What changed in Thermo Fisher Scientific's 10-K — 2024 vs 2025
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Paragraph-level year-over-year comparison of Thermo Fisher Scientific's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.
+145 added−143 removedSource: 10-K (2026-02-26) vs 10-K (2025-02-20)
Top changes in Thermo Fisher Scientific's 2025 10-K
145 paragraphs added · 143 removed · 119 edited across 5 sections
- Item 7. Management's Discussion & Analysis+76 / −73 · 58 edited
- Item 1. Business+48 / −48 · 43 edited
- Item 7A. Quantitative and Qualitative Disclosures About Market Risk+13 / −12 · 12 edited
- Item 1C. Cybersecurity+5 / −5 · 4 edited
- Item 5. Market for Registrant's Common Equity+3 / −5 · 2 edited
Item 1. Business
Business — how the company describes what it does
43 edited+5 added−5 removed101 unchanged
Item 1. Business
Business — how the company describes what it does
43 edited+5 added−5 removed101 unchanged
2024 filing
2025 filing
Biggest changeAccordingly, our future results could be harmed by a variety of factors, including: 9 THERMO FISHER SCIENTIFIC INC. • interruption to transportation flows for delivery of parts to us and finished goods to our customers; • changes in a specific country's or region's political, economic, social or other conditions; • changes in diplomatic and trade relationships, including new tariffs, trade protection measures, import or export licensing requirements, trade embargoes and sanctions and other trade barriers; • tariffs imposed by the U.S. on goods from other countries and tariffs imposed by other countries on U.S. goods, including the tariffs adopted by the U.S. government on various imports from China and by the Chinese government on certain U.S. goods; • the impact of public health emergencies, pandemics, epidemics or other health outbreaks on the global economy, such as the COVID-19 pandemic; • uncertainties regarding the collectability of accounts receivable; • the imposition of governmental controls; • diverse data privacy and protection requirements; • supply interruptions, which could disrupt our ability to produce our products; • increases in materials, energy, labor or other manufacturing-related costs or higher supply chain logistics costs; • negative consequences from changes in or interpretation of laws and regulations, including those related to tax and import/export; • difficulty in staffing and managing widespread operations; • differing labor regulations; • differing protection of intellectual property; • unexpected changes in regulatory requirements; and • geopolitical uncertainty or turmoil, including terrorism and war.
Biggest changeAccordingly, our prior results have been and our future results could be harmed by a variety of factors, including: • tariffs imposed by the U.S. on goods from other countries and tariffs imposed by other countries, on certain U.S. goods (including volatility resulting from the imposition of (and changing policies around) tariffs and related countermeasures); • interruption to transportation flows for delivery of raw materials or parts to us and finished goods to our customers; • changes in a specific country's or region's political, economic, social or other conditions; • changes in diplomatic and trade relationships, including new tariffs, trade protection measures, import or export licensing requirements, trade embargoes and sanctions and other trade barriers; • the impact of public health emergencies, pandemics, epidemics or other health outbreaks on the global economy; • uncertainties regarding the collectability of accounts receivable; • Chinese regulations requiring the use of local suppliers, which compel companies that do business in China to partner with local companies to conduct business and provide incentives to government-backed local customers to buy from local suppliers; • the imposition of governmental controls; • diverse data privacy, protection and localization requirements; • supply interruptions, which could disrupt our ability to produce our products; • increases in materials, energy, labor or other manufacturing-related costs or higher supply chain logistics costs; • negative consequences from changes in or interpretation of laws and regulations, including those related to tax and import/export; • difficulty in staffing and managing widespread operations; • differing labor regulations; • differing protection of intellectual property; • unexpected changes in regulatory requirements; and • geopolitical uncertainty or turmoil, including terrorism and war.
To address this issue, we are pursuing a number of strategies to improve our internal growth, including: • strengthening our presence in selected geographic markets; • allocating research and development funding to products with higher growth prospects; • developing new applications for our technologies; • expanding our service offerings; • continuing key customer initiatives; • combining sales and marketing operations in appropriate markets to compete more effectively; • finding new markets for our products; and • continuing the development of commercial tools and infrastructure to increase and support cross-selling opportunities of products and services to take advantage of our depth in product offerings.
To address this issue, we are pursuing a number of strategies to improve our internal growth, including: • strengthening our presence in selected geographic markets; • allocating research and development funding to products with higher growth prospects; • developing new applications for our technologies; • expanding our service offerings; • continuing key customer initiatives; • combining sales and marketing operations in appropriate markets to compete more effectively; • finding new markets for our products and services; and • continuing the development of commercial tools and infrastructure to increase and support cross-selling opportunities of products and services to take advantage of our depth in product offerings.
Many of our existing products and those under development are technologically innovative and require significant planning, design, development and testing at the technological, safety, quality, product and manufacturing-process levels. Our customers use many of our products to develop, test and manufacture their own products.
Many of our existing products and services and those under development are technologically innovative and require significant planning, design, development and testing at the technological, safety, quality, product and manufacturing-process levels. Our customers use many of our products and services to develop, test and manufacture their own products.
Despite our efforts, any particular system we operate or use may be susceptible to compromise of a vulnerability or a privileged account, damage or interruption from natural disasters, power loss, telecommunication failures, data center failure, third party provider failures (including failures at cloud services), hardware and software failures, human error or sabotage, terrorist attacks, geopolitical events, computer hackers, computer viruses, ransomware, phishing, computer denial-of-service attacks, unauthorized access to customer or employee data or company trade secrets, and other attempts to harm our systems and access our information.
Despite our efforts, any particular system we operate or use may be susceptible to compromise of a vulnerability or a privileged account, damage or interruption from natural disasters, power loss, telecommunication failures, data center failure, third party provider failures (including failures at cloud services), hardware and software failures, improper or unauthorized use of AI, human error or sabotage, terrorist attacks, geopolitical events, computer hackers, computer viruses, ransomware, phishing, computer denial-of-service attacks, unauthorized access to customer or employee data or company trade secrets, and other attempts to harm our systems and access our information.
We have agreements relating to the sale of our products to government entities and, as a result, we are subject to various statutes and regulations that apply to companies doing business with the government.
We have agreements relating to the sale of our products and services to government entities and, as a result, we are subject to various statutes and regulations that apply to companies doing business with the government.
We sell our products in several industries that are characterized by rapid and significant technological changes, frequent new product and service introductions and enhancements and evolving industry standards.
We sell our products and services in several industries that are characterized by rapid and significant technological changes, frequent new product and service introductions and enhancements and evolving industry standards.
Our business is affected by general economic conditions, both inside and outside the U.S. Both domestic and international markets experienced significant inflationary pressures in 2024 and inflation rates in the U.S., as well as in other countries in which we operate, continue at elevated levels.
Our business is affected by general economic conditions, both inside and outside the U.S. Both domestic and international markets experienced significant inflationary pressures in 2025 and inflation rates in the U.S., as well as in other countries in which we operate, continue at elevated levels.
Business Risks We must develop new products, adapt to rapid and significant technological change, respond to introductions of new products by competitors and maintain quality to remain competitive. Our growth strategy includes significant investment in and expenditures for product development.
Business Risks We must develop new products, adapt to rapid and significant technological change, respond to introductions of new products and services by competitors and maintain quality to remain competitive. Our growth strategy includes significant investment in and expenditures for product and service development.
If the global economy and financial markets, or economic conditions in Europe, the U.S. or other key markets, are unstable, that could adversely affect the business, results of operations and financial condition of the company and its customers, distributors, and suppliers, having the effect of: • reducing demand for some of our products; • increasing the rate of order cancellations or delays; • increasing the risk of excess and obsolete inventories; • increasing pressure on the prices for our products and services; • causing supply interruptions, which could disrupt our ability to produce our products; and • creating longer sales cycles, and greater difficulty in collecting sales proceeds and slower adoption of new technologies.
If the global economy and financial markets, or economic conditions in Europe, the U.S. or other key markets, are unstable, that could adversely affect the business, results of operations and financial condition of the company and its customers, distributors, and suppliers, having the effect of: • reducing demand for some of our products and services; • increasing the rate of order cancellations or delays; • increasing the risk of excess and obsolete inventories; • increasing pressure on the prices for our products and services; • causing supply interruptions, which could disrupt our ability to produce our products; and • creating longer sales cycles, and greater difficulty in collecting sales proceeds and slower adoption of new technologies. 9 THERMO FISHER SCIENTIFIC INC.
We face increasing scrutiny from stakeholders related to our environmental, social and governance practices and disclosures. Investor advocacy groups, certain institutional investors, lenders, investment funds and other influential investors are also increasingly focused on such practices and related disclosures and in recent years have placed increasing importance on the implications and social cost of their investments.
We face increasing scrutiny from stakeholders related to our sustainability practices and disclosures. Investor advocacy groups, certain institutional investors, lenders, investment funds and other influential investors are also increasingly focused on such practices and related disclosures and in recent years have placed increasing importance on the implications and social cost of their investments.
In some cases, there are restrictions on the transfer of personal data outside the home country. More recently, privacy and data protection regulators are paying special attention to emerging issues linked to new digital technologies, such as the use of artificial intelligence, biometrics, and surveillance technologies, which pose unique challenges to existing privacy and data protection paradigms.
In some cases, there are restrictions on the transfer of personal data outside the home country. More recently, privacy and data protection regulators are paying special attention to emerging issues linked to new digital technologies, such as the use of AI, biometrics, and surveillance technologies, which pose unique challenges to existing privacy and data protection paradigms.
Demand for some of our products depends on capital spending policies of our customers and on government funding policies. Our customers include pharmaceutical and chemical companies, laboratories, universities, healthcare providers, government agencies and public and private research institutions.
Demand for some of our products depends on capital spending policies of our customers and on government funding policies. Our customers include pharmaceutical and biotechnology companies, laboratories, universities, healthcare providers, government agencies and public and private research institutions.
Our existing and future indebtedness may restrict our investment opportunities or limit our activities and negatively impact our credit ratings. As of December 31, 2024, we had approximately $31.27 billion in outstanding indebtedness. In addition, we have availability to borrow under a revolving credit facility that provides for up to $5.00 billion of unsecured multi-currency revolving credit (the Facility).
