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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
 
(MARK ONE) 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2025
OR 
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 
FOR THE TRANSITION PERIOD FROM              TO        
 COMMISSION FILE NUMBER: 001-36334
 KEYSIGHT TECHNOLOGIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware46-4254555
(State or other jurisdiction of(IRS employer
incorporation or organization)Identification no.)
1400 Fountaingrove Parkway 
Santa RosaCalifornia95403
(Address of principal executive offices)(Zip Code)
 
Registrant’s telephone number, including area code: (800) 829-4444
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.01 per shareKEYSNew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes   No 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes   No 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes No  
The number of shares of common stock outstanding at March 3, 2025 was 172,810,514.



TABLE OF CONTENTS
 
   Page
Number
 
 
  
  
  
  
 
 
 
 
 
 
 
  

2

PART I. FINANCIAL INFORMATION
 
Item 1. Condensed Consolidated Financial Statements (Unaudited)
 
KEYSIGHT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(in millions, except per share data)
(Unaudited)
 
Three Months Ended
 January 31,
 20252024
Revenue:
Products$983 $952 
Services and other315 307 
Total revenue1,298 1,259 
Costs and expenses:
Cost of products375 351 
Cost of services and other103 95 
Total costs478 446 
Research and development249 232 
Selling, general and administrative361 362 
Other operating expense (income), net(8)(2)
Total costs and expenses1,080 1,038 
Income from operations218 221 
Interest income19 23 
Interest expense(20)(20)
Other income (expense), net(18)5 
Income before taxes199 229 
Provision for income taxes30 57 
Net income$169 $172 
Net income per share:
Basic$0.97 $0.98 
Diluted$0.97 $0.98 
Weighted average shares used in computing net income per share:
Basic173 175 
Diluted174 176 


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

3

KEYSIGHT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(in millions)
(Unaudited)
Three Months Ended
 January 31,
 20252024
Net income$169 $172 
Other comprehensive income (loss):
Gain (loss) on derivative instruments, net of tax benefit (expense) of zero and $1
(1)(2)
Amounts reclassified into earnings related to derivative instruments, net of tax benefit (expense) of zero
(5)(2)
Foreign currency translation, net of tax benefit (expense) of zero
(73)27 
Net defined benefit pension cost and post-retirement plan costs:
Change in net actuarial loss, net of tax expense of zero and $1
 1 
Other comprehensive income (loss)(79)24 
Total comprehensive income$90 $196 
    

The accompanying notes are an integral part of these condensed consolidated financial statements.
4

KEYSIGHT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(in millions, except par value and share data)
(Unaudited)
 January 31, 2025October 31, 2024
ASSETS  
Current assets:  
Cash and cash equivalents$2,060 $1,796 
Accounts receivable, net797 857 
Inventory1,039 1,022 
Other current assets560 582 
Total current assets4,456 4,257 
Property, plant and equipment, net764 774 
Operating lease right-of-use assets224 234 
Goodwill2,354 2,388 
Other intangible assets, net556 607 
Long-term investments147 110 
Long-term deferred tax assets365 378 
Other assets521 521 
Total assets$9,387 $9,269 
LIABILITIES AND EQUITY
Current liabilities:  
Accounts payable$289 $313 
Employee compensation and benefits253 295 
Deferred revenue594 561 
Income and other taxes payable131 90 
Operating lease liabilities43 43 
Other accrued liabilities199 125 
Total current liabilities1,509 1,427 
Long-term debt1,790 1,790 
Retirement and post-retirement benefits79 81 
Long-term deferred revenue209 206 
Long-term operating lease liabilities187 197 
Other long-term liabilities426 463 
Total liabilities4,200 4,164 
Commitments and contingencies (Note 13)
Stockholders’ equity:  
Preferred stock; $0.01 par value; 100 million shares authorized; none issued and outstanding
  
Common stock; $0.01 par value; 1 billion shares authorized; 202 million and 201 million shares issued, respectively
2 2 
Treasury stock, at cost; 28.9 million shares and 28.4 million shares, respectively
(3,497)(3,422)
Additional paid-in-capital2,731 2,664 
Retained earnings6,394 6,225 
Accumulated other comprehensive loss(443)(364)
Total stockholders' equity5,187 5,105 
Total liabilities and equity$9,387 $9,269 

