Waters (NYSE: WAT) Q1 revenue surges after BD biosciences acquisition

Rhea-AI Filing Summary

Waters Corporation reported strong first quarter 2026 results, with net revenue of $1.267 billion and adjusted diluted EPS of $2.70. This quarter is the first to include the acquired Biosciences and Diagnostic Solutions businesses from Becton, Dickinson and Company.

Organic revenue was $747 million, up 13% as reported and 11% in constant currency versus the first quarter of 2025. Revenue from the acquired Biosciences and Diagnostic Solutions operations contributed $520 million on an owned-period basis.

On a GAAP basis, Waters recorded a diluted loss per share of $0.87, compared to diluted EPS of $2.03 a year earlier, mainly due to acquisition-related purchase accounting charges. Management raised full-year 2026 organic revenue growth and adjusted EPS guidance, reflecting increased momentum across the combined businesses.

Positive

• Strong revenue and EPS growth: Q1 2026 net revenue rose 91% year over year to $1.267 billion, with organic revenue up 13% and adjusted diluted EPS up 20% to $2.70, indicating robust performance from both legacy and acquired operations.

Negative

• None.

Insights

Equity research analyst

Waters posts strong Q1 2026 growth, absorbs large BD acquisition and raises 2026 guidance.

Waters delivered net revenue of $1.267 billion in Q1 2026, up 91% year over year, driven by $747 million organic revenue and $520 million from the acquired Biosciences and Diagnostic Solutions businesses. Adjusted diluted EPS rose 20% to $2.70.

The company reported a GAAP diluted loss per share of $0.87 as acquisition-related purchase accounting charges, including amortization of acquired intangibles and inventory step-up, weighed on reported earnings. Balance sheet totals expanded sharply, with total assets of $24.531 billion and notes payable and debt of $5.215 billion as of April 4 2026.

Management raised full-year 2026 organic constant currency revenue growth guidance to 6.5%–8.0% and now expects total 2026 reported revenue of $6.405 billion–$6.455 billion. Full-year adjusted EPS guidance increased to $14.40–$14.60, implying 10%–11% growth. Investors will likely focus on integration progress of the BDS Business and the company’s ability to translate revenue synergies and cost structure changes into sustained cash flow improvements.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Q1 2026 net revenue: $1.267 billion Q1 2026 GAAP diluted EPS: -$0.87 per share Q1 2026 adjusted diluted EPS: $2.70 per share +5 more

8 metrics

Q1 2026 net revenue $1.267 billion Three months ended April 4, 2026

Q1 2026 GAAP diluted EPS -$0.87 per share Three months ended April 4, 2026

Q1 2026 adjusted diluted EPS $2.70 per share Three months ended April 4, 2026

Organic revenue and growth $747 million; 13% organic growth Q1 2026 vs Q1 2025, 11% constant currency

Acquired business revenue $520 million Q1 2026 Biosciences and Diagnostic Solutions, owned-period

Full-year 2026 revenue guidance $6.405–$6.455 billion Projected 2026 reported revenue range

Full-year 2026 adjusted EPS guidance $14.40–$14.60 Projected 2026 adjusted earnings per diluted share

Notes payable and debt $5.215 billion As of April 4, 2026 balance sheet

Key Terms

organic constant currency revenue growth, adjusted earnings per diluted share, inventory step-up, free cash flow, +2 more

6 terms

organic constant currency revenue growth financial

"Organic revenue for the first quarter of 2026 was $747 million... 11% in constant currency."

Organic constant currency revenue growth is the percentage change in a company’s sales that strips out the effects of currency swings and any revenue added or lost from buying or selling businesses, so it shows how the core business itself is performing. Investors care because it’s like comparing the same store’s sales over time without the noise of exchange-rate changes or growth from acquisitions, making it easier to judge true operational momentum.

adjusted earnings per diluted share financial

"Adjusted EPS for the first quarter of 2026 grew 20% to $2.70, compared to $2.25..."