Our existing and future indebtedness may restrict our investment opportunities or limit our activities and negatively impact our credit ratings. As of December 31, 2025, we had approximately $39.38 billion in outstanding indebtedness. In addition, we have availability to borrow under a revolving credit facility that provides for up to $5.00 billion of unsecured multi-currency revolving credit (the Facility).
If we are not able to realize the value of the goodwill and intangible assets, we may be required to incur material charges relating to the impairment of those assets. 11 THERMO FISHER SCIENTIFIC INC. Operational Risks Our reliance upon sole or limited sources of supply for certain materials or components could cause production interruptions, delays and inefficiencies.
If we are not able to realize the value of the goodwill and intangible assets, we may be required to incur material charges relating to the impairment of those assets. Operational Risks Our reliance upon sole or limited sources of supply for certain materials or components could cause production interruptions, delays and inefficiencies.
In addition, such a failure could expose us to contractual or product liability claims, contractual claims from our customers, including claims for reimbursement for lost or damaged active pharmaceutical ingredients or personal injury, as well as ongoing remediation and increased compliance costs, any or all of which could be significant.
In addition, such a failure could expose us to contractual or product liability claims, contractual claims 15 THERMO FISHER SCIENTIFIC INC. from our customers, including claims for reimbursement for lost or damaged active pharmaceutical ingredients or personal injury, as well as ongoing remediation and increased compliance costs, any or all of which could be significant.
Food and Drug Administration’s (the FDA) regulation of the drug discovery and development process could have an adverse effect on the demand for these products, and increased FDA regulation of 13 THERMO FISHER SCIENTIFIC INC. laboratory-developed tests could delay and add to the cost of commercialization of these products, as well as subject us to additional regulatory controls.
Food and Drug Administration’s (the FDA) regulation of the drug discovery and development process could have an adverse effect on the demand for these products, and increased FDA regulation of laboratory-developed tests could delay and add to the cost of commercialization of these products, as well as subject us to additional regulatory controls.
Our ability to continue to manufacture products is highly dependent on our ability to maintain the safety and health of our factory employees. The ability of our employees to work may be significantly impacted by future epidemics and pandemics.
Our ability to continue to manufacture products is highly dependent on our ability to maintain the safety and health of our factory employees. The ability of our employees to work may be significantly impacted by future epidemics and pandemics, including their residual effects.
In addition, such problems or failures could subject us to litigation claims, including claims from our customers for reimbursement for the cost of lost or damaged active pharmaceutical ingredients, the cost of which could be significant.
In addition, such problems or failures could subject us to litigation claims, including claims from our customers for reimbursement for the cost of lost or damaged active pharmaceutical ingredients, the cost of which could be significant. 14 THERMO FISHER SCIENTIFIC INC.
We and our third-party providers experience cyber-attacks and other attempts to gain unauthorized access to our products, services, and systems and data on a regular basis, and we anticipate continuing to be subject to such attempts as cyber-attacks become increasingly sophisticated and more difficult to predict and protect against, particularly with the advancement of artificial intelligence.
We and our third-party providers experience cyber-attacks and other attempts to gain unauthorized access to our products, services, and systems and data on a regular basis, and we anticipate continuing to be subject to such attempts as cyber-attacks 12 THERMO FISHER SCIENTIFIC INC. become increasingly sophisticated and more difficult to predict and protect against, particularly with the advancement of AI.
As our international sales grow, exposure to fluctuations in currency exchange rates could have a larger effect on our financial results. In 2024, currency translation had an unfavorable effect of $0.08 billion on revenues due to the strengthening of the U.S. dollar relative to other currencies in which the company sells products and services.
As our international sales grow, exposure to fluctuations in currency exchange rates could have a larger effect on our financial results. In 2025, currency translation had a favorable effect of $0.37 billion on revenues due to the weakening of the U.S. dollar relative to other currencies in which the company sells products and services.
Also, an acceleration of the debt under certain of our debt instruments would trigger an event of default under other of our debt instruments. Item 1B. Unresolved Staff Comments None.
Also, an acceleration of the debt under certain of our debt instruments would trigger an event of default under other of our debt instruments. 17 THERMO FISHER SCIENTIFIC INC. Item 1B. Unresolved Staff Comments None.
The supply chains for our businesses could also be disrupted by supplier capacity constraints, bankruptcy or exiting of the business for other reasons, decreased availability or increased cost of key raw materials or commodities, such as energy, and external events such as global economic downturns and macroeconomic trends, sanctions and trade restrictions, natural disasters, pandemic health issues, geopolitical developments, war, terrorist actions, governmental actions and legislative or regulatory changes.
The supply chains for our businesses could also be disrupted by supplier capacity constraints, bankruptcy or exiting of the business for other reasons, decreased availability or increased cost of key raw materials or commodities, such as energy, and external events such as global economic downturns and macroeconomic trends, sanctions and trade restrictions, natural disasters, pandemic health issues, geopolitical developments, war, terrorist actions, cybersecurity incidents including but not limited to ransomware attacks, misuse of AI and machine learning technologies, governmental actions and legislative or regulatory changes.
We may not be able to successfully implement these strategies, and these strategies may not result in the expected growth of our business.
We may not be able to successfully implement these strategies, and these strategies may not result in the expected growth of our business. 11 THERMO FISHER SCIENTIFIC INC.
Moreover, these types of events could negatively impact customer spending in the impacted regions or depending upon the severity, globally, which could also adversely impact our operating results. Increasing attention to environmental, social and governance matters may impact our business, financial results, stock price or reputation.
Moreover, these types of events could negatively impact customer spending in the impacted regions or depending upon the severity, globally, which could also adversely impact our operating results. 13 THERMO FISHER SCIENTIFIC INC. Increasing attention to sustainability matters may impact our business, financial results, stock price or reputation.
Bribery Act 2010 and similar anti-bribery laws in other jurisdictions generally prohibit companies and their intermediaries from making improper payments to government 15 THERMO FISHER SCIENTIFIC INC. officials for the purpose of obtaining or retaining business, and we operate in many parts of the world that have experienced governmental corruption to some degree.
In particular, the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act 2010 and similar anti-bribery laws in other jurisdictions generally prohibit companies and their intermediaries from making improper payments to government officials for the purpose of obtaining or retaining business, and we operate in many parts of the world that have experienced governmental corruption to some degree.
The OECD and implementing countries are expected to continue 16 THERMO FISHER SCIENTIFIC INC. to make further revisions to their legislation and release additional guidance.
The OECD and implementing countries are expected to continue to make further revisions to their legislation and release additional guidance.
It may be difficult for us to implement our strategies for improving internal growth. Our growth depends in part on the growth of the markets which we serve. Any decline or lower than expected growth in our served markets could diminish demand for our products and services, which would adversely affect our results of operations and financial condition.
Our growth depends in part on the growth of the markets which we serve. Any decline or lower than expected growth in our served markets could diminish demand for our products and services, which would adversely affect our results of operations and financial condition.
Many factors, including public policy spending priorities, available resources, and product and economic cycles, have a significant effect on the capital spending policies of these entities. Spending by some of these customers fluctuates based on budget allocations and the timely passage of the annual federal budget.
Many factors, including public policy spending priorities such as national procurement initiatives, available resources, cost reimbursement policies, and product and economic cycles, have had and we expect to have a significant effect on the capital spending policies of these entities. Spending by some of these customers fluctuates based on budget allocations and the timely passage of the annual federal budget.
As a result of these acquisitions, we recorded significant goodwill and indefinite-lived intangible assets (primarily tradenames) on our balance sheet, which amount to approximately $45.85 billion and $1.24 billion, respectively, as of December 31, 2024. In addition, we have definite-lived intangible assets totaling $14.30 billion as of December 31, 2024.
As a result of these acquisitions, we recorded significant goodwill and indefinite-lived intangible assets (primarily trade names) on our balance sheet, which amount to approximately $49.36 billion and $1.23 billion, respectively, as of December 31, 2025. In addition, we have definite-lived intangible assets totaling $14.60 billion as of December 31, 2025.
The costs for these commodities, as well as the costs of transportation, construction and services necessary for the production and distribution of our products, continue to increase and be volatile.
Our primary commodity exposures are for fuel, petroleum-based resins and steel. The costs for these commodities, as well as the costs of transportation, construction and services necessary for the production and distribution of our products, continue to increase and be volatile.
These agreements may be breached and we may not have adequate remedies for any breach. In addition, our trade secrets may otherwise become known or be independently developed by our competitors. We also depend in part on our trademarks and the strength of our proprietary brands, which we consider important to our business.
In addition, our trade secrets may otherwise become known or be independently developed by our competitors. 16 THERMO FISHER SCIENTIFIC INC. We also depend in part on our trademarks and the strength of our proprietary brands, which we consider important to our business.
The importance of privacy and data protection laws, rules and regulations for our industry specifically is constantly growing, as personal data is an integral part of doing business in our sectors, and the legal standards are evolving and becoming more complex worldwide. 14 THERMO FISHER SCIENTIFIC INC.
The importance of privacy and data protection laws, rules and regulations for our industry specifically is constantly growing, as personal data is an integral part of doing business in our sectors, and the legal standards are evolving and becoming more complex worldwide. We are subject to product and other liability risks for which we may not have adequate insurance coverage.
An impasse in federal government budget decisions could lead to substantial delays or reductions in federal spending. We are subject to risks associated with public health emergencies, pandemics, epidemics, or other health outbreaks. Our global operations expose us to risks associated with public health emergencies, epidemics, pandemics and other health outbreaks.
We are subject to risks associated with public health emergencies, pandemics, epidemics, or other health outbreaks. Our global operations expose us to risks associated with public health emergencies, epidemics, pandemics and other health outbreaks.
An unfavorable outcome of any such litigation could materially adversely affect our business and results of operations. We also rely on trade secrets and proprietary know-how with which we seek to protect our products, in part, by confidentiality agreements with our collaborators, employees and consultants. These agreements may not adequately protect our trade secrets and other proprietary rights.