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

KEYSIGHT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(in millions)
(Unaudited)
Three Months Ended
 January 31,
 20252024
Cash flows from operating activities:  
Net income$169 $172 
Adjustments to reconcile net income to net cash provided by operating activities:  
Depreciation 31 30 
Amortization35 38 
Share-based compensation62 48 
Deferred tax expense (benefit)(10)6 
Excess and obsolete inventory-related charges9 8 
Unrealized loss (gain) on equity and other investments(37)(4)
Other non-cash expenses (income), net1  
Changes in assets and liabilities, net of effects of businesses acquired:  
Accounts receivable53 124 
Inventory(26)(42)
Accounts payable(16)1 
Employee compensation and benefits(38)(74)
Deferred revenue43 27 
Income taxes payable34 38 
Other assets and liabilities68 (44)
Net cash provided by operating activities378 328 
Cash flows from investing activities:  
Investments in property, plant and equipment(32)(47)
Acquisitions of businesses and intangible assets, net of cash acquired (478)
Other investing activities(1)14 
Net cash used in investing activities(33)(511)
Cash flows from financing activities:  
Proceeds from issuance of common stock under employee stock plans31 32 
Payment of taxes related to net share settlement of equity awards(29)(28)
Acquisition of non-controlling interests (458)
Treasury stock repurchases(75)(93)
Other financing activities(1)(1)
Net cash used in financing activities(74)(548)
Effect of exchange rate movements(8)8 
Net increase (decrease) in cash, cash equivalents, and restricted cash263 (723)
Cash, cash equivalents, and restricted cash at beginning of period1,814 2,488 
Cash, cash equivalents, and restricted cash at end of period$2,077 $1,765 
Supplemental cash flow information:
Interest payments$ $ 
Income tax paid, net$9 $12 
Investments in property, plant and equipment included in accounts payable$13 $15 
The accompanying notes are an integral part of these condensed consolidated financial statements.
6

KEYSIGHT TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF EQUITY
(in millions, except number of shares in thousands)
(Unaudited)
 Common StockTreasury Stock  
 Number of SharesPar ValueAdditional Paid-in CapitalNumber of SharesTreasury Stock at CostRetained EarningsAccumulated Other Comprehensive LossNon-controlling InterestsTotal Stockholders' Equity
Balance as of October 31, 2024201,008 $2 $2,664 (28,424)$(3,422)$6,225 $(364)$ $5,105 
Net income— — — — — 169 — — 169 
Other comprehensive income (loss), net of tax— — — — — — (79)— (79)
Issuance of common stock673 — 31 — — — — — 31 
Taxes related to net share settlement of equity awards— — (29)— — — — — (29)
Share-based compensation— — 65 — — — — — 65 
Repurchase of common stock— — — (449)(75)— — — (75)
Balance as of January 31, 2025201,681 $2 $2,731 (28,873)$(3,497)$6,394 $(443)$ $5,187 
Balance as of October 31, 2023199,771 $2 $2,487 (25,449)$(2,980)$5,611 $(466)$ $4,654 
Net income— — — — — 172 — 4 176 
Other comprehensive income (loss), net of tax— — — — — — 24 — 24 
ESI Group acquisition— — — — — — — 458 458 
Issuance of common stock850 — 32 — — — — — 32 
Taxes related to net share settlement of equity awards— — (28)— — — — — (28)
Share-based compensation— — 52 — — — — — 52 
Repurchase of common stock— — — (625)(93)— — — (93)
Acquisition of non-controlling interests— — 4 — — — — (462)(458)
Balance as of January 31, 2024200,621 $2 $2,547 (26,074)$(3,073)$5,783 $(442)$ $4,817 
The accompanying notes are an integral part of these condensed consolidated financial statements.
7

KEYSIGHT TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

1.    OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Overview. Keysight Technologies, Inc. (“we,” “us,” “our,” “Keysight” or “the company”), incorporated in Delaware on December 6, 2013, is a global innovator in the computing, communications and electronics market, committed to advancing our customers’ business success by helping them solve critical challenges in the development and commercialization of their products and services. Our mission, “accelerating innovation to connect and secure the world,” speaks to the value we provide our customers in a world of ever-increasing technological complexity. We deliver this value through a broad range of design and test solutions that address the critical challenges our customers face in bringing their innovations to market on ever-shorter schedules.
Our fiscal year-end is October 31, and our fiscal quarters end on January 31, April 30 and July 31. Unless otherwise stated, these dates refer to our fiscal year and fiscal quarters.
Basis of Presentation. We have prepared the accompanying financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. The accompanying financial statements and information should be read in conjunction with our Annual Report on Form 10-K.
In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary to state fairly our financial position as of January 31, 2025 and October 31, 2024, results of operations for the three months ended January 31, 2025 and 2024, and cash flows for the three months ended January 31, 2025 and 2024.
Principles of consolidation. The condensed consolidated financial statements include the accounts of the company and our wholly- and majority-owned subsidiaries. All significant inter-company transactions have been eliminated. The condensed consolidated financial statements also reflect the impact of non-controlling interests. Non-controlling interests do not have a significant impact on the condensed consolidated results of operations; therefore, net income attributable to non-controlling interests for the three months ended January 31, 2024 of $4 million is not presented separately and is included in “other income (expense), net” in the condensed consolidated statements of operations.
Use of Estimates. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management’s knowledge of current events and actions that may impact the company in the future, actual results may be different from the estimates.
Update to Significant Accounting Policies. There have been no material changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
8