Adjusted earnings per diluted share shows a company's profit attributable to each share after accounting for potential new shares (like stock options or convertible securities) and excluding one-time or unusual items that can distort results. Investors use it as a cleaned-up per-share profit measure—like checking a car’s fuel efficiency after ignoring a bad tank of gas—to compare underlying performance over time or across companies, though the adjustments can vary by management.

inventory step-up financial

"reflecting acquisition-related purchase accounting charges including amortization of acquired intangibles and inventory step-up."

free cash flow financial

"Free Cash Flow - Adjusted Non-GAAP | | $ | (42) | | $ | 234"

Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.

ERP implementation and transformation costs financial

"ERP implementation and transformation costs (d) | | | — | | | | (9)"

pro forma comparable revenue financial

"Reconciliation of Pro Forma Acquired Company Revenue for Period Owned (c)... Pro Forma Comparable Revenue"

Earnings Snapshot

Revenue: $1.267 billion · Guidance included

Q1 2026

Revenue $1.267 billion +91% YoY

GAAP diluted EPS -$0.87 down from $2.03 prior year

Adjusted diluted EPS $2.70 +20% vs $2.25 prior year

Organic constant currency revenue growth 11% vs prior-year quarter

Guidance

For 2026, Waters targets reported revenue of $6.405–$6.455 billion, organic constant currency revenue growth of 6.5%–8.0%, and adjusted EPS of $14.40–$14.60; Q2 2026 adjusted EPS is guided to $2.95–$3.05.

Understanding 8-K Material Events →

WATERS CORP /DE/ NYSE false 0001000697 0001000697 2026-05-05 2026-05-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 5, 2026

Waters Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-14010		13-3668640
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

34 Maple Street

Milford, Massachusetts 01757

(Address of Principal Executive Offices) (Zip Code)

(508) 478-2000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		WAT		New York Stock Exchange, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On May 5, 2026, Waters Corporation announced its results of operations for the quarter ended April 4, 2026. A copy of the related press release is furnished as Exhibit 99.1 to this Form 8-K.

The information contained in Item 2.02 of this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

Exhibits

99.1		Waters Corporation press release dated May 5, 2026, for the quarter ended April 4, 2026.
104		Cover page Interactive Date File (embedded within the Inline XBRL document).

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				WATERS CORPORATION
Dated: May 5, 2026				By:		/s/ Amol Chaubal
				Name:		Amol Chaubal
				Title:		Senior Vice President and Chief Financial Officer
						(Principal Financial Officer and Principal Accounting Officer)

Exhibit 99.1

For Immediate Release

Contact:   Caspar Tudor, Head of Investor Relations – (508) 482-3448

Waters Corporation (NYSE: WAT) Reports First Quarter 2026 Financial Results

First Quarter 2026 Highlights

• Total reported revenue of $1.267 billion exceeded the high end of the guidance range by $56 million, driven by strong outperformance in both organic revenue and the acquired businesses.

• Organic revenue grew 13% as reported and 11% in constant currency, exceeding the high end of the constant currency growth guidance range by 200 basis points – led by high-single-digit instrument growth and mid-teens chemistry growth within the Analytical Sciences Division.

• The Biosciences and Diagnostic Solutions businesses generated $520 million of reported revenue since the closing of the acquisition – $40 million above guidance – driven by traction from commercial execution and operational improvement initiatives launched during the quarter.

• GAAP EPS of ($0.87); Adjusted EPS of $2.70 grew 20% year-over-year, driven by better-than-expected revenue and margin performance.

• The Company is raising its full year 2026 organic constant currency revenue growth guidance to 6.5% to 8.0% and now expects the acquired businesses to generate $3.035 billion of reported revenue in 2026. The Company is also raising its full-year 2026 adjusted EPS guidance to $14.40 to $14.60, reflecting double-digit adjusted EPS growth.

MILFORD, Mass., May 5, 2026 - Waters Corporation (NYSE: WAT), today announced its financial results for the first quarter of 2026, marking the first reporting period that includes financial results for the Biosciences and Diagnostic Solutions businesses of Becton, Dickinson and Company, which was acquired by Waters on February 9, 2026.

