Summary
This filing represents Keysight Technologies, Inc.'s 2016 Annual Report on Form 10-K, detailing its corporate structure, agreements, and operational framework as of May 4, 2016. The report primarily lists various exhibits that form part of the company's established governance and operational foundation. These include critical agreements related to its separation from Agilent Technologies, Inc., such as the Separation and Distribution Agreement, Services Agreement, and various intellectual property and tax matters agreements. The exhibits also cover the company's capital structure, including its Certificate of Incorporation and Bylaws, as well as debt instruments like the Indenture and Guarantee for its notes. Furthermore, a significant portion of the listed exhibits pertains to executive compensation and employee benefit plans, including stock purchase, equity incentive, and deferred compensation plans, alongside severance agreements. For investors, the key takeaway from this filing is the comprehensive set of foundational legal and operational documents that underpin Keysight's existence and its relationship with its former parent company. The detailed agreements surrounding the spin-off from Agilent highlight the formalization of Keysight's independent operations. Additionally, the extensive list of compensation and benefit plans indicates a structured approach to employee and executive remuneration, which is a crucial aspect for understanding corporate governance and potential future equity dilution. Investors should review these agreements to understand the framework within which Keysight operates and manages its workforce and financial obligations.
Financial Highlights
55 data points| Revenue | $2.86B |
| Cost of Revenue | $1.27B |
| Gross Profit | $1.59B |
| R&D Expenses | $387.00M |
| SG&A Expenses | $787.00M |
| Operating Expenses | $2.42B |
| Operating Income | $431.00M |
| Interest Expense | $46.00M |
| Net Income | $513.00M |
| EPS (Basic) | $3.04 |
| EPS (Diluted) | $3.00 |
| Shares Outstanding (Basic) | 169.00M |
| Shares Outstanding (Diluted) | 171.00M |
Key Highlights
- 1The filing details the crucial Separation and Distribution Agreement with Agilent Technologies, Inc., outlining the terms of Keysight's spin-off and operational independence.
- 2Numerous agreements governing post-spin-off relationships with Agilent are listed, including services, tax, employee, intellectual property, and real estate matters, providing insight into ongoing operational dependencies or transitions.
- 3The report includes exhibits related to Keysight's corporate structure, such as its Amended and Restated Certificate of Incorporation and Bylaws, establishing the legal framework of the company.
- 4Debt financing instruments, including an Indenture, Supplemental Indenture, and Guarantee, are filed, providing transparency on the company's debt obligations.
- 5A comprehensive array of employee and executive compensation plans are listed, including stock purchase plans, equity and incentive compensation plans, and various deferred compensation and retirement plans, important for understanding shareholder value and corporate governance.
- 6Forms of indemnification and change of control severance agreements are included, offering visibility into protections for directors, officers, and executives.
- 7The filing references the company's Credit Agreement and a subsequent letter agreement with lenders, indicating its access to and structure of credit facilities.