We also rely on trade secrets and proprietary know-how with which we seek to protect our products, in part, by confidentiality agreements with our collaborators, employees and consultants. These agreements may not adequately protect our trade secrets and other proprietary rights. These agreements may be breached and we may not have adequate remedies for any breach.
As a result, we must anticipate industry trends and develop products in advance of the commercialization of our customers’ products. If we fail to adequately develop products or predict our customers’ needs and future activities, we may invest heavily in research and development of products and services that do not lead to significant revenues.
If we fail to adequately develop products or predict our customers’ needs and future activities, we may invest heavily in research and development of products and services that do not lead to significant revenues. It may be difficult for us to implement our strategies for improving internal growth.
European laws require us to have an approved legal mechanism to transfer personal data out of Europe, and the EU General Data Protection Regulation imposes significantly stricter requirements in how we collect and process personal data.
For example, in the U.S., individual states regulate data breach and security requirements, and multiple governmental bodies assert authority over aspects of the protection of personal privacy. European laws require us to have an approved legal mechanism to transfer personal data out of Europe, and the EU GDPR imposes significantly stricter requirements in how we collect and process personal data.
We cannot ensure that we will be able to hire or retain the personnel necessary for our operations or that the departure of any personnel will not have a material impact on our financial condition and results of operations. 12 THERMO FISHER SCIENTIFIC INC.
We cannot ensure that we will be able to hire or retain the personnel necessary for our operations or that the departure of any personnel will not have a material impact on our financial condition and results of operations. We may incur unexpected costs from increases in fuel and raw material prices, which could reduce our earnings and cash flows.
Intellectual property rights may also be unavailable or limited in some foreign countries, which could make it easier for competitors to capture increased market position. We could incur substantial costs to defend ourselves in suits brought against us or in suits in which we may assert our patent rights against others.
In addition, competitors may design around our technology or develop competing technologies. Intellectual property rights may also be unavailable or limited in some foreign countries, which could make it easier for competitors to capture increased market position.
Competitive factors include technological innovation, including the increased adoption and use of artificial intelligence, price, service and delivery, breadth of product line, customer support, e-business capabilities and the ability to meet the special requirements of customers. Our competitors may adapt more quickly to new technologies and changes in customers’ requirements than we can.
Competitive factors include technological innovation, including the timely, responsible and effective adoption of emerging technologies (such as AI), price, service and delivery, breadth of product line, customer support, e-business capabilities and the ability to meet the special requirements of customers.
In December 2021, the Organization for Economic Cooperation and Development (“OECD”) published a proposal for the establishment of a global minimum tax rate of 15% (the “Pillar Two rule”).
In December 2021, the Organization for Economic Cooperation and Development (“OECD”) published a proposal for the establishment of a global minimum tax rate of 15% (the “Pillar Two rule”). As of December 31, 2025, numerous countries where we operate have enacted legislation, or have indicated their intent to adopt legislation, to implement certain aspects of the Pillar Two rules.
Our success in doing so is largely dependent upon various factors, including a highly competitive market, sought-after skills, management changes, competitor recruitment, and maintaining an attractive workplace culture. Macroeconomic shifts such as increased competition for employees and wage inflation, have previously and could in the future affect our talent retention, turnover rates and operational costs.
Our success in doing so is largely dependent upon various factors, including a highly competitive market, sought-after skills, management changes, competitor recruitment, and maintaining an attractive workplace culture (including where there is high demand for new products, services, and technologies, such as related to AI).
Without the timely introduction of new products, services and enhancements, our products and services will likely become technologically obsolete over time, in which case our revenues and operating results would suffer. 10 THERMO FISHER SCIENTIFIC INC.
Our competitors may adapt more quickly to new technologies and changes in customers’ requirements than we can, and may achieve cost or quality advantages that we cannot match. Without the timely introduction of new products, services and enhancements, our products and services will likely become technologically obsolete over time, in which case our revenues and operating results would suffer.
Any issued patents owned by or licensed to us may be challenged, invalidated or circumvented, and the rights under these patents may not provide us with competitive advantages. In addition, competitors may design around our technology or develop competing technologies.
Any issued patents owned by or licensed to us may be challenged, invalidated or circumvented, and the rights under these patents may not provide us with competitive advantages. The integration of AI, including generative AI, into our products, services or internal operations may expose us to increased risks of intellectual property infringement or misappropriation.
Removed
We may incur unexpected costs from increases in fuel and raw material prices, which could reduce our earnings and cash flows. Our primary commodity exposures are for fuel, petroleum-based resins and steel.
Added
In October 2025, the federal government entered a shutdown due to a lapse in appropriations, resulting from an inability by Congress to pass a budget or continuing resolution. A similar impasse in federal government budget decisions could lead to substantial delays or reductions in federal spending. 10 THERMO FISHER SCIENTIFIC INC.
Removed
For example, in the U.S., individual states regulate data breach and security requirements, and multiple governmental bodies assert authority over aspects of the protection of personal privacy.
Added
As a result, we must anticipate industry trends and develop products and services in advance of the commercialization of our customers’ products. For example, we are incorporating AI and machine learning technologies into our products, services and internal processes. Failure to keep pace with rapid developments in AI technologies could adversely affect our competitive position and results of operations.
Removed
We are subject to product and other liability risks for which we may not have adequate insurance coverage.
Added
Macroeconomic shifts such as increased competition for employees and wage inflation, have previously and could in the future affect our talent retention, turnover rates and operational costs.
Removed
In particular, the U.S. Foreign Corrupt Practices Act, the U.K.
Added
Improper or unauthorized use of AI by our employees or third parties working on our behalf could create additional risks, including exposure of confidential information, errors in output, or the generation of inaccurate, misleading or biased results, which could negatively impact our customers, stakeholders and reputation.
Removed
While it is uncertain whether the United States will enact legislation to adopt the Pillar Two rule, numerous countries have enacted legislation, or have indicated their intent to adopt legislation, to implement certain aspects of the Pillar Two rules effective January 1, 2024, with general implementation of the remaining global minimum tax rules by January 1, 2025.
Added
We could incur substantial costs to defend ourselves in suits brought against us or in suits in which we may assert our patent rights against others. An unfavorable outcome of any such litigation could materially adversely affect our business and results of operations.
Item 1C. Cybersecurity
Cybersecurity — threats and controls disclosure
4 edited+1 added−1 removed11 unchanged
Item 1C. Cybersecurity
Cybersecurity — threats and controls disclosure
4 edited+1 added−1 removed11 unchanged
2024 filing
2025 filing
Biggest changeThe CISO meets with senior leadership to review and discuss the cybersecurity program, including emerging cybersecurity risks, threats and industry trends. Cybersecurity is integrated into the risk management process for the company through various corporate mechanisms, including quarterly business reviews, annual budget planning, and targeted risk-based engagements. Item 2.
Biggest changeCybersecurity is integrated into the risk management process for the company through various corporate mechanisms, including quarterly business reviews, annual budget planning, and targeted risk-based engagements. 18 THERMO FISHER SCIENTIFIC INC. Item 2. Properties The company owns and leases office, engineering, laboratory, production and warehouse space throughout the world.
Cybersecurity Governance and Oversight The Board of Directors has delegated the oversight of cybersecurity risks to the Audit Committee. Our cybersecurity program is led by the company’s senior vice president, chief information officer, along with our vice president, chief information security officer (CISO). Management provides an operational update to the Audit Committee each quarter.
Cybersecurity Governance and Oversight The Board of Directors has delegated the oversight of cybersecurity risks to the Audit Committee. Our cybersecurity program is led by the company’s senior vice president and chief information officer, along with our vice president and chief information security officer (CISO). Management provides an operational update to the Audit Committee each quarter.
In order to evaluate risks from cybersecurity threats associated with the company’s use of certain third-party technology providers, we have incorporated a risk-based assessment into the corporate information technology (IT) procurement process designed to assess the security risk of certain third parties providing new technology solutions to our environment. 17 THERMO FISHER SCIENTIFIC INC.
In order to evaluate risks from cybersecurity threats associated with the company’s use of certain third-party technology providers, we have incorporated a risk-based assessment into the corporate information technology (IT) procurement process designed to assess the security risk of certain third parties providing new technology solutions to our environment.
Our senior vice president, chief information officer, vice president, CISO, and vice president, chief product security officer have each served in various roles in IT and information security for over 20 years. These individuals’ knowledge and experience along with the culture and talent of the corporate IT security team organization are instrumental in developing and executing our cybersecurity strategies.
Our senior vice president and chief information officer, and vice president and CISO, and vice president and chief product security officer have each served in various roles in IT and information security for over 20 years.
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Properties The company owns and leases office, engineering, laboratory, production and warehouse space throughout the world.
Added
These individuals’ knowledge and experience along with the culture and talent of the corporate IT security team organization are instrumental in developing and executing our cybersecurity strategies. The CISO meets with senior leadership to review and discuss the cybersecurity program, including emerging cybersecurity risks, threats and industry trends.
Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
2 edited+1 added−3 removed0 unchanged
Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
2 edited+1 added−3 removed0 unchanged
2024 filing
2025 filing
Biggest changeEarly in the first quarter of 2025, the company repurchased $2.00 billion of the company’s common stock (3.6 million shares). At February 20, 2025, $1.00 billion was available for future repurchases of the company’s common stock under this authorization. Item 6. Reserved Not applicable.
Biggest changeEarly in the first quarter of 2026, the company repurchased $3.00 billion (4.9 million shares). At February 26, 2026, $2.00 billion was available for future repurchases of the company’s common stock under this authorization. Item 6. Reserved Not applicable.
Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Price of Common Stock Our common stock is traded on the New York Stock Exchange under the symbol TMO. Holders of Common Stock As of February 1, 2025, the company had 2,173 holders of record of its common stock.
Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Price of Common Stock Our common stock is traded on the New York Stock Exchange under the symbol TMO. Holders of Common Stock As of January 31, 2026, the company had 2,044 holders of record of its common stock.
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This does not include holdings in street or nominee names. 18 THERMO FISHER SCIENTIFIC INC.
Added
This does not include holdings in street or nominee names. Issuer Purchases of Equity Securities There was no share repurchase activity for the company’s fourth quarter of 2025. On November 6, 2025, the Board of Directors authorized the repurchase of up to $5.00 billion the company’s common stock.