Overall Financial Results

The Company’s reported revenue for the first quarter of 2026 was $1.267 billion, reflecting $747 million of organic revenue and $520 million of revenue from Biosciences and Diagnostic Solutions from the transaction closing date through to the end of the quarter.

Organic revenue for the first quarter of 2026 was $747 million, compared to $662 million for the first quarter of 2025, representing an increase of 13% as reported and 11% in constant currency.

Revenue from Biosciences and Diagnostic Solutions was $520 million on an owned-period basis within the quarter, compared to $485 million on an estimated prior-year equivalent basis.

On a GAAP basis, the Company reported a diluted loss per share of $0.87 for the first quarter of 2026, compared to diluted EPS of $2.03 for the first quarter of 2025, reflecting acquisition-related purchase accounting charges including amortization of acquired intangibles and inventory step-up.

Adjusted EPS for the first quarter of 2026 grew 20% to $2.70, compared to $2.25 for the first quarter of 2025.

“Thanks to the hard work of our teams, we delivered an excellent first quarter as a combined company,” said Udit Batra, Ph.D., President & Chief Executive Officer, Waters Corporation. “Our Biosciences and Advanced Diagnostics Divisions are off to a strong start with a significant improvement in growth rates versus pre-close trends, due to increased execution discipline, a sharper focus on upcoming new product launches, and superb collaboration with our Analytical Sciences Division which has already enabled the realization of revenue synergies. In parallel, the instrument replacement cycle, success of new product launches, and our idiosyncratic growth drivers are continuing to fuel exceptional momentum in our organic revenue growth rates.”

Dr. Batra continued: “As we look ahead, we are raising our guidance to reflect the increased momentum we are seeing across our businesses. Our teams are focused on executing a seamless integration, delivering industry-leading growth, and building a highly differentiated portfolio, positioning Waters for continued success for many years to come.”

Analytical Sciences Division (ASD)

The Analytical Sciences Division – the former Waters Division, excluding the Clinical Business Unit – delivered reported revenue of $607 million in the quarter, compared to $534 million for the first quarter of 2025.

Biosciences Division (WBD)

The Biosciences Division – formerly known as BD Biosciences – delivered reported revenue of $232 million on an owned-period basis within the quarter.

Advanced Diagnostics Division (ADx)

The Advanced Diagnostics Division comprises the former BD Diagnostic Solutions business and the Clinical Business Unit previously reported within Waters Division.

The Diagnostic Solutions business delivered reported revenue of $288 million on an owned-period basis within the quarter. The Clinical Business Unit delivered reported revenue of $61 million in the quarter, compared to $53 million for the first quarter of 2025.

Materials Sciences Division (MSD)

The Materials Sciences Division – formerly known as TA Division – delivered reported revenue of $79 million in the quarter, compared to $75 million for the first quarter of 2025.

A description and reconciliation of GAAP to non-GAAP results appear in the tables below and can be found on the Company’s website www.waters.com in the Investor Relations section.

Full-Year and Second Quarter 2026 Financial Guidance

Full-Year 2026 Financial Guidance

The Company is raising its full-year 2026 organic, constant currency revenue growth guidance to the range of 6.5% to 8.0%. Including the impact of currency translation, full-year 2026 organic reported revenue is expected to be in the range of $3.370 billion to $3.420 billion. This guidance includes $15 million of expected revenue synergies.

The Company now expects full-year 2026 acquired business reported revenue of approximately $3.035 billion on an owned-period basis, which includes $35 million of expected revenue synergies.

Total Company reported revenue for full-year 2026 is expected to be in the range of $6.405 billion to $6.455 billion.

The Company is raising its full-year 2026 adjusted EPS guidance to $14.40 to $14.60. This represents year-over-year adjusted EPS growth of 10% to 11%.