New Accounting Pronouncements.
Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance that requires disclosure of significant segment expenses and other segment items used by the Chief Operating Decision Maker (“CODM”) on an annual and interim basis as well as provide in interim periods substantially all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, the ASU requires the disclosure of the title and position of the CODM. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. This ASU will have no impact on our results of operations, cash flows or financial condition. We will apply the amendments in this ASU retrospectively to all prior period disclosures presented in the financial statements upon adoption.
ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. In December 2023, the FASB issued guidance that requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax related disclosures. This standard is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements and disclosures.
ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. In November 2024, the FASB issued guidance that requires disclosure of additional expense information on an annual and interim basis, including inventory purchases, employee compensation, depreciation and intangible asset amortization included within each income statement expense caption. This standard is effective for fiscal years beginning after December 15, 2026. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements and disclosures.
Other amendments to GAAP that do not require adoption until a future date are not expected to have a material impact on our condensed consolidated financial statements upon adoption.
2.    ACQUISITIONS
On November 3, 2023, we acquired 50.6% of the share capital of ESI Group SA (“ESI Group”) for $477 million, net of cash acquired, using existing cash. During January 2024, we completed the acquisition of the remaining share capital of ESI Group for $458 million, using existing cash. The company entered into put/call agreements valued at $7 million for certain ESI Group equity awards, subject to a holding period that may extend beyond the explicit vesting period, for the right to receive a cash payment equal to the public tender offer consideration of 155 euros per share, which was substantially paid in the third quarter of fiscal year 2024.
The following represents pro forma operating results as if ESI Group had been included in the company's consolidated statements of operations as of the beginning of fiscal 2023 (in millions, except per share amounts):
Three Months Ended
January 31, 2024
Net revenue$1,259 
Net income$186 
Net income per share - Basic$1.07 
Net income per share - Diluted$1.06 
The unaudited pro forma financial information for the three months ended January 31, 2024 combines the historical results of Keysight and ESI Group for the three months ended January 31, 2024, assuming that the companies were combined as of November 1, 2022 and includes business combination accounting effects from the acquisition including amortization charges from acquired intangible assets and tax-related effects. The pro forma information as presented above is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of fiscal 2023.
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3.    REVENUE
Disaggregation of Revenue
We disaggregate our revenue from contracts with customers by geographic region, end market, and timing of revenue recognition, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Disaggregated revenue is presented for each of our reportable segments, Communications Solutions Group (“CSG”) and Electronics Industrial Solutions Group (“EISG”).
Three Months Ended
January 31,
20252024
CSGEISGTotalCSGEISGTotal
 (in millions)
Region
Americas$448 $103 $551 $417 $97 $514 
Europe137 122 259 132 123 255 
Asia Pacific298 190 488 290 200 490 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
End Market
Aerospace, Defense & Government$311 $ $311 $295 $ $295 
Commercial Communications572  572 544  544 
Electronic Industrial 415 415  420 420 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
Timing of Revenue Recognition
Revenue recognized at a point in time$700 $346 $1,046 $654 $346 $1,000 
Revenue recognized over time183 69 252 185 74 259 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
Contract Balances
Contract assets
Contract assets consist of unbilled receivables that are recorded when revenue is recognized in advance of scheduled billings to our customers. These amounts are primarily related to solutions and support arrangements when transfer of control has occurred, but we have not yet invoiced. The contract assets balance was $116 million and $88 million as of January 31, 2025 and October 31, 2024, respectively, and is included in “accounts receivables, net” and “other assets” in the condensed consolidated balance sheet.
Contract costs
We capitalize costs incurred to acquire contracts for which the associated revenue is expected to be recognized in future periods. We have determined that certain employee and third-party representative commission programs meet the requirements to be capitalized. These costs are initially deferred and typically amortized over the term of the customer contract, which corresponds to the period of benefit. Capitalized contract costs were $33 million and $35 million as of January 31, 2025 and October 31, 2024, respectively, and are included in “other current assets” and “other assets” in the condensed consolidated balance sheet. The amortization expense associated with these capitalized costs was $14 million and $16 million for the three months ended January 31, 2025, and 2024, respectively.
Contract liabilities
Our contract liabilities consist of deferred revenue that arises when we receive consideration in advance of providing the goods or services promised in the contract. Contract liabilities are primarily generated from customer deposits received in advance of shipments for products or rendering of services and are recognized as revenue when products are shipped or services are provided to the customer. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue.
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The following table provides a roll-forward of our contract liabilities, current and non-current:
Three Months Ended
January 31, 2025
(in millions)
Balance at October 31, 2024$767 
Deferral of revenue billed in current period, net of recognition246 
Revenue recognized that was deferred as of the beginning of the period(204)
Foreign currency translation impact(6)
Balance at January 31, 2025$803 
Remaining Performance Obligations