Removed
Issuer Purchases of Equity Securities A summary of the share repurchase activity for the company's fourth quarter of 2024 follows: Period Total number of shares purchased Average price paid per share (1) Total number of shares purchased as part of publicly announced plans or programs (2) Maximum dollar amount of shares that may yet be purchased under the plans or programs (1)(2) (in millions) Fiscal October (Sep. 29 - Nov. 2) — $ — — $ 1,000 Fiscal November (Nov. 3 - Nov. 30) 891,720 527.64 891,720 3,529 Fiscal December (Dec. 1 - Dec. 31) 996,892 531.14 996,892 3,000 Total fourth quarter 1,888,612 $ 529.49 1,888,612 $ 3,000 (1) Amounts exclude excise taxes and other transaction costs.
Removed
(2) On November 15, 2024, the Board of Directors announced that it replaced the existing authorization to repurchase the company’s common stock, of which $1.00 billion was remaining, with a new authorization to repurchase up to $4.00 billion of the company’s common stock.
Item 7. Management's Discussion & Analysis
Management's Discussion & Analysis (MD&A) — revenue / margin commentary
58 edited+18 added−15 removed38 unchanged
Item 7. Management's Discussion & Analysis
Management's Discussion & Analysis (MD&A) — revenue / margin commentary
58 edited+18 added−15 removed38 unchanged
2024 filing
2025 filing
Biggest change(Dollars in millions except per share amounts) 2024 2023 Reconciliation of adjusted operating income and adjusted operating income margin GAAP operating income $ 7,337 17.1 % $ 6,859 16.0 % Cost of revenues adjustments (a) 47 0.1 % 95 0.2 % Selling, general and administrative expenses adjustments (b) (8) 0.0 % 59 0.1 % Restructuring and other costs (c) 379 0.9 % 459 1.1 % Amortization of acquisition-related intangible assets 1,952 4.6 % 2,338 5.5 % Adjusted operating income (non-GAAP measure) $ 9,707 22.6 % $ 9,810 22.9 % Reconciliation of adjusted other income/(expense) GAAP other income/(expense) $ 12 $ (65) Adjustments (d) (19) 50 Adjusted other income/(expense) (non-GAAP measure) $ (6) $ (15) Reconciliation of adjusted tax rate GAAP tax rate 9.3 % 4.5 % Adjustments (e) 1.2 % 5.5 % Adjusted tax rate (non-GAAP measure) 10.5 % 10.0 % Reconciliation of adjusted earnings per share GAAP diluted earnings per share (EPS) attributable to Thermo Fisher Scientific Inc. $ 16.53 $ 15.45 Cost of revenues adjustments (a) 0.12 0.24 Selling, general and administrative expenses adjustments (b) (0.02) 0.15 Restructuring and other costs (c) 0.99 1.18 Amortization of acquisition-related intangible assets 5.09 6.03 Other income/expense adjustments (d) (0.05) 0.13 Benefit from/(provision for) income taxes adjustments (e) (0.86) (1.66) Equity in earnings/losses of unconsolidated entities 0.11 0.15 Noncontrolling interests adjustments (f) (0.05) (0.12) Adjusted EPS (non-GAAP measure) $ 21.86 $ 21.55 Reconciliation of free cash flow GAAP net cash provided by operating activities $ 8,667 $ 8,406 Purchases of property, plant and equipment (1,400) (1,479) Proceeds from sale of property, plant and equipment 57 87 Free cash flow (non-GAAP measure) $ 7,324 $ 7,014 (a) Adjusted results in 2024 and 2023 exclude charges for inventory write-downs associated with large-scale abandonment of product lines, accelerated depreciation on manufacturing assets to be abandoned due to facility consolidations, and charges for the sale of inventory revalued at the date of acquisition. 25 THERMO FISHER SCIENTIFIC INC.
Biggest change(Dollars in millions except per share amounts) 2025 2024 Reconciliation of adjusted operating income and adjusted operating income margin GAAP operating income $ 7,746 17.4 % $ 7,337 17.1 % Cost of revenues adjustments (a) 64 0.1 % 47 0.1 % Selling, general and administrative expenses adjustments (b) 207 0.5 % (8) 0.0 % Restructuring and other costs (c) 362 0.8 % 379 0.9 % Amortization of acquisition-related intangible assets 1,730 3.9 % 1,952 4.6 % Adjusted operating income (non-GAAP measure) $ 10,109 22.7 % $ 9,707 22.6 % Reconciliation of adjusted other income/(expense) GAAP other income/(expense) $ (12) $ 12 Adjustments (d) (6) (19) Adjusted other income/(expense) (non-GAAP measure) $ (19) $ (6) Reconciliation of adjusted tax rate GAAP tax rate 7.5 % 9.3 % Adjustments (e) 2.9 % 1.2 % Adjusted tax rate (non-GAAP measure) 10.4 % 10.5 % Reconciliation of adjusted earnings per share GAAP diluted earnings per share (EPS) attributable to Thermo Fisher Scientific Inc. $ 17.74 $ 16.53 Cost of revenues adjustments (a) 0.17 0.12 Selling, general and administrative expenses adjustments (b) 0.55 (0.02) Restructuring and other costs (c) 0.96 0.99 Amortization of acquisition-related intangible assets 4.58 5.09 Other income/expense adjustments (d) (0.02) (0.05) Income taxes adjustments (e) (1.21) (0.86) Equity in earnings/losses of unconsolidated entities 0.11 0.11 Noncontrolling interests adjustments (f) 0.00 (0.05) Adjusted EPS (non-GAAP measure) $ 22.87 $ 21.86 Reconciliation of free cash flow GAAP net cash provided by operating activities $ 7,818 $ 8,667 Purchases of property, plant and equipment (1,525) (1,400) Proceeds from sale of property, plant and equipment 44 57 Free cash flow (non-GAAP measure) $ 6,337 $ 7,324 (a) Adjusted results exclude accelerated depreciation on manufacturing assets to be abandoned due to facility consolidations and charges for the sale of inventory revalued at the date of acquisition.
Thermo Fisher management uses organic revenue growth to forecast and evaluate the operational performance of the company as well as to compare revenues of current periods to prior periods. We report adjusted operating income, adjusted operating margin, adjusted other income/(expense), adjusted tax rate, and adjusted EPS.
Thermo Fisher management uses organic revenue growth to forecast and evaluate the operational performance of the company as well as to compare revenues of current periods to prior periods. We report adjusted operating income, adjusted operating income margin, adjusted other income/(expense), adjusted tax rate, and adjusted EPS.
Management’s Discussion and Analysis of Financial Condition and Results of Operations for 2022 is included in Item 7 of the company’s 2023 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The company refers to various amounts or measures not prepared in accordance with generally accepted accounting principles (non-GAAP measures).
Management’s Discussion and Analysis of Financial Condition and Results of Operations for 2023 is included in Item 7 of the company’s 2024 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The company refers to various amounts or measures not prepared in accordance with generally accepted accounting principles (non-GAAP measures).
To calculate these measures we exclude, as applicable: • Certain acquisition-related costs, including charges for the sale of inventories revalued at the date of acquisition, significant transaction/acquisition-related costs, including changes in estimates of contingent acquisition-related consideration, and other costs associated with obtaining short-term financing commitments for pending/recent acquisitions.
To calculate these measures we exclude, as applicable: • Certain transaction-related costs, including charges for the sale of inventories revalued at the date of acquisition, significant transaction-related third-party costs, changes in estimates of contingent acquisition-related consideration, and other costs associated with obtaining short-term financing commitments for pending/recent acquisitions.
We report free cash flow, which is operating cash flow excluding net capital expenditures, to provide a view of the continuing operations’ ability to generate cash for use in acquisitions and other investing and financing activities. The company also uses this measure as an indication of the strength of the company.
We report free cash flow, which is operating cash flow less net capital expenditures, to provide a view of the continuing operations’ ability to generate cash for use in acquisitions and other investing and financing activities. The company also uses this measure as an indication of the strength of the company.
On July 10, 2024, the company acquired, within the Life Sciences Solutions segment, Olink Holding AB (publ), a Swedish-based provider of next-generation proteomics solutions. The acquisition enhances the segment’s capabilities in the high-growth proteomics market with the addition of highly differentiated solutions.
Notable Recent Acquisitions On July 10, 2024, the company acquired, within the Life Sciences Solutions segment, Olink Holding AB (publ), a Swedish-based provider of next-generation proteomics solutions. The acquisition enhances the segment’s capabilities in the high-growth proteomics market with the addition of highly differentiated solutions.
As of December 31, 2024, no borrowings were outstanding under the company’s revolving credit facility, although available capacity was reduced by immaterial outstanding letters of credit.
As of December 31, 2025, no borrowings were outstanding under the company’s revolving credit facility, although available capacity was reduced by immaterial outstanding letters of credit.
See Note 12 for additional information about our recent business combinations. Goodwill and Indefinite-lived Intangible Assets The company evaluates goodwill and indefinite-lived intangible assets for impairment annually and when events occur or circumstances change that would more likely than not reduce the fair value of an asset below its carrying amount.
See Note 12 for additional information about our recent business combinations. Goodwill The company evaluates goodwill for impairment annually and when events occur or circumstances change that would more likely than not reduce the fair value of an asset below its carrying amount.
(c) Adjusted results in 2024 and 2023 exclude restructuring and other costs consisting principally of severance, impairments of long-lived assets, charges for environmental-related matters, net charges for pre-acquisition litigation and other matters, net gains/losses on the sale of real estate, and abandoned facility and other expenses of headcount reductions and real estate consolidations.
(c) Adjusted results exclude restructuring and other costs consisting principally of severance, impairments of long-lived assets, net charges/credits for pre-acquisition litigation and other matters, net gains/losses on the sale of real estate, charges for environmental-related matters, and abandoned facility and other expenses of headcount reductions and real estate consolidations.
See additional discussion under the caption “Liquidity and Capital Resources” below. In 2024 and 2023, the company’s net interest expense was reduced by approximately $264 million and $116 million, respectively, as a result of its interest rate swap and cross-currency interest rate swap arrangements (Note 10).