Second Quarter 2026 Financial Guidance

The Company expects second quarter 2026 organic constant currency revenue growth to be in the range of 6.0% to 8.0%. Including the impact of currency translation, second quarter 2026 organic reported revenue is expected to be in the range of $814 million to $829 million.

The Company expects acquired business reported revenue for the second quarter 2026 to be approximately $802 million.

Total Company reported revenue for the second quarter of 2026 is expected to be in the range of $1.616 billion to $1.631 billion.

The Company expects second quarter 2026 adjusted EPS to be in the range of $2.95 to $3.05, which represents flat to 3.4% year-over-year adjusted EPS growth.

Please refer to the tables below for a reconciliation of the projected GAAP to non-GAAP financial outlook for the full-year and second quarter. The Company is unable to provide reconciliations of forward-looking presentations of adjusted EPS guidance measures to the most directly comparable GAAP measures. Such reconciliations cannot be prepared without unreasonable efforts due to the inherent difficulty and unpredictability in forecasting and quantifying certain amounts that would be necessary for such reconciliations, including acquisition-related amortization, acquisition and restructuring costs, as well as certain legal, advisory and tax costs, or other costs that may arise, which amounts could be significant and could have a material impact on the Company’s future GAAP financial results.

Conference Call Details

Waters Corporation will webcast its first quarter 2026 financial results conference call today, May 5, 2026, at 8:30 a.m. Eastern Time. To listen to the call and see the accompanying slide presentation, please visit www.waters.com, select “Investor Relations” under the “About Waters” section, navigate to “Events & Presentations,” and click on the “Webcast.” A replay will be available through at least June 2, 2026.

About Waters Corporation

Waters Corporation (NYSE:WAT) is a global leader in life sciences, dedicated to accelerating the benefits of pioneering science through analytical technologies, informatics, and service. With a focus on regulated, high-volume testing environments, our innovative portfolio harnesses deep scientific expertise across chemistry, physics, and biology. We collaborate with analytical laboratories around the world to advance the release of effective, high-quality medicines, assure the safety of food and water, and drive better patient outcomes by detecting diseases earlier, managing routine infections, and combatting growing antibiotic resistance. Through a shared culture of relentless innovation, our passionate team of approximately 16,000 employees partner with our customers to turn scientific challenges into breakthroughs that improve lives worldwide.

Non-GAAP Financial Measures

This release contains financial measures, such as organic constant currency growth rates, constant currency growth rates, pro forma comparable revenue, and adjusted earnings per diluted share, among others, which are considered “non-GAAP” financial measures under applicable U.S. Securities and Exchange Commission rules and regulations. These non-GAAP financial measures should be considered supplemental to, and not a substitute for, financial information prepared in accordance with U.S. generally accepted accounting principles (GAAP). The Company’s definitions of these non-GAAP measures may differ from similarly titled measures used by others. The non-GAAP financial measures used in this release adjust for specified items that can be highly variable or difficult to predict. The Company generally uses these non-GAAP financial measures to facilitate management’s financial and operational decision-making, including evaluation of the Company’s historical operating results, comparison to competitors’ operating results and determination of management incentive compensation. These non-GAAP financial measures reflect an additional way of viewing aspects of the Company’s operations that, when viewed with GAAP results and the reconciliations to corresponding GAAP financial measures, may provide a more complete understanding of factors and trends affecting the Company’s business. Because non-GAAP financial measures exclude the effect of items that will increase or decrease the Company’s reported results of operations, management strongly encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety. Definitions of the non-GAAP financial measures and reconciliations to the most directly comparable GAAP financial measures are included in the tables accompanying this release.