Our expected remaining performance obligations, excluding contracts that have an original expected duration of one year or less, was approximately $550 million as of January 31, 2025, and represents the company’s obligation to deliver products and services and obtain customer acceptance on delivered products. As of January 31, 2025, we expect to fulfill 47 percent of these remaining performance obligations during the remainder of 2025, 32 percent during 2026, and 21 percent thereafter.
4.    SHARE-BASED COMPENSATION
Keysight accounts for share-based awards in accordance with the provisions of the authoritative accounting guidance, which requires the measurement and recognition of compensation expense for all share-based payment awards made to our employees and directors, including restricted stock units (“RSUs”), employee stock purchases made under our Employee Stock Purchase Plan (“ESPP”), and performance share awards granted to selected members of our senior management under the Long-Term Performance (“LTP”) Program, based on estimated fair values. The impact of share-based compensation expense on the condensed consolidated statement of operations was as follows:
Three Months Ended
January 31,
 20252024
 (in millions)
Cost of products and services$11 $8 
Research and development16 13 
Selling, general and administrative35 29 
Total share-based compensation expense$62 $50 
Share-based compensation capitalized within inventory was $6 million as of January 31, 2025 and $4 million as of January 31, 2024.
Performance awards based on total shareholder return (“TSR”) are valued using a Monte Carlo simulation model, which requires the use of highly subjective and complex assumptions, including the price volatility of the underlying stock. The valuation is performed annually in the first quarter at the time of annual grants. The estimated fair value of RSUs and the financial metrics-based performance awards (both operating margin and earnings per share) is determined based on the market price of Keysight’s common stock on the grant date. The compensation cost for financial metrics-based performance awards reflects the cost of awards that are probable to vest at the end of the performance period.
The following assumptions were used to estimate the fair value of TSR-based performance awards:
Three Months Ended
January 31,
 20252024
Volatility of Keysight shares32 %29 %
Volatility of peer group31 %18 %
Price-wise correlation with peer group31 %69 %
The above assumptions reflect the impact of a change in the peer group comparison for the performance awards granted in fiscal year 2025 from the S&P 500 index to the individual constituents of the S&P 500 index.
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5.    INCOME TAXES
The following table provides income tax details:
 Three Months Ended
January 31,
 20252024
(in millions, except percentages)
Income before taxes$199$229
Provision for income taxes$30$57
Effective tax rate15.3 %24.5 %
The effective tax rate for the three months ended January 31, 2025 was lower than the statutory federal income tax rate primarily due to a lower effective tax rate on foreign earnings, partially offset by U.S. taxes on foreign earnings and the impact of Pillar Two minimum taxes.
The Organization for Economic Cooperation and Development (“OECD”) reached agreement among certain member countries to implement a minimum 15 percent tax rate on certain multinational enterprises, commonly referred to as Pillar Two. Assorted countries have enacted legislation to adopt Pillar Two model rules. A subset of rules are effective for Keysight in the current year, with the remaining rules effective as of November 1, 2025. While Keysight expects to qualify for transitional safe harbor relief in most jurisdictions in which Pillar Two rules are in effect, there are a limited number of jurisdictions where Keysight expects Pillar Two minimum taxes to potentially apply. The income tax provision for the three months ended January 31, 2025 includes the effects of Pillar Two minimum taxes based on currently enacted legislation and administrative guidance. Keysight continues to closely monitor Pillar Two developments, including the release of additional administrative guidance and the U.S. response to Pillar Two minimum taxes.
The tax expense for the three months ended January 31, 2025 was lower compared to the same period last year, primarily due to decreases in Global Intangible Low Taxed Income (“GILTI”) tax and income before taxes.
On June 14, 2019, the U.S. Department of the Treasury (“Treasury”) issued final regulations relating to GILTI under IRC § 951A (the “tax regulations”). The tax regulations contained language that disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. In the third quarter of 2024, we concluded that Treasury exceeded its regulatory authority, and the intangible asset amortization should be deductible. We amended our U.S. federal income tax returns for the open tax years to claim the deduction and filed a lawsuit seeking a tax refund. See Note 13, “Commitments and Contingencies,” for additional information. The GILTI tax benefit resulting from the current year intangible amortization is considered in the tax expense for the three months ended January 31, 2025, but not in the comparable period. The Singapore intangible assets will continue to be amortized for GILTI tax purposes until 2033. If we are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, which would most likely result in a material increase in the effective tax rate and income tax liability.
The income tax expense for the three months ended January 31, 2025 included a net discrete benefit of $1 million. The income tax expense for the three months ended January 31, 2024 included a net discrete expense of $2 million.
Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Malaysia tax incentive expires October 31, 2025. The Singapore tax incentive expires July 31, 2029. The impact of the tax incentives decreased income taxes by $12 million for the three months ended January 31, 2025.
The open tax years for the U.S. federal income tax return and most state income tax returns are from November 1, 2019 through the current tax year. For the majority of our non-U.S. entities, the open tax years are from November 1, 2019 through the current tax year.
At this time, management does not believe that the outcome of any future or currently ongoing examination will have a material impact on our consolidated financial statements. We believe that we have an adequate provision for any adjustments that may result from tax examinations. However, the outcome of tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations. If that were to occur, it could have an impact on our effective tax rate in the period in which such examinations are resolved.
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6.    NET INCOME PER SHARE
The following table presents the calculation of basic and diluted net income per share:
Three Months Ended
January 31,
 20252024
(in millions, except per-share amounts)
Net income$169 $172 
