MKS Instruments (MKSI)

Risks

• We may be unable to complete our pending acquisition of Atotech Limited, or Atotech, or otherwise realize the benefits of the acquisition of Atotech, which could have a material adverse effect on us, and we are exposed to significant risks relating to the acquisition of Atotech.
• We face significant risks associated with doing business internationally.
• Unfavorable currency exchange rate fluctuations may lead to lower operating margins or may cause us to change customer pricing, which could result in reduced sales and losses.
• Our business depends significantly on capital spending in the semiconductor and electronics manufacturing industries, which are characterized by periodic fluctuations that may cause a reduction in demand for our products.
• Many of the markets and industries we serve are highly competitive, are subject to rapid technological advancement, and have narrow design windows, and if we fail to introduce new and innovative products or improve our existing products, or if our products or the applications we invest in do not achieve widespread adoption, our business, financial condition and operating results will be harmed.
• We offer products for multiple markets and must face the challenges of supporting the distinct needs of each of the markets we serve.
• Supply chain disruptions or other manufacturing interruptions or delays could affect our ability to meet customer demand and lead to higher costs, while the failure to estimate customer demand accurately could result in excess or obsolete inventory.
• Our dependence on sole and limited source suppliers and international suppliers could affect our ability to manufacture products and systems.
• Our failure to successfully manage the transition of certain of our products to other manufacturing locations and/or to contract manufacturers would likely harm our business, financial condition and operating results.
• Our products could contain defects, which would increase our costs and seriously harm our business, financial condition, operating results and customer relationships.
• We outsource a number of services to third-party service providers, which decreases our control over the performance of these functions. Disruptions or delays at our third-party service providers could adversely impact our operations.
• The loss of net revenues from any one of our major customers would likely have a material adverse effect on us.
• Key personnel may be difficult to attract and retain.
• We are subject to international trade compliance regulations, and violations of those regulations could result in fines or trade restrictions, which could have a material adverse effect on us.
• Changes in tax rates or tax regulation or the termination of tax incentives could affect our operating results.
• We are subject to environmental regulations. If we fail to comply with these regulations, our business could be harmed.
• Our proprietary technology is important to the continued success of our business. Our failure to protect this proprietary technology may significantly impair our competitive position.
• Our quarterly operating results have fluctuated, and are likely to continue to vary significantly, which may result in volatility in the market price of our common stock.
• The market price of our common stock has fluctuated and may continue to fluctuate for reasons over which we have no control.
• We may not pay dividends on our common stock.
• Some provisions of our restated articles of organization, as amended, our amended and restated by-laws and Massachusetts law could discourage potential acquisition proposals and could delay or prevent a change in control.