Cautionary Statement

This release contains “forward-looking” statements regarding future results and events. For this purpose, any statements that are not statements of historical fact may be deemed forward-looking statements. Without limiting the foregoing, the words “feels,” “believes,” “anticipates,” “plans,” “expects,” “intends,” “suggests,” “appears,” “estimates,” “projects,” and similar expressions, whether in the negative or affirmative, are intended to identify forward-looking statements. Our actual results may differ significantly from the results discussed in the forward-looking statements within this release for a variety of reasons, including and without limitation, risks or uncertainties related to our acquisition of Becton, Dickinson and Company’s Biosciences and Diagnostic Solutions business (the “BDS Business”), including failure to realize the anticipated benefits of this acquisition, including as a result of delay in integrating the BDS Business with the Company on the expected timeframe or at all, and the ability of the Company to implement its business strategy and achieve revenue and cost synergies, anticipated progress on Waters’ research programs, development of new analytical instruments and associated software or consumables, manufacturing development and capabilities, our future financial and operational performance, future economic and market conditions, including our expectations about the growth rates of certain markets, our strategic initiatives, including our instrument replacement initiatives, respond and adapt to changing global dynamics, including the potential impacts of tariffs and supply chain challenges, our ability to retain and attract customers in various geographies and market segments, our market size and growth opportunities, our competitive positioning, projected costs, technological capabilities and plans, and objectives of management, and other risk factors detailed from time to time in Waters’ reports filed with the Securities and Exchange Commission (“SEC”). Such factors and others are discussed more fully in the sections entitled “Forward-Looking Statements” and “Risk Factors” of the Company’s annual report on Form 10-K for the year ended December 31, 2025, as filed with the SEC, which discussions are incorporated by reference in this release, as updated by the Company’s subsequent filings with the SEC. The forward-looking statements included in this release represent the Company’s estimates or views as of the date of this release and should not be relied upon as representing the Company’s estimates or views as of any date subsequent to the date of this release. Except as required by law, the Company does not assume any obligation to update any forward-looking statements.

Waters Corporation and Subsidiaries

Consolidated Statements of Operations

(In millions, except per share data)

(Unaudited)

		Three Months Ended
		April 4, 2026				March 29, 2025
Net revenue		$	1,267			$	662
Costs and operating expenses:
Cost of revenue (includes $99 million of fair value adjustments) (a)			672				277
Selling and administrative expenses			394				175
Research and development expenses			96				47
Purchased intangibles amortization (b)			152				12
Operating (loss) income			(47	)			151
Other income, net			1				2
Interest expense, net			(42	)			(10	)
(Loss) income from operations before income taxes			(88	)			143
(Benefit) provision for income taxes			(16	)			22
Net (loss) income		$	(72	)		$	121
Net (loss) income per basic common share		$	(0.87	)		$	2.04
Weighted-average number of basic common shares			82,139				59,439
Net (loss) income per diluted common share		$	(0.87	)		$	2.03
Weighted-average number of diluted common shares and equivalents			82,139				59,711

(a) Cost of revenue for the three months ended April 4, 2026 includes $99 million of purchase accounting adjustments related to the fair value inventory and fixed asset step up since the BDS acquisition date.

(b) Purchased intangibles amortization for the three months ended April 4, 2026 includes $140 million of purchase accounting adjustments related to the amortization of the BDS acquisition purchased intangibles since the BDS acquisition date.

Waters Corporation and Subsidiaries

Reconciliation of GAAP to Adjusted Non-GAAP

Revenue by Operating Segment, Product & Service, and Geography

Three Months Ended April 4, 2026 and March 29, 2025

(In millions)

		Three Months Ended								Reported
		April 4, 2026 (b)				March 29, 2025				Growth
REVENUE - OPERATING SEGMENT
Analytical Sciences Division (ASD)		$	607			$	534				14	%
Biosciences Division (WBD)			232				—				*	*
Advanced Diagnostics Division (ADx)			349				53				560	%
Materials Sciences Division (MSD)			79				75				6	%
Total Revenue		$	1,267			$	662				91	%
REVENUE - PRODUCT & SERVICE
Product		$	919			$	401				129	%
Service			348				261				33	%
Total Revenue		$	1,267			$	662				91	%
REVENUE - GEOGRAPHY
Asia		$	350			$	221				58	%
Americas			505				256				98	%
Europe			412				185				122	%
Total Revenue		$	1,267			$	662				91	%
Reconciliation of Organic Revenue Growth
Total Reported Revenue (GAAP)		$	1,267			$	662				91	%
Acquired Business Contribution			520
Total Organic Reported Revenue		$	747
Organic Reported Revenue Growth			13	%
Currency Translation Impact			2	%
Organic Constant Currency Revenue Growth (a)			11	%
Reconciliation of Pro Forma Acquired Company Revenue for Period Owned (c)
Prior Year Full Quarter Revenue						$	792
Less: Revenue Adjustments for Pre-Owned Period							307
Pro Forma Comparable Revenue		$	520			$	485				7	%