Basic weighted-average shares173 175 
Potential common shares1 1 
Diluted weighted-average shares174 176 
Net income per share - basic$0.97 $0.98 
Net income per share - diluted$0.97 $0.98 
Potentially dilutive shares whose effect would have been antidilutive are excluded from the computation of diluted net income per share. The number of shares excluded was not material for the three months ended January 31, 2025 and 2024.
7.    GOODWILL AND OTHER INTANGIBLE ASSETS
The goodwill balances as of January 31, 2025 and October 31, 2024, and the activity for the three months ended January 31, 2025 for each of our reportable segments were as follows:
 CSGEISGTotal
 (in millions)
Goodwill at October 31, 2024$1,240 $1,148 $2,388 
Foreign currency translation impact(11)(23)(34)
Goodwill at January 31, 2025$1,229 $1,125 $2,354 
There were no impairments of goodwill for the three months ended January 31, 2025 and 2024. As of January 31, 2025 and October 31, 2024, the accumulated impairment loss on goodwill was $709 million as recorded within the CSG reportable segment.
Other intangible assets as of January 31, 2025 and October 31, 2024 consisted of the following:
 January 31, 2025October 31, 2024
 Gross
Carrying
Amount
Accumulated
Amortization
Net Book
Value
Gross
Carrying
Amount
Accumulated
Amortization
Net Book
Value
 (in millions)
Developed technology$1,386 $1,036 $350 $1,377 $1,018 $359 
Backlog37 27 10 37 25 12 
Trademark/Tradename38 37 1 38 36 2 
Customer relationships582 409 173 587 398 189 
Total amortizable intangible assets$2,043 $1,509 $534 $2,039 $1,477 $562 
In-Process R&D22 — 22 45 — 45 
Total$2,065 $1,509 $556 $2,084 $1,477 $607 
During the three months ended January 31, 2025, we transferred $22 million from in-process R&D to developed technology as projects were successfully completed. During the three months ended January 31, 2025, foreign exchange translation had an unfavorable impact of $19 million on other intangible assets. Amortization of other intangible assets was $32 million and $38 million for the three months ended January 31, 2025 and 2024, respectively.
Goodwill is assessed for impairment on a reporting unit basis at least annually in the fourth quarter of each year, or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The company has not identified any triggering events that indicate an impairment of goodwill for the three months ended January 31, 2025.
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Estimated intangible assets amortization expense for each of the five succeeding fiscal years is as follows:
Amortization expense
(in millions)
2025 (remainder)$93 
2026$113 
2027$101 
2028$98 
2029$89 
2030$15 
Thereafter$25 
8.    FAIR VALUE MEASUREMENTS
The authoritative guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, we consider the principal or most advantageous market and assumptions that market participants would use when pricing the asset or liability.
Fair Value Hierarchy
The guidance establishes a fair value hierarchy that prioritizes inputs used in valuation techniques into three levels. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. There are three levels of inputs that may be used to measure fair value:
Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, for the asset or liability such as: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in less active markets; or other inputs that can be derived principally from, or corroborated by, observable market data.
Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
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Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
Financial assets and liabilities measured at fair value on a recurring basis as of January 31, 2025 and October 31, 2024 were as follows:
Fair Value Measurements at
 January 31, 2025October 31, 2024
 TotalLevel 1Level 2Level 3OtherTotalLevel 1Level 2Level 3Other
 (in millions)
Assets:        
Short-term        
Money market funds$1,361 $1,361 $ $ $— $1,141 $1,141 $ $ $— 
Derivative instruments (foreign exchange contracts)8  8  — 38  38  — 
Long-term
Equity investments116 116   — 80 80   — 
Investments - other31    31 29    29 
Total assets measured at fair value$1,516 $1,477 $8 $ $31 $1,288 $1,221 $38 $ $29 
Liabilities:        
Short-term
Derivative instruments (foreign exchange contracts)$52 $ $52 $ $— $6 $ $6 $ $— 
Long-term
Deferred compensation liability35  35  — 34  34  — 
Total liabilities measured at fair value$87 $ $87 $ $— $40 $ $40 $ $— 
Our money market funds and equity investments with readily determinable fair values are measured at fair value using quoted market prices and, therefore, are classified within Level 1 of the fair value hierarchy. Equity and fixed income investments or convertible notes without readily determinable fair values that are either measured at cost, adjusted for observable changes in price or impairments, or accounted for under a measurement alternative are not categorized in the fair value hierarchy and are presented as “investments - other” in the table above. Our deferred compensation liability is classified as Level 2 because the inputs used in the calculations are observable, although the values are not directly based on quoted market prices. Our derivative financial instruments are classified within Level 2 as there is not an active market for each hedge contract, but the inputs used to calculate the value of the instruments are tied to active markets.
Equity investments, including securities that are earmarked to pay the deferred compensation liability, are reported at fair value, with gains or losses resulting from changes in fair value recognized in earnings within “other income (expense), net” in the condensed consolidated statement of operations. Certain derivative instruments are reported at fair value, with unrealized gains and losses, net of tax, included in “accumulated other comprehensive income (loss).”
There were no realized gains or losses from the sale of investments for the three months ended January 31, 2025 and 2024, respectively. Net unrealized gain (loss) on our equity and other investments was as follows:
Three Months Ended
January 31,
20252024
 (in millions)
Net unrealized gain (loss) on equity and other investments still held$38 $7 
9.    DERIVATIVES
We are exposed to foreign currency exchange rate fluctuations and interest rate changes in the normal course of our business. As part of our risk management strategy, we use derivative instruments, primarily forward contracts, to hedge economic and/or accounting exposures resulting from changes in foreign currency exchange rates.
Cash Flow Hedges
We enter into foreign exchange contracts to hedge our forecasted operational cash flow exposures resulting from changes in foreign currency exchange rates. These foreign exchange contracts, carried at fair value, have maturities based on a rolling
15

