derivatives not designated as hedging instruments:
Foreign exchange forward contracts194$(127)


Derivative instruments are subject to master netting arrangements and are disclosed gross in the balance sheet in accordance with the authoritative guidance.
The gross fair values and balance sheet location of derivative instruments held in the condensed consolidated balance sheet as of January 31, 2024, and October 31, 2023, were as follows:

Fair Values of Derivative Instruments
Asset DerivativesLiability Derivatives
 Fair Value Fair Value
Balance Sheet LocationJanuary 31,
2024
October 31, 2023Balance Sheet LocationJanuary 31,
2024
October 31,
2023
(in millions)
Derivatives designated as hedging instruments:     
Cash flow hedges 
Foreign exchange contracts
Other current assets$5 $15 Other accrued liabilities$4 $1 
Net investment hedges
Foreign exchange contracts
Other current assets$ $1 Other accrued liabilities$ $ 
Derivatives not designated as hedging instruments:     
Foreign exchange contracts     
Other current assets$7 $3 Other accrued liabilities$6 $1 
Total derivatives$12 $19  $10 $2 

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




The effects of derivative instruments for foreign exchange contracts designated as hedging instruments and not designated as hedging instruments in our condensed consolidated statement of operations were as follows:

Three Months Ended
January 31,
20242023
 (in millions)
Derivatives designated as hedging instruments:  
Cash Flow Hedges
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive loss$(10)$(31)
Gain (loss) reclassified from accumulated other comprehensive loss into cost of sales$3 $6 
Gain on time value of forward contracts recorded in cost of sales$2 $2 
Net Investment Hedges
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive loss - translation adjustment$ $(1)
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other income (expense)$(2)$(13)

At January 31, 2024, the amount of existing net gain that is expected to be reclassified from accumulated other comprehensive income (loss) is $6 million. Within the next twelve months it is estimated that $2 million of loss included within the net amount of accumulated other comprehensive income (loss) will be reclassified to cost of sales in respect of cash flow hedges.

11. RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS

Components of net periodic benefit cost (income). For the three months ended January 31, 2024 and 2023, our net pension and post retirement benefit cost (income) were comprised of the following:
 
Three Months Ended January 31,
 U.S.
Pension Plans
Non-U.S.
Pension Plans
U.S. Post Retirement
Benefit Plans
 202420232024202320242023
 (in millions)
Service cost—benefits earned during the period$ $ $5 $6 $ $ 
Interest cost on benefit obligation5 5 6 6 1 1 
Expected return on plan assets(5)(5)(9)(9)(1)(1)
Amortization of net actuarial (gain) loss1  (4)(1)  
Total net periodic benefit cost (income)$1 $ $(2)$2 $ $ 

The service cost component is recorded in cost of sales and operating expenses in the condensed consolidated statement of operations. All other cost components are recorded in other income (expense), net in the condensed consolidated statement of operations.

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Employer contributions and expected future employer contributions for the remainder of the year were as follows:
Three Months Ended Employer Contributions
January 31,For Remainder of Year
202420232024
(in millions)
U.S. defined benefit plans$ $ $ 
Non-U.S. defined benefit plans$6 $5 $12 

12. WARRANTIES AND CONTINGENCIES
 
Warranties
 
We accrue for standard warranty costs based on historical trends in actual warranty charges over the past 12 months. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost over the period. The standard warranty accrual balances are held in other accrued and other long-term liabilities on our condensed consolidated balance sheet. Our standard warranty terms typically extend to one year from the date of delivery, depending on the product.
 
A summary of the standard warranty accrual activity is shown in the table below:
 
 Three Months Ended
January 31,
 20242023
 (in millions)
Standard warranty accrual, beginning balance$29 $30 
Accruals for warranties including change in estimates15 11 
Settlements made during the period(14)(13)
Standard warranty accrual, ending balance$30 $28 
Accruals for warranties due within one year$30 $28 
 
Bank Guarantees

Guarantees consist primarily of outstanding standby letters of credit and bank guarantees and were approximately $39 million as of January 31, 2024 and October 31, 2023, respectively. A standby letter of credit is a guarantee of payment issued by a bank on behalf of us that is used as payment of last resort should we fail to fulfill a contractual commitment with a third party. A bank guarantee is a promise from a bank or other lending institution that if we default on a loan, the bank will cover the loss.

Contingencies
 
We are involved in lawsuits, claims, investigations and proceedings, including, but not limited to, intellectual property, commercial, real estate, environmental and employment 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, condensed consolidated financial condition, results of operations or cash flows.

13. RESTRUCTURING AND OTHER RELATED COSTS

In the fourth quarter of fiscal year 2023, we initiated a restructuring plan ("FY23 Plan") designed to reduce costs and expenses in response to the current macroeconomic conditions. The plan included a reduction of our total headcount by approximately 400 regular employees, representing approximately 2 percent of our global workforce, and the consolidation of our excess facilities, including some site closures.

In connection with this plan, we have recorded approximately $3 million in restructuring and other related costs in the three months ended January 31, 2024, for a total of $49 million since inception. The restructuring plan costs include severance and other personnel costs associated with the workforce reduction. The consolidation of excess facilities includes accelerated depreciation expenses of right-of-use ("ROU") and machinery and equipment assets, and other facilities-related costs. The
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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - (Continued)




timing and scope of the workforce reductions will vary based on local legal requirements. These actions impact all three of our business segments. The costs associated with this restructuring plan have not been allocated to our business segments' results; however, each business segment will benefit from the future cost savings from these actions. When completed, the restructuring program is expected to result in the reduction in annual cost of sales and operating expenses over the three business segments. While the majority of the workforce reduction was completed in the first quarter of 2024, we expect to substantially complete the remaining restructuring activities by the end of fiscal year 2024.

A summary of total restructuring activity is shown in the table below:

Workforce
Reduction
Consolidation of Excess FacilitiesTotal
(in millions)
Balance at October 31, 2023$31 $5 $36 
Income statement expense2 1 3 
Accelerated depreciation expenses of right-of-use assets— (1)(1)
Cash payments(25)(2)(27)
Balance at January 31, 2024$8 $3 $11 

The restructuring and other related costs of $11 million at January 31, 2024, are recorded in other accrued liabilities on the condensed consolidated balance sheet and reflect estimated future cash outlays.

A summary of the charges in the condensed consolidated statement of operations resulting from the restructuring plan is shown below:


Three Months Ended
January 31,
2024
(in millions)
Cost of products and services$ 
Research and Development2 
Selling, general and administrative1 
Total restructuring costs$3