** Percentage not meaningful

(a) The Company believes that referring to comparable organic constant currency growth rates is a useful way to evaluate the underlying performance of Waters Corporation’s net revenue. Organic constant currency growth, a non-GAAP financial measure, measures the change in net revenue between current and prior year periods, excluding the impact of foreign currency exchange rates during the current period and excluding the impact of acquisitions made within twelve months of the acquisition close date. See description of non-GAAP financial measures contained in this release.

(b) Waters Corporation revenue for the three months ended April 4, 2026 includes the results of the BDS Business acquisition from date of acquisition February 9, 2026 through April 4, 2026.

(c) The Company believes that referring to pro forma comparable revenue is a useful way to evaluate the underlying performance of the business. Pro forma comparable revenue reflects acquired company (Biosciences & Diagnostic Solutions) revenue where growth rates are presented on an as reported basis, covering revenue for the owned period portion of the quarter from February 9, 2026, the transaction close date, through the end of the quarter, with growth compared against the pro forma comparable revenue estimate for the prior year equivalent partial quarter period that predates Waters’ ownership.

Waters Corporation and Subsidiaries

Reconciliation of GAAP to Adjusted Non-GAAP Financials

Three Months Ended April 4, 2026 and March 29, 2025

(In millions, except per share data)

		Cost of Revenue				Selling & Administrative Expenses(a)				Research & Development Expenses				Operating (Loss) Income				Operating (Loss) Income Percentage				Interest Expense, Net				(Loss) Income before Income Taxes				(Benefit) Provision for income taxes				Net (Loss) Income				Diluted (Loss) Earnings per Share
Three Months Ended April 4, 2026
GAAP		$	672			$	546			$	96			$	(47	)			(3.7	%)		$	(42	)		$	(88	)		$	(16	)		$	(72	)		$	(0.87	)
Adjustments:
Purchased intangibles and acquisition step-up amortization (b)			(99	)			(152	)			—				251				19.8	%			—				251				41				210				2.55
Restructuring costs and certain other items (c)			—				(4	)			—				4				0.3	%			—				4				1				3				0.04
ERP implementation and transformation costs (d)			—				(9	)			—				9				0.7	%			—				9				1				8				0.09
Acquisition related costs (e)			—				(82	)			(1	)			83				6.5	%			—				83				14				69				0.84
Financing costs (g)			—				—				—				—				—				4				4				—				4				0.04
Adjusted Non-GAAP		$	573			$	299			$	95			$	300				23.6	%		$	(38	)		$	263			$	41			$	222			$	2.70
Three Months Ended March 29, 2025
GAAP		$	277			$	187			$	47			$	151				22.9	%		$	(10	)		$	143			$	22			$	121			$	2.03
Adjustments:
Purchased intangibles amortization (b)			—				(12	)			—				12				1.8	%			—				12				3				9				0.15
Restructuring costs and certain other items (c)			—				(1	)			—				1				0.1	%			—				1				—				1				0.01
ERP implementation and transformation costs (d)			—				(2	)			—				2				0.3	%			—				2				1				1				0.03
Retention bonus obligation (f)			—				(2	)			(1	)			3				0.4	%			—				3				1				2				0.03
Adjusted Non-GAAP		$	277			$	170			$	46			$	169				25.5	%		$	(10	)		$	161			$	27			$	134			$	2.25

(a) Selling & administrative expenses include purchased intangibles amortization.