period of up to twelve months. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance.
In 2020, we entered into forward-starting interest rate swaps with an aggregate notional amount of $600 million in connection with future interest payments on the issuance of $600 million in unsecured senior notes (“2034 Senior Notes”). In 2023, we terminated the interest rate swap agreements, resulting in a deferred gain of $107 million recognized in “accumulated other comprehensive income (loss)” that is being amortized to interest expense over the term of the 2034 Senior Notes. The remaining gain to be amortized related to the interest rate swap agreements was $103 million as of January 31, 2025.
Non-designated Hedges
Additionally, we periodically enter into foreign exchange contracts to hedge monetary assets and liabilities that are denominated in currencies other than the functional currency of our subsidiaries.
In 2024, we entered into foreign exchange forward contracts with an aggregate notional amount of 1.2 billion pounds sterling to mitigate the currency exchange risk associated with a planned acquisition. These foreign exchange contracts do not qualify for hedge accounting treatment and are not designated as hedging instruments. For the three months ended January 31, 2025, the net unrealized loss on outstanding contracts was $68 million, recorded in “other income (expense), net” in the condensed consolidated statement of operations. As of January 31, 2025, the net unrealized loss on outstanding contracts was $45 million, recorded in “other accrued liabilities” in the condensed consolidated balance sheet.
In connection with the acquisition of ESI Group, we entered into foreign exchange forward contracts to mitigate the currency exchange risk associated with the payment of the purchase price in euros. The aggregate notional amount of the currencies hedged was 930 million euros as of October 31, 2023. These foreign exchange contracts did not qualify for hedge accounting treatment and were not designated as hedging instruments. For the three months ended January 31, 2024, these foreign exchange forward contracts were settled using existing cash of $63 million, resulting in a loss of $18 million recorded in “other income (expense), net” in the condensed consolidated statement of operations.
The number of open foreign exchange forward contracts designated as “cash flow hedges” and “not designated as hedging instruments” was 218 and 86, respectively, as of January 31, 2025. The aggregated notional amounts by currency and designation as of January 31, 2025 were as follows:
 Derivatives in Cash Flow Hedging RelationshipsDerivatives Not Designated as Hedging Instruments
 Forward
Contracts
Forward
Contracts
CurrencyBuy/(Sell)Buy/(Sell)
 (in millions)
Euro$17 $9 
Pounds Sterling15 1,578 
Singapore Dollar33 28 
Malaysian Ringgit110 6 
Japanese Yen(136)(57)
Other currencies(41)26 
Total$(2)$1,590 
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Derivative instruments are subject to master netting arrangements and are disclosed at their gross fair value in the condensed consolidated balance sheet. The gross fair values and balance sheet presentation of derivative instruments held as of January 31, 2025 and October 31, 2024 were as follows:
Fair Values of Derivative Instruments
Assets DerivativesLiabilities Derivatives
Fair Value Fair Value
Balance Sheet LocationJanuary 31, 2025October 31, 2024Balance Sheet LocationJanuary 31, 2025October 31, 2024
(in millions)
Derivatives designated as hedging instruments:     
Cash flow hedges
Foreign exchange contracts     
Other current assets$7 $8 Other accrued liabilities$4 $2 
Derivatives not designated as hedging instruments:     
Foreign exchange contracts     
Other current assets1 30 Other accrued liabilities48 4 
Total derivatives$8 $38  $52 $6 
The effect of derivative instruments for foreign exchange contracts designated as hedging instruments and not designated as hedging instruments in the condensed consolidated statement of operations was as follows:
Three Months Ended
January 31,
20252024
 (in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)$(1)$(3)
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:
Cost of products$2 $3 
Selling, general and administrative$ $(1)
Interest expense$3 $ 
Gain (loss) excluded from effectiveness testing recognized in earnings based on amortization approach:
Cost of products$1 $1 
Derivatives not designated as hedging instruments:
Gain (loss) recognized in:
Other income (expense), net$(72)$(17)
The estimated amount as of January 31, 2025 expected to be reclassified from accumulated other comprehensive income (loss) to earnings within the next twelve months is a gain of $12 million.
10.    DEBT
The following table summarizes the components of our debt:
January 31, 2025October 31, 2024
(in millions)
2027 Senior Notes at 4.60% ($700 face amount less unamortized costs of $2 and $2)
$698 $698 
2029 Senior Notes at 3.00% ($500 face amount less unamortized costs of $2 and $2)
498 498 
2034 Senior Notes at 4.95% ($600 face amount less unamortized costs of $6 and $6)
594 594 
Total debt$1,790 $1,790 
        