See additional discussion under the caption “Liquidity and Capital Resources” below. In 2025 and 2024, the company’s net interest expense was reduced by approximately $283 million and $264 million, respectively, as a result of its interest rate swap and cross-currency interest rate swap arrangements (Note 10).
GAAP other income/(expense) and adjusted other income/(expense) includes currency transaction gains/losses on non-operating monetary assets and liabilities, and net periodic pension benefit cost/(income), excluding the service cost component. GAAP other income/(expense) in 2024 and 2023 also includes $20 million and $(45) million, respectively, of net gains/(losses) on investments.
GAAP other income/(expense) and adjusted other income/(expense) includes currency transaction gains/losses on non-operating monetary assets and liabilities, and net periodic pension benefit cost/(income), excluding the service cost component. GAAP other income/(expense) in 2025 and 2024 also includes $14 million and $20 million, respectively, of net gains/(losses) on investments.
Non-GAAP Measures In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), we use certain non-GAAP financial measures such as organic revenue growth, which is reported revenue growth, excluding the impacts of revenues from acquired/divested businesses and the effects of currency translation.
Non-GAAP Measures In addition to the financial measures prepared in accordance with GAAP, we use certain non-GAAP financial measures such as organic revenue growth, which is reported revenue growth, excluding the impacts of revenues from acquired/divested businesses and the effects of currency translation.
The company’s liability for these unrecognized tax benefits totaled $0.52 billion at December 31, 2024, compared to $0.54 billion at December 31, 2023, primarily as a result of audit settlements and reductions of prior year tax positions (Note 7).
The company’s liability for these unrecognized tax benefits totaled $0.42 billion at December 31, 2025, compared to $0.52 billion at December 31, 2024, primarily as a result of audit settlements and reductions of prior year tax positions (Note 7).
Should the fair values of the company’s reporting units or indefinite-lived intangible assets decline because of reduced operating performance, market declines, or other indicators of impairment, or as a result of changes in the discount rates, charges for impairment may be necessary.
Should the fair values of the company’s reporting units decline because of reduced operating performance, market declines, or other indicators of impairment, or as a result of changes in the discount rates, charges for impairment may be necessary.
As of December 31, 2024, the company’s short-term obligations and current maturities of long-term obligations totaled $2.21 billion. The company has a revolving credit facility with a bank group that provides up to $5.00 billion of unsecured multi-currency revolving credit (Note 3).
As of December 31, 2025, the company’s short-term obligations and current maturities of long-term obligations totaled $3.53 billion. The company has a revolving credit facility with a bank group that provides up to $5.00 billion of unsecured multi-currency revolving credit (Note 3).
Based on the dispersion of the company’s non-U.S. income tax provision among many countries, the company believes that a change in the statutory tax rate in any individual country is not likely to materially affect the company’s income tax provision or net income.
Based on the dispersion of the company’s non-U.S. income tax provision among many countries, the company believes that a change in the statutory tax rate in any individual country is not likely to materially affect the company’s income tax provision or net income. 22 THERMO FISHER SCIENTIFIC INC.
Markets served include pharmaceutical and biotech, academic and government, industrial and applied, as well as healthcare and diagnostics. The company’s operations fall into four segments (Note 11): Life Sciences Solutions, Analytical Instruments, Specialty Diagnostics and Laboratory Products and Biopharma Services.
Markets served include pharmaceutical and biotech, academic and government, industrial and applied, as well as healthcare and diagnostics. The company’s operations fall into four segments (Note 11): Life Sciences Solutions, Analytical Instruments, Specialty Diagnostics, and Laboratory Products and Biopharma Services. 19 THERMO FISHER SCIENTIFIC INC.
We estimate that charges for restructuring and related actions incurred for headcount reductions and facility consolidations, which resulted in charges of approximately $0.3 billion in 2024 and $0.3 billion in 2023, will realize annual cost savings of approximately $0.2 billion and $0.6 billion, respectively, primarily due to reduced employee and facility expenses.
We estimate that charges for restructuring and related actions incurred for headcount reductions and facility consolidations, which were approximately $0.3 billion in 2025 and $0.3 billion in 2024, will realize annual cost savings of approximately $0.5 billion and $0.2 billion, respectively, primarily due to reduced employee and facility expenses.
(b) Adjusted results in 2024 and 2023 exclude certain third-party expenses, principally transaction/integration costs related to recent acquisitions, charges/credits for changes in estimates of contingent acquisition consideration, and charges associated with product liability litigation. Adjusted results in 2024 also exclude $7 million of accelerated depreciation on fixed assets to be abandoned due to facility consolidations.
(b) Adjusted results exclude certain third-party expenses, principally transaction/integration costs, charges/credits for changes in estimates of contingent acquisition consideration, charges associated with product liability litigation, and accelerated depreciation on fixed assets to be abandoned due to facility consolidations.
The decrease in segment income margin resulted primarily from unfavorable business mix and strategic investments, largely offset by strong productivity improvements.
The decrease in segment income margin resulted primarily from the impact from acquisitions, unfavorable business mix, and strategic investments, partially offset by very strong productivity improvements.
Different assumptions from those made in the company’s analysis could materially affect projected cash flows and the company’s evaluation of goodwill and indefinite-lived intangible assets for impairment. The company performed the quantitative goodwill impairment test for all of its reporting units and indefinite-lived intangible assets.
Different assumptions from those made in the company’s analysis could materially affect projected cash flows and the company’s evaluation of goodwill for impairment. The company performed the quantitative goodwill impairment test for all of its reporting units, except as discussed below.
In addition to the obligations on the balance sheet at December 31, 2024, which include, but are not limited to pension obligations (Note 14), unrecognized tax benefits (Note 7), debt (Note 3), operating leases (Note 13), and contingent consideration (Note 4), the company also has unconditional purchase obligations in the ordinary course of business that include agreements to purchase goods, services or fixed assets, pay royalties, and fund capital commitments pursuant to investments held by the company (Note 5).
(Note 12), pension obligations (Note 14), unrecognized tax benefits (Note 7), debt (Note 3), operating leases (Note 13), and contingent consideration (Note 4), the company also has unconditional purchase obligations in the ordinary course of business that include agreements to purchase goods, services or fixed assets, pay royalties, and fund capital commitments pursuant to investments held by the company (Note 5).
Non-operating Items (Dollars in millions) 2024 2023 Net interest expense $ 312 $ 496 GAAP other income/(expense) 12 (65) Adjusted other income/(expense) (non-GAAP measure) (6) (15) GAAP tax rate 9.3 % 4.5 % Adjusted tax rate (non-GAAP measure) 10.5 % 10.0 % Weighted average diluted shares 383 388 Net interest expense (interest expense less interest income) decreased due primarily to higher cash, and cash equivalents and short-term investments balances, as well as higher interest rates on these balances when compared to 2023.
Non-operating Items (Dollars in millions) 2025 2024 Net interest expense $ 426 $ 312 GAAP other income/(expense) (12) 12 Adjusted other income/(expense) (non-GAAP measure) (19) (6) GAAP tax rate 7.5 % 9.3 % Adjusted tax rate (non-GAAP measure) 10.4 % 10.5 % Weighted average diluted shares 378 383 Net interest expense (interest expense less interest income) increased due primarily to lower cash, and cash equivalents and short-term investments balances, as well as lower interest rates on these balances when compared to 2024.
Determinations of fair value based on projections of discounted cash flows, which generally increased from the prior year projections primarily due to lower discount rates, and based on peer revenues and earnings trading multiples, which also 26 THERMO FISHER SCIENTIFIC INC. generally increased from the prior year, were sufficient to conclude that no impairments of goodwill or indefinite-lived intangible assets existed at the end of the tenth fiscal month of 2024, the date of the company’s annual impairment testing.
Determinations of fair value based on projections of discounted cash flows, which generally increased from the prior year projections primarily due to lower discount rates, and based on peer revenues and earnings trading multiples, which were generally consistent with the prior year, were sufficient to conclude that no impairments of goodwill existed at the end of the tenth fiscal month of 2025, the date of the company’s annual impairment testing.
There were no interim impairments of goodwill or indefinite-lived intangible assets in 2024. There can be no assurance, however, that adverse events or conditions will not cause the fair values of these assets to decline.
There were no interim impairments of goodwill in 2025. There can be no assurance, however, that adverse events or conditions will not cause the fair values of these 26 THERMO FISHER SCIENTIFIC INC. assets to decline.
Laboratory Products and Biopharma Services Organic (non-GAAP measure) (Dollars in millions) 2024 2023 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 23,157 $ 23,041 1 % 0 % 0 % 0 % Segment income 3,090 3,358 (8) % Segment income margin 13.3 % 14.6 % (1.3) pt Organic revenues were flat in 2024 due to growth in the research and safety channel and clinical research business, offset by decreased demand in COVID-19 vaccines and therapies-related activity.
Laboratory Products and Biopharma Services Organic (non-GAAP measure) (Dollars in millions) 2025 2024 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 23,984 $ 23,157 4 % 0 % 1 % 3 % Segment income 3,350 3,090 8 % Segment income margin 14.0 % 13.3 % 0.7 pt The increase in organic revenues in 2025 primarily due to growth in the research and safety market channel and the pharma services business, partially offset by moderation in COVID-19 vaccines and therapies-related activity.
Investing Activities During 2024, the acquisition of Olink Holding AB (publ) used cash of $3.13 billion. The company’s investing activities also included net purchases of investments of $1.63 billion, primarily to provide additional interest income, as well as $1.40 billion of property, plant and equipment for capacity and capability investments.
The company’s investing activities also included net purchases of investments of $1.63 billion, primarily to provide additional interest income, as well as $1.40 billion for the purchase of property, plant and equipment for capacity and capability investments.
Events or circumstances that might require an interim evaluation include unexpected adverse business conditions, economic factors, unanticipated technological changes or competitive activities, loss of key personnel and acts by governments and courts, among others. Goodwill and indefinite-lived intangible assets totaled $45.85 billion and $1.24 billion, respectively, at December 31, 2024 (see Note 2 for additional information).