(b) The amortization of purchased intangibles and acquisition-related inventory and fixed asset fair value step-up, which are non-cash expenses, were excluded to be consistent with how management evaluates the performance of its core business against historical operating results and the operating results of competitors over periods of time.

(c) Restructuring costs and certain other items were excluded as the Company believes that the cost to consolidate operations, reduce overhead, and certain other income or expense items are not normal and do not represent future ongoing business expenses of a specific function or geographic location of the Company.

(d) ERP implementation and transformation costs represent costs related to the Company’s initiative to transition from its legacy enterprise resource planning (ERP) system to a new global ERP solution with a cloud-based infrastructure. These costs, which do not represent normal or future ongoing business expenses, are one-time, non-recurring costs related to the establishment of our new global ERP solution that were determined to be non-capitalizable in accordance with accounting standards.

(e) Acquisition related costs include all incremental costs incurred to effect the business combination, such as advisory, legal, accounting, tax, valuation, other professional fees, and integration costs. The Company believes that these costs are not normal and do not represent future ongoing business expenses.

(f) In connection with the Wyatt acquisition, the Company recognized a two-year retention bonus obligation that is contingent upon the employee’s providing future service and continued employment with Waters. The Company believes that these costs are not normal and do not represent future ongoing business expenses.

(g) Financing costs relate to certain financing fees incurred by the Company to secure access to certain debt facilities in connection with the agreement Waters entered into to acquire the Biosciences and Diagnostics Solutions business of Becton, Dickinson & Company. The Company believes that these costs are not normal and do not represent future ongoing business expenses.

Waters Corporation and Subsidiaries

Preliminary Condensed Unclassified Consolidated Balance Sheets

(In millions and unaudited)

		April 4, 2026				December 31, 2025
Cash and cash equivalents		$	462			$	588
Accounts receivable			1,759				829
Inventories			1,496				572
Property, plant and equipment, net			1,520				642
Intangible assets, net			8,779				558
Goodwill			9,317				1,340
Other assets			1,198				548
Total assets		$	24,531			$	5,077
Notes payable and debt		$	5,215			$	1,407
Other liabilities			4,024				1,108
Total liabilities			9,239				2,515
Total stockholders’ equity			15,292				2,562
Total liabilities and stockholders’ equity		$	24,531			$	5,077

Waters Corporation and Subsidiaries

Preliminary Condensed Consolidated Statements of Cash Flows

Three Months Ended April 4, 2026 and March 29, 2025

(In millions and unaudited)

		Three Months Ended
		April 4, 2026				March 29, 2025
Cash flows from operating activities:
Net (loss) income		$	(72	)		$	121
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Stock-based compensation			20				13
Depreciation and amortization			207				49
Amortization of acquisition-related inventory and fixed asset step-up			99				—
Change in operating assets and liabilities and other, net (b)			(257	)			77
Net cash (used in) provided by operating activities			(3	)			260
Cash flows from investing activities:
Additions to property, plant, equipment, and software capitalization			(39	)			(26	)
Cash acquired in business acquisition			144				—
Investments in unaffiliated companies			(10	)			—
Net cash provided by (used in) investing activities			95				(26	)
Cash flows from financing activities:
Proceeds from debt issuances			3,530				—
Payments on debt			(3,700	)			(170	)
Payments of debt issuance costs			(25	)			—
Proceeds from stock plans			3				8
Purchases of treasury shares			(12	)			(14	)
Other cash flow from financing activities, net			(9	)			3
Net cash used in financing activities			(213	)			(173	)
Effect of exchange rate changes on cash and cash equivalents			(5	)			(3	)
(Decrease) increase in cash and cash equivalents			(126	)			58
Cash and cash equivalents at beginning of period			588				325
Cash and cash equivalents at end of period		$	462			$	383
Reconciliation of Free Cash Flow - Adjusted Non-GAAP (a)
Net cash (used in) provided by operating activities - GAAP		$	(3	)		$	260
Adjustments:
Additions to property, plant, equipment, and software capitalization			(39	)			(26	)
Free Cash Flow - Adjusted Non-GAAP		$	(42	)		$	234

(a) The Company defines free cash flow as net cash flow from operations accounted for under GAAP less capital expenditures and software capitalizations plus or minus any unusual and non recurring items. Free cash flow is not a GAAP measurement and may not be comparable to free cash flow reported by other companies.