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Senior Notes
There have been no changes to the principal, maturity, interest rates and interest payment terms of the senior notes during the three months ended January 31, 2025 as compared to the senior notes described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
The fair value of our debt, calculated from quoted prices that are Level 1 inputs under the accounting guidance fair value hierarchy, is approximately $1,732 million and $1,739 million as of January 31, 2025 and October 31, 2024, respectively.
Revolving Credit Facility
On July 30, 2021, we entered into an amended and restated credit agreement (the “Revolving Credit Facility”), which provides a $750 million five-year unsecured revolving credit facility that expires on July 30, 2026. Borrowings under the facility bear an annual interest rate of SOFR + 1.1 percent along with a facility fee of 0.125 percent per annum. In addition, the Revolving Credit Facility permits the company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $250 million in the aggregate. We may use amounts borrowed under the Revolving Credit Facility for general corporate purposes. As of January 31, 2025 and October 31, 2024, we had no borrowings outstanding under the Revolving Credit Facility. We were in compliance with the covenants of the Revolving Credit Facility during the three months ended January 31, 2025.
Bridge Facility
On March 28, 2024, we entered into a bridge credit agreement (the “Bridge Facility”) pursuant to which certain lenders agreed to provide a senior unsecured bridge credit facility of up to 1,350 million pounds sterling for the purpose of providing the financing to support a planned acquisition. On July 25, 2024, the Bridge Facility was decreased to 1,232 million pounds sterling. We incurred costs in connection with the Bridge Facility of $7 million that are included in “other current assets” in the condensed consolidated balance sheet and are being amortized to interest expense over the term of the Bridge Facility.
Letters of Credit
As of January 31, 2025 and October 31, 2024, we had $39 million and $43 million, respectively, of outstanding letters of credit and surety bonds that were issued by various lenders.
11.    RETIREMENT PLANS AND POST-RETIREMENT BENEFIT PLANS
For the three months ended January 31, 2025 and 2024, our net pension and post-retirement benefit cost (benefit) consisted of the following:
 Pensions 
 U.S. Defined Benefit PlansNon-U.S. Defined Benefit
Plans
U.S. Post-Retirement
Benefit Plan
 Three Months Ended
January 31,
 202520242025202420252024
(in millions)
Service cost—benefits earned during the period$4 $4 $2 $2 $ $ 
Interest cost on benefit obligation10 10 9 9 2 2 
Expected return on plan assets(13)(12)(15)(13)(3)(3)
Amortization of net actuarial loss (gain)1 2 (1)2   
Net periodic benefit cost (benefit)$2 $4 $(5)$ $(1)$(1)
We record the service cost component of net periodic benefit cost (benefit) in the same line item as other employee compensation costs. The non-service components of net periodic benefit cost (benefit), such as interest cost, expected return on assets, amortization of prior service cost, and actuarial gains or losses, are recorded within “other income (expense), net” in the condensed consolidated statement of operations.
We did not contribute to our U.S. defined benefit plans or U.S. post-retirement benefit plan during the three months ended January 31, 2025 and 2024. We contributed $3 million to our non-U.S. defined benefit plans during the three months ended January 31, 2025 and 2024.
For the remainder of 2025, we do not expect to contribute to our U.S. defined benefit plan and U.S. post-retirement benefit plan, and we expect to contribute $7 million to our non-U.S. defined benefit plans. The amounts we contribute depend upon, among other things, legal requirements, underlying asset returns, the plan’s funded status, the anticipated tax deductibility of the contribution, local practices, employee retirements, market conditions, interest rates and other factors.
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12.    SUPPLEMENTAL FINANCIAL INFORMATION
The following tables provide details of selected balance sheet items:
Cash, cash equivalents, and restricted cash
January 31, 2025October 31, 2024
(in millions)
Cash and cash equivalents$2,060 $1,796 
Restricted cash included in other assets17 18 
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows$2,077 $1,814 
Restricted cash relates primarily to deficit reduction contributions to an escrow account for one of our non-U.S. defined benefit pension plans and deposits held as collateral against bank guarantees.