Events or circumstances that might require an interim evaluation include unexpected adverse business conditions, economic factors, unanticipated technological changes or competitive activities, loss of key personnel and acts by governments and courts, among others. Goodwill totaled $49.36 billion at December 31, 2025 (Note 2).
The effective tax rate can vary significantly from period to period as a result of discrete income tax factors and events. The company expects its adjusted tax rate will be approximately 11.5% in 2025. The company has operations and a taxable presence in approximately 70 countries outside the U.S. Some of these countries have lower tax rates than the U.S.
The company expects its adjusted tax rate will be approximately 11.5% in 2026. The company has operations and a taxable presence in approximately 70 countries outside the U.S. Some of these countries have lower tax rates than the U.S.
The GAAP tax rate in 2024 was impacted by $176 million of expense, net, for a provision associated with a tax audit. The company’s 2024 GAAP and adjusted tax rates were also impacted by tax benefits of $459 million, primarily in jurisdictions where the deferred tax assets are now expected to be realized due to forecasted income.
The company’s GAAP rate was also impacted by $51 million of tax expense related to tax legislation enacted during the third quarter of 2025 (Note 7). The company’s 2024 GAAP and adjusted tax rates were impacted by tax benefits of $459 million, primarily in jurisdictions where the deferred tax assets are now expected to be realized due to forecasted income.
The company expects that for all of 2025, expenditures for property, plant and equipment, net of disposals, will be between $1.4 billion and $1.7 billion. Financing Activities During 2024, issuance of debt provided $1.20 billion of cash. Repayment of debt used cash of $3.61 billion.
The company expects that for all of 2026, expenditures for property, plant and equipment, net of disposals, will be between $1.8 billion and $2.0 billion. 23 THERMO FISHER SCIENTIFIC INC. Financing Activities During 2025, issuance of debt provided $7.76 billion of cash. Repayment of debt used cash of $2.41 billion.
(e) Adjusted results in 2024 and 2023 exclude incremental tax impacts for the reconciling items between GAAP and adjusted net income, incremental tax impacts as a result of tax rate/law changes and the tax impacts from audit settlements. Adjusted results in 2023 also exclude $14 million of net charges for pre-acquisition matters.
(e) Adjusted results exclude incremental tax impacts for the reconciling items between GAAP and adjusted net income, incremental tax impacts as a result of tax rate/law changes, and the tax impacts from audit settlements. (f) Adjusted results exclude the incremental impacts for the reconciling items between GAAP and adjusted net income attributable to noncontrolling interests.
The increase in segment income margin resulted primarily from exceptionally strong productivity improvements, partially offset by unfavorable volume mix and strategic investments.
The decrease in segment income margin resulted primarily from the impacts of tariffs and related foreign exchange, strategic investments, and unfavorable business mix, partially offset by strong productivity improvements.
Early in the first quarter of 2025, the company repurchased $2.00 billion (3.6 million shares) of the company's common stock. At February 20, 2025, $1.00 billion was available for future repurchases of the company’s common stock under this authorization. In the first quarter of 2025, the company issued Fr.1.15 billion of Swiss franc-denominated debt (Note 3).
Early in the first quarter of 2026, the company repurchased $3.00 billion (4.9 million shares) of the company's common stock. At February 26, 2026, $2.00 billion was available for future repurchases of the company’s common stock under this authorization. In the first quarter of 2026, the company issued $3.80 billion of senior notes (Note 3).
Analytical Instruments Organic (non-GAAP measure) (Dollars in millions) 2024 2023 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 7,463 $ 7,263 3 % 0 % (1) % 3 % Segment income 1,955 1,908 2 % Segment income margin 26.2 % 26.3 % (0.1) pt The increase in organic revenues in 2024 was due to very strong growth in the electron microscopy business, partially offset by declines in the other instrumentation businesses.
Analytical Instruments Organic (non-GAAP measure) (Dollars in millions) 2025 2024 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 7,554 $ 7,463 1 % 0 % 1 % 0 % Segment income 1,736 1,955 (11) % Segment income margin 23.0 % 26.2 % (3.2) pt Organic revenues were flat in 2025 primarily due to growth in the electron microscopy and chromatography and mass spectrometry businesses, largely offset by declines in the chemical analysis business.
(Dollars in millions) 2024 2023 Revenues Life Sciences Solutions $ 9,631 $ 9,977 Analytical Instruments 7,463 7,263 Specialty Diagnostics 4,512 4,405 Laboratory Products and Biopharma Services 23,157 23,041 Eliminations (1,885) (1,829) Consolidated revenues $ 42,879 $ 42,857 Life Sciences Solutions Organic (non-GAAP measure) (Dollars in millions) 2024 2023 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 9,631 $ 9,977 (3) % 1 % 0 % (4) % Segment income 3,503 3,420 2 % Segment income margin 36.4 % 34.3 % 2.1 pt The decrease in organic revenues in 2024 was primarily due to moderation in COVID-19 related revenue.
(Dollars in millions) 2025 2024 Revenues Life Sciences Solutions $ 10,374 $ 9,631 Analytical Instruments 7,554 7,463 Specialty Diagnostics 4,676 4,512 Laboratory Products and Biopharma Services 23,984 23,157 Eliminations (2,033) (1,885) Consolidated revenues $ 44,556 $ 42,879 Life Sciences Solutions Organic (non-GAAP measure) (Dollars in millions) 2025 2024 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 10,374 $ 9,631 8 % 3 % 1 % 3 % Segment income 3,768 3,503 8 % Segment income margin 36.3 % 36.4 % (0.1) pt The increase in organic revenues in 2025 was driven by the bioproduction business.
Definite-lived Intangible Assets Definite-lived intangible assets totaled $14.30 billion at December 31, 2024 (see Note 2 for additional information). Certain definite-lived intangible assets have largely independent cash flows. The company reviews these definite-lived intangible assets for impairment individually when indication of potential impairment exists, such as a significant reduction in cash flows associated with the assets.
The company reviews these definite-lived intangible assets for impairment individually when indication of potential impairment exists, such as a significant reduction in cash flows associated with the assets.
For the goodwill impairment tests, the company also considers (i) peer revenues and earnings trading multiples from companies that have operational and financial characteristics that are similar to the respective reporting units and (ii) estimated weighted average costs of capital.
Estimates of discounted future cash flows require assumptions related to revenue and operating income margin growth rates, discount rates and other factors. The company also considers (i) peer revenues and earnings trading multiples from companies that have operational and financial characteristics that are similar to the respective reporting units and (ii) estimated weighted average costs of capital.
Specialty Diagnostics Organic (non-GAAP measure) (Dollars in millions) 2024 2023 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 4,512 $ 4,405 2 % 0 % 0 % 3 % Segment income 1,159 1,124 3 % Segment income margin 25.7 % 25.5 % 0.2 pt The increase in organic revenues in 2024 was driven by growth in the immunodiagnostics and transplant diagnostics businesses, as well as in the healthcare market channel, partially offset by decreased demand for products addressing diagnosis of COVID-19.
Specialty Diagnostics Organic (non-GAAP measure) (Dollars in millions) 2025 2024 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 4,676 $ 4,512 4 % 0 % 1 % 2 % Segment income 1,256 1,159 8 % Segment income margin 26.9 % 25.7 % 1.2 pt The increase in organic revenues in 2025 was led by growth in the healthcare market channel and the transplant diagnostics business.
The company’s references throughout this discussion to productivity improvements generally refer to improved cost efficiencies from its Practical Process Improvement (PPI) business system to address inflation, including reduced costs resulting from implementing continuous improvement methodologies, global sourcing initiatives, a lower cost structure following restructuring actions including headcount reductions and consolidation of facilities, and low cost region manufacturing.
The benefits of PPI include optimized price realization, reduced costs resulting from implementing continuous improvement methodologies, global sourcing initiatives, a lower cost structure following restructuring actions including headcount reductions and consolidation of facilities, and low cost region manufacturing.
The company’s financing activities also included the repurchase of $4.00 billion of the company’s common stock (7.4 million shares) and the payment of $0.58 billion in cash dividends.
The company’s financing activities also included the repurchase of $3.00 billion of the company’s common stock (5.8 million shares) and the payment of $0.64 billion in cash dividends. On November 6, 2025, the Board of Directors authorized the repurchase of up to $5.00 billion of the company’s common stock.
December 31, December 31, (In millions) 2024 2023 Cash and cash equivalents $ 4,009 $ 8,077 Short-term investments 1,561 3 Total debt 31,275 34,917 Approximately half of the company’s cash balances and cash flows from operations are from outside the U.S.
The company deploys its capital primarily via mergers and acquisitions and secondarily via share buybacks and dividends. December 31, December 31, (In millions) 2025 2024 Cash and cash equivalents $ 9,852 $ 4,009 Short-term investments 253 1,561 Total debt 39,384 31,275 Approximately half of the company’s cash balances and cash flows from operations are generated outside the U.S.
Any such reversals are recorded as a reduction of the company’s tax provision. The company’s tax valuation allowance totaled $1.04 billion and $1.32 billion at December 31, 2024 and December 31, 2023, respectively (Note 7). Should the company’s actual future taxable income by tax jurisdiction vary from estimates, additional allowances or reversals thereof may be necessary.
Any such reversals are recorded as a reduction of the company’s tax provision. The company’s tax valuation allowance totaled $3.56 billion and $1.04 billion at December 31, 2025 and December 31, 2024, respectively (Note 7).
(In millions) 2024 2023 Net cash provided by operating activities $ 8,667 $ 8,406 Net cash used in investing activities (5,841) (5,142) Net cash used in financing activities (6,792) (3,622) Free cash flow (non-GAAP measure) 7,324 7,014 Operating Activities During 2024, net income provided substantially all cash from operating activities. Changes in working capital were not significant.
(In millions) 2025 2024 Net cash provided by operating activities $ 7,818 $ 8,667 Net cash used in investing activities (4,047) (5,841) Net cash provided by (used in) financing activities 1,801 (6,792) Free cash flow (non-GAAP measure) 6,337 7,324 Operating Activities During 2025, cash provided by income was offset in part by investments in working capital.