(b) Includes a net $140 million receivable due from the BDS acquisition TSA provider relating to the initial net cash settlement for activity since the acquisition date.

Waters Corporation and Subsidiaries

Reconciliation of Projected GAAP to Adjusted Non-GAAP Financial Outlook

(In millions, except per share data)

		Twelve Months Ended										Three Months Ended
		December 31, 2026										July 4, 2026
		Range										Range
Projected Revenue
Reported revenue		$	6,405			-		$	6,455			$	1,616			-		$	1,631
Acquired business contribution		$	3,035			-		$	3,035			$	802			-		$	802
Organic reported revenue		$	3,370			-		$	3,420			$	814			-		$	829
Organic reported revenue growth			6.5	%		-			8.0	%			5.5	%		-			7.5	%
Currency translation impact			0.0	%		-			0.0	%			(0.5	%)		-			(0.5	%)
Organic constant currency revenue growth (a)			6.5	%		-			8.0	%			6.0	%		-			8.0	%
		Range										Range
Projected Earnings Per Diluted Share
Adjusted earnings per share		$	14.40			-		$	14.60			$	2.95			-		$	3.05

(a) Organic constant currency growth rates are a non-GAAP financial measure that measures the change in net revenue between current and prior year periods, excluding the impact of foreign currency exchange rates during the current period and excluding the impact of acquisitions made within twelve months of the acquisition close date. These amounts are estimated at the current foreign currency exchange rates and based on the forecasted geographical revenue in local currency, as well as an assessment of market conditions as of the date of this press release, and may differ significantly from actual results.

These forward-looking adjustment estimates do not reflect future gains and charges that are inherently difficult to predict and estimate due to their unknown timing, effect and/or significance.

FAQ

How did Waters (WAT) perform financially in Q1 2026?

Waters reported net revenue of $1.267 billion in Q1 2026, up 91% year over year. Organic revenue was $747 million, with 13% organic growth, and adjusted diluted EPS increased 20% to $2.70, reflecting strong performance including the acquired BD businesses.

Why did Waters report a GAAP loss per share in Q1 2026?

Waters recorded a GAAP diluted loss per share of $0.87 in Q1 2026 mainly due to acquisition-related purchase accounting charges, including amortization of acquired intangibles and inventory step-up, despite generating adjusted diluted EPS of $2.70 and higher overall revenue.

How much revenue did the acquired BD Biosciences and Diagnostic Solutions businesses add for Waters?

In Q1 2026, Waters generated $520 million of revenue from the acquired Biosciences and Diagnostic Solutions businesses on an owned-period basis. On a pro forma comparable basis, this compares to $485 million in the prior-year equivalent period, indicating 7% growth for the acquired operations.

What guidance did Waters (WAT) give for full-year 2026 revenue and earnings?

Waters expects 2026 reported revenue between $6.405 billion and $6.455 billion, with organic constant currency growth of 6.5%–8.0%. The company raised full-year adjusted EPS guidance to $14.40–$14.60, targeting 10%–11% year-over-year adjusted earnings growth.

What are Waters’ expectations for Q2 2026 financial performance?

For Q2 2026, Waters projects total reported revenue of $1.616–$1.631 billion, including about $802 million from acquired businesses. Organic constant currency revenue growth is guided to 6.0%–8.0%, with adjusted EPS expected between $2.95 and $3.05.

How did Waters’ division revenues perform in Q1 2026?

In Q1 2026, the Analytical Sciences Division generated $607 million in revenue, the Biosciences Division $232 million, Advanced Diagnostics Division $349 million, and Materials Sciences Division $79 million. These figures reflect the first quarter consolidating the acquired BD Biosciences and Diagnostic Solutions businesses.

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