Recent Accounting Pronouncements A description of recently issued accounting standards is included under the heading “Recent Accounting Pronouncements” in Note 1. 27 THERMO FISHER SCIENTIFIC INC.
Should the company’s actual future taxable income by tax jurisdiction vary from estimates, additional allowances or reversals thereof may be necessary. 27 THERMO FISHER SCIENTIFIC INC. Recent Accounting Pronouncements A description of recently issued accounting standards is included under the heading “Recent Accounting Pronouncements” in Note 1.
It also complements the existing life sciences and mass 20 THERMO FISHER SCIENTIFIC INC. spectrometry offerings, accelerating protein biomarker discovery and providing strong synergy opportunities. Segment Results The company’s management evaluates segment operating performance using operating income before certain charges/credits as defined in Note 11. Accordingly, the following segment data are reported on this basis.
Segment Results The company’s management evaluates segment operating performance using operating income before certain charges/credits as defined in Note 11. Accordingly, the following segment data are reported on this basis.
The effective tax rates in both 2024 and 2023 were also affected by relatively significant earnings in lower tax jurisdictions. Due primarily to the non-deductibility of intangible asset amortization for tax purposes, the company’s cash payments for income taxes were higher than its income tax expense for financial reporting purposes.
Due primarily to the non-deductibility of intangible asset amortization for tax purposes, the company’s cash payments for income taxes were higher than its income tax expense for financial reporting purposes. See additional discussion under the caption “Liquidity and Capital Resources” below.
See additional discussion under the caption “Liquidity and Capital Resources” below. The company expects its GAAP effective tax rate in 2025 will be between 9% and 11% based on currently forecasted rates of profitability in the countries in which the company conducts business and expected generation of foreign tax credits.
The company expects its GAAP effective tax rate in 2026 will be between 7% and 9% based on currently forecasted rates of profitability in the countries in which the company conducts business and expected generation of foreign tax credits. The effective tax rate can vary significantly from period to period as a result of discrete income tax factors and events.
The decrease in segment income margin was primarily due to unfavorable business mix and strategic investments, partially offset by productivity improvements.
On a reported basis, the pharma services business and research and safety market channel grew $457 million and $422 million, respectively. The increase in segment income margin was primarily due to exceptionally strong productivity improvements, partially offset by unfavorable business mix and strategic investments.
Consolidated Results (Dollars in millions except per share amounts) 2024 2023 Change Revenues $ 42,879 $ 42,857 0 % GAAP operating income $ 7,337 $ 6,859 7 % GAAP operating income margin 17.1 % 16.0 % 1.1 pt Adjusted operating income (non-GAAP measure) $ 9,707 $ 9,810 (1) % Adjusted operating income margin (non-GAAP measure) 22.6 % 22.9 % (0.3) pt GAAP diluted earnings per share attributable to Thermo Fisher Scientific Inc. $ 16.53 $ 15.45 7 % Adjusted earnings per share (non-GAAP measure) $ 21.86 $ 21.55 1 % 19 THERMO FISHER SCIENTIFIC INC.
Consolidated Results (Dollars in millions except per share amounts) 2025 2024 Change Revenues $ 44,556 $ 42,879 4 % GAAP operating income $ 7,746 $ 7,337 6 % GAAP operating income margin 17.4 % 17.1 % 0.3 pt Adjusted operating income (non-GAAP measure) $ 10,109 $ 9,707 4 % Adjusted operating income margin (non-GAAP measure) 22.7 % 22.6 % 0.1 pt GAAP diluted earnings per share (EPS) attributable to Thermo Fisher Scientific Inc. $ 17.74 $ 16.53 7 % Adjusted earnings per share (non-GAAP measure) $ 22.87 $ 21.86 5 % Organic Revenue Growth Revenue growth 4 % Impact of acquisitions 1 % Impact of currency translation 1 % Organic revenue growth (non-GAAP measure) 2 % During 2025, revenues grew in the pharma and biotech market due to increased demand from customers, partially offset by reduced demand for COVID-19 vaccine and therapy related products and services.
Equity in earnings/losses of unconsolidated entities was impacted by an $88 million impairment of an equity method investment in 2024. 22 THERMO FISHER SCIENTIFIC INC. Weighted average diluted shares decreased in 2024 compared to 2023 due to share repurchases, net of option dilution.
Equity in earnings/losses of unconsolidated entities was impacted by an $88 million impairment of an equity method investment in 2024. Weighted average diluted shares decreased in 2025 compared to 2024 due to share repurchases. Liquidity and Capital Resources The company’s proven growth strategy has enabled it to generate free cash flow as well as access the capital markets.
During 2023, issuance of debt provided $5.94 billion of cash. Repayment of debt and net commercial paper activity used cash of $5.78 billion and $0.32 billion, respectively. The company’s financing activities also included the repurchase of $3.00 billion of the company's common stock (5.2 million shares) and the payment of $0.52 billion in cash dividends.
During 2024, issuance of debt provided $1.20 billion of cash. Repayment of debt used cash of $3.61 billion. The company’s financing activities also included the repurchase of $4.00 billion of the company's common stock (7.4 million shares) and the payment of $0.58 billion in cash dividends. The company is contingently liable with respect to certain legal proceedings and related matters.
A decrease in accounts payable used cash of $0.50 billion, and changes in other assets and liabilities used cash of $0.80 billion primarily due to the timing of payments for compensation and income taxes. Cash payments for income taxes were $1.48 billion during 2023. The company is contingently liable with respect to certain legal proceedings and related matters.
Increases in accounts receivable used cash of $0.43 billion and changes in contract assets/liabilities used cash of $0.38 billion. An increase in accounts payable provided cash of $0.42 billion. Changes in other assets and liabilities used cash of $1.31 billion primarily due to the timing of payments for income taxes. Cash payments for income taxes were $1.78 billion during 2025.
The company continues to execute its proven growth strategy which consists of three pillars: • High-impact innovation, • Our trusted partner status with customers, and • Our unparalleled commercial engine. GAAP operating income margin and adjusted operating income margin decreased in 2024 due primarily to unfavorable business mix and strategic investments, partially offset by productivity improvements.
Contributions to organic revenue during 2025 were led by the Laboratory Products and Biopharma Services and Life Sciences Solutions segments. The company continues to execute its proven growth strategy which consists of three pillars: • High-impact innovation; • Our trusted partner status with customers; and • Our unparalleled commercial engine.
During 2023, acquisitions of The Binding Site Group and CorEvitas, LLC used cash of $2.70 billion and $0.91 billion, respectively. The company’s investing activities also included purchases of $1.48 billion of property, plant and equipment for capacity and capability investments. 23 THERMO FISHER SCIENTIFIC INC.
The company’s investing activities also included $1.52 billion for the purchase of property, plant and equipment for capacity and capability investments, as well as $1.18 billion of proceeds from net sales of investments. During 2024, acquisitions used cash of $3.13 billion.
Cash payments for income taxes were $1.83 billion during 2024. During 2023, cash provided by income was offset in part by investments in working capital. A decrease in inventories provided cash of $0.60 billion.
During 2024, net income provided substantially all cash from operating activities. Changes in working capital were not significant. Cash payments for income taxes were $1.83 billion during 2024. Investing Activities During 2025, acquisitions used cash of $4.04 billion.
Adjusted results in 2023 also exclude $26 million of contract termination costs associated with facility closures. (d) Adjusted results exclude net gains/losses on investments.
Adjusted results in 2025 also exclude $51 million of charges for disposition of a consolidated joint venture. (d) Adjusted results exclude net gains/losses on investments. Adjusted results in 2025 also exclude $8 million of settlement charges for pension plans.
The increase in segment income margin was due to productivity improvements, partially offset by strategic investments. 21 THERMO FISHER SCIENTIFIC INC.
On a reported basis, the clinical diagnostic business grew $52 million, the immunodiagnostics business grew $48 million, and the transplant diagnostics business grew $37 million, which were the principal drivers of reported revenue growth in the segment. The increase in segment income margin was due to strong productivity improvements. 21 THERMO FISHER SCIENTIFIC INC.
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Organic Revenue Growth Revenue growth 0 % Impact of acquisitions 0 % Impact of currency translation 0 % Organic revenue growth (non-GAAP measure) 0 % Since 2020, the Life Sciences Solutions and Specialty Diagnostics segments as well as the laboratory products business have supported COVID-19 diagnostic testing.
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Revenues in the academic and government market declined, driven by customer hesitancy in a more uncertain environment in the U.S. and macro conditions in China. Revenue to customers in the industrial and applied market grew. Revenues to customers in the diagnostics and healthcare market were flat. During 2025, sales grew in North America, Europe and Asia-Pacific, but declined in China.
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Additionally, our pharma services business has provided our pharma and biotech customers with the services they needed to develop and produce vaccines and therapies globally. Since the company’s acquisition of PPD in December 2021, the clinical research business has continued to play a leading role in supporting the clinical trials for COVID-19 vaccines and therapies.
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GAAP operating income margin and adjusted operating income margin increased in 2025 due primarily to very strong productivity improvements, partially offset by unfavorable business mix and strategic investments. GAAP operating income margin in 2025 also benefited from lower amortization expense when compared to 2024; however, this was partially offset by higher transaction-related costs.
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These positive impacts continued at much lower levels in 2024 as customer testing as well as therapy and vaccine demand declined. Sales of products related to COVID-19 testing were $0.10 billion and $0.33 billion in 2024 and 2023, respectively.
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The company’s references throughout this discussion to productivity improvements generally refer to the impact of its Practical Process Improvement (PPI) Business System to address inflation, drive cost efficiencies and improve profitability.
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During 2024, all of our end markets were negatively impacted by a more muted macroeconomic environment and low economic activity in China. Revenues from pharma and biotech and diagnostics and healthcare customers were also negatively impacted by reduced demand for COVID-19 related products and services. As a result, revenues in these end markets declined slightly in the year.
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It also complements the existing life sciences and mass spectrometry offerings, accelerating protein biomarker discovery and providing strong synergy opportunities.
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Revenues in the academic and government and industrial and applied markets increased slightly as we saw the benefits of our investments into high-impact innovation. During 2024, all geographies were negatively impacted by the more muted macroeconomic environment. Sales grew slightly in Asia-Pacific, including China.
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On September 1, 2025, the company acquired, within the Life Sciences Solutions segment, our filtration and separation business, a leading provider of purification and filtration technologies used in the production of biologics as well as in medical technologies and industrial applications, from Solventum Corporation.
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Sales growth in Europe was flat and sales in North America declined slightly due to decreased demand for COVID-19 related products. Contributions to organic revenue during 2024 from the Analytical Instruments, Specialty Diagnostics, and Laboratory Products and Biopharma Services segments were offset by declines in the Life Sciences Solutions segment.
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The business strengthens the segment’s bioproduction offerings with advanced filtration technologies that improve quality and efficiency across upstream and downstream workflows. In addition, its industrial filtration and membrane solutions will expand our reach into industries including battery, semiconductor and medical device manufacturing. 20 THERMO FISHER SCIENTIFIC INC.
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The decreases in GAAP operating income margin during 2024 were more than offset by lower levels of amortization expense.
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On a reported basis, the bioproduction business grew $548 million, driven by higher demand from pharma and biotech customers, as well as the impact from the 2025 acquisition of the filtration and separation business. Genetic sciences grew $82 million, driven by the 2024 acquisition of Olink.
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Notable Recent Acquisitions On January 3, 2023, the company acquired, within the Specialty Diagnostics segment, The Binding Site Group, a U.K.-based provider of specialty diagnostic assays and instruments to improve the diagnosis and management of blood cancers and immune system disorders. The acquisition expands the segment’s portfolio with the addition of pioneering innovation in diagnostics and monitoring for multiple myeloma.
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On a reported basis, the electron microscopy business and chromatography and mass spectrometry business grew $87 million and $83 million, respectively, partially offset by a decline of $78 million in the chemical analysis business.
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On August 14, 2023, the company acquired, within the Laboratory Products and Biopharma Services segment, CorEvitas, LLC, a U.S.-based provider of regulatory-grade, real-world evidence for approved medical treatments and therapies. The acquisition expands the segment’s portfolio with the addition of highly complementary real-world evidence solutions to enhance decision-making as well as the time and cost of drug development.
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GAAP other income/(expense) in 2025 also includes $8 million of settlement charges for pension plans.
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The GAAP and adjusted tax rates in 2023 were impacted by changes in valuation allowances, including a $183 million release in a jurisdiction where the deferred tax assets are now expected to be realized, and, to a lesser extent, by a decrease in pre-tax earnings compared to 2022.
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The company’s GAAP and adjusted tax rates in 2025 were impacted by a $269 million deferred tax benefit resulting from the recognition of tax attributes related to domestication transactions, a deferred tax benefit of $153 million related to capital losses generated as part of intra-entity transactions, a $158 million benefit in jurisdictions where the deferred tax assets are now expected to be realized due to forecasted income, and a $93 million tax benefit from tax return reassessments.
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The company’s GAAP and adjusted tax rates in 2023 were also impacted by tax planning initiatives, including a tax benefit of $127 million for U.S. tax credits and the revaluation of net operating loss carryforwards due to higher tax rates as a result of its tax return resubmissions, a tax benefit of $91 million, net of related tax expenses, from a foreign exchange loss on an intercompany debt refinancing transaction, and $233 million of tax benefits resulting from intra-entity transactions.
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The company’s GAAP tax rate in 2024 was also impacted by $176 million of expense, net, for a provision associated with a tax audit. The effective tax rates in both 2025 and 2024 were also affected by relatively significant earnings in lower tax jurisdictions.
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Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Market Risk — interest-rate, FX, commodity exposure
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Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Market Risk — interest-rate, FX, commodity exposure
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2024 filing
2025 filing
Biggest changeThe functional currencies of the company’s international subsidiaries are principally denominated in British pounds sterling, euro, Swedish krona, Canadian dollars, Norwegian kroner and Swiss franc. The effect of a change in the period ending currency exchange rates on the company’s net investment in international subsidiaries is reflected in the “accumulated other comprehensive items” component of shareholders’ equity.
Biggest changeThe effect of a change in the period ending currency exchange rates on the company’s net investment in international subsidiaries is reflected in the “accumulated other comprehensive income/(loss)” component of shareholders’ equity. The company also uses foreign currency-denominated debt to partially hedge its net investments in foreign operations against adverse movements in exchange rates.
Such exposures result from purchases, sales, cash and intercompany loans that are denominated in currencies other than the functional currencies of the respective operations. The currency-exchange contracts principally hedge transactions denominated in euro, Canadian dollars, British pounds sterling, Swedish krona, Singapore dollars, Hong Kong dollars and Swiss franc.
Such exposures result from purchases, sales, cash and intercompany loans that are denominated in currencies other than the functional currencies of the respective operations. The currency exchange contracts principally hedge transactions denominated in euro, Canadian dollars, British pounds sterling, Swiss franc, Swedish krona, Singapore dollars, and Hong Kong dollars.
Interest Rates The company is exposed to changes in interest rates while conducting normal business operations as a result of ongoing investing and financing activities, which affect the company’s debt as well as cash and cash equivalents. As of December 31, 2024, the company’s debt portfolio was comprised primarily of fixed rate borrowings.
Interest Rates The company is exposed to changes in interest rates while conducting normal business operations as a result of ongoing investing and financing activities, which affect the company’s debt as well as cash and cash equivalents. As of December 31, 2025, the company’s debt portfolio was comprised primarily of fixed rate borrowings.
The fair value of forward currency-exchange contracts is sensitive to changes in currency exchange rates. The fair value of forward currency-exchange contracts is the estimated amount that the company would pay or receive upon termination of the contract, taking into account the change in currency exchange rates.
The fair value of forward currency exchange contracts is the estimated amount that the company would pay or receive upon termination of the contract, taking into account the change in currency exchange rates.
A 10% depreciation in the related year-end 2024 non-functional currency exchange rates applied to such cash balances would result in a negative impact of $16 million on the company’s net income. 28 THERMO FISHER SCIENTIFIC INC.
A 10% depreciation in the related year-end 2025 non-functional currency exchange rates applied to such cash balances would result in a negative impact of $12 million on the company’s net income. 28 THERMO FISHER SCIENTIFIC INC.
Fair values were determined from available market prices using current interest rates and terms to maturity. If interest rates were to decrease by 100 basis points, the fair value of the company’s debt at December 31, 2024 would increase by approximately $1.98 billion.
Fair values were determined from available market prices using current interest rates and terms to maturity. If interest rates were to decrease by 100 basis points, the fair value of the company’s debt at December 31, 2025 would increase by approximately $2.45 billion.
If interest rates were to increase by 100 basis points, the fair value of the company’s debt at December 31, 2024 would decrease by approximately $1.76 billion. In addition, the fair value of the company’s cross-currency interest rate swap arrangements is subject to interest rate risk.
If interest rates were to increase by 100 basis points, the fair value of the company’s debt at December 31, 2025 would decrease by approximately $2.19 billion. In addition, the fair value of the company’s cross-currency interest rate swap arrangements is subject to interest rate risk.
The fair market value of the company’s fixed interest rate debt is subject to interest rate risk. Generally, the fair market value of fixed interest rate debt will increase as interest rates fall and decrease as interest rates rise. The total estimated fair value of the company’s debt at December 31, 2024 was $28.53 billion (Note 4).
The fair market value of the company’s fixed interest rate debt is subject to interest rate risk. Generally, the fair market value of fixed interest rate debt will increase as interest rates fall and decrease as interest rates rise. The total estimated fair value of the company’s debt at December 31, 2025 was $36.61 billion (Note 4).
A 10% depreciation in year-end 2024 non-functional currency exchange rates related to the company’s contracts would result in an unrealized loss on forward currency-exchange contracts of $32 million. A 10% appreciation in year-end 2024 non-functional currency exchange rates related to the company’s contracts would result in an additional unrealized gain on forward currency-exchange contracts of $37 million.
A 10% depreciation in year-end 2025 non-functional currency exchange rates related to the company’s contracts would result in an additional unrealized gain on forward currency exchange contracts of $49 million. A 10% appreciation in year-end 2025 non-functional currency exchange rates related to the company’s contracts would result in an additional unrealized loss on forward currency exchange contracts of $40 million.
If interest rates were to decrease by 100 basis points, the fair value of the company’s cross-currency interest rate swaps at December 31, 2024 would decrease by approximately $0.27 billion. If interest rates were to increase by 100 basis points, the fair value of the company’s cross-currency interest rate swaps at December 31, 2024 would increase by approximately $0.40 billion.
If interest rates were to decrease by 100 basis points, the fair value of the company’s cross-currency interest rate swaps at December 31, 2025 would decrease by approximately $0.28 billion. If interest rates were to increase by 100 basis points, the fair value of the company’s cross-currency interest rate swaps at December 31, 2025 would increase by approximately $0.62 billion.
Currency Exchange Rates The company views its investments in international subsidiaries with a functional currency other than the U.S. dollar as permanent. The company’s investment in international subsidiaries is sensitive to fluctuations in currency exchange rates.
Currency Exchange Rates The company views its investments in international subsidiaries with a functional currency other than the U.S. dollar as permanent. The company’s investment in international subsidiaries is sensitive to fluctuations in currency exchange rates. The functional currencies of the company’s international subsidiaries are principally denominated in British pounds sterling, euro, Swedish krona, Canadian dollars and Norwegian kroner.
The company also uses foreign currency-denominated debt to partially hedge its net investments in foreign operations against adverse movements in exchange rates. A 10% depreciation in year-end 2024 functional currencies, relative to the U.S. dollar, would result in a reduction of shareholders’ equity of approximately $2.05 billion.
A 10% depreciation in year-end 2025 functional currencies, relative to the U.S. dollar, would result in a reduction of shareholders’ equity of approximately $2.93 billion. The fair value of forward currency exchange contracts is sensitive to changes in currency exchange rates.
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In addition, interest rate changes would result in a change in the company’s interest expense due to variable-rate debt instruments including swap arrangements. In 2025, a 100 basis point increase in interest rates on the swap arrangements and variable-rate debt would have increased the company’s annual pre-tax interest expense by approximately $3 million.