Inventory
 January 31, 2025October 31, 2024
 (in millions)
Finished goods$380 $375 
Purchased parts and fabricated assemblies659 647 
Total inventory$1,039 $1,022 
Leases
The following table summarizes the components of our lease cost:
Three Months Ended
January 31,
20252024
(in millions)
Operating lease cost$15 $15 
Variable lease cost$5 $7 
Supplemental information related to our operating leases was as follows:
Three Months Ended
January 31,
20252024
(in millions)
Cash payment for operating leases$14 $14 
Right-of-use assets obtained in exchange for operating lease obligations$6 $12 
Standard warranty
Warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years. We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within “cost of products” at the time related product revenue is recognized.
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Activity related to the standard warranty accrual, which is included in “other accrued liabilities” and “other long-term liabilities” in the condensed consolidated balance sheet, is as follows:
 Three Months Ended
January 31,
 20252024
 (in millions)
Beginning balance$31 $36 
Accruals for warranties, including change in estimates5 7 
Settlements made during the period(6)(7)
Ending balance$30 $36 
Accruals for warranties due within one year$18 $22 
Accruals for warranties due after one year12 14 
Ending balance $30 $36 
Other current assets
 January 31, 2025October 31, 2024
 (in millions)
Prepaid assets$298 $287 
Tax receivables144 138 
Other current assets118 157 
Total other current assets$560 $582 
Prepaid assets include deposits paid in advance to contract manufacturers of $198 million and $200 million as of January 31, 2025 and October 31, 2024, respectively.
13.    COMMITMENTS AND CONTINGENCIES
Commitments
During the three months ended January 31, 2025, there were no material changes to the purchase commitments as reported in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
Contingencies
On January 1, 2022, Centripetal Networks filed a lawsuit in Federal District Court in Virginia, alleging that certain Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022 Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022 Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight violated Section 337 of the Tariff Act (“Section 337”) and should be enjoined from importing certain products that are manufactured outside of the U.S. and which are alleged to infringe Centripetal patents. On December 5, 2023, the ITC issued its Notice of Determination that Keysight did not unfairly import products in violation of Section 337 and the investigation was terminated. Centripetal has appealed this determination. On August 21, 2024, Keysight was served in Germany with a complaint filed in the Unified Patent Court alleging that certain Keysight products sold in Germany, France, Italy and the Netherlands infringe a European Centripetal patent. We deny the allegations and are aggressively defending each case.
On June 14, 2019, the U.S. Treasury issued final regulations relating to GILTI under the tax regulations. The tax regulations contained language which disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. During the third quarter of fiscal year 2024, we concluded, in response to recent U.S. Supreme Court decisions on a number of relevant cases, the evolving global tax landscape and other changes in circumstances, that Treasury exceeded its regulatory authority and the intangible asset amortization should be deductible. In response, we amended our U.S. federal income tax returns for the open tax years to claim the deduction and recognized the discrete benefit in the condensed consolidated financial statements. We believe the position meets the more likely than not recognition threshold.
On January 23, 2025, we filed a lawsuit against the United States of America in the United States Court of Federal Claims seeking a tax refund of $107 million, or such greater amount allowed by law, plus any other amount, including interest and cost, allowed by law. We intend to vigorously defend our position. The outcome cannot be predicted with certainty. If we
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are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, most likely resulting in a material increase in the effective tax rate and income tax liability.
Although there are no matters pending that we currently believe are probable and reasonably possible of having a material impact to our business, consolidated financial position, or results of operations or cash flows, the outcome of litigation is inherently uncertain and is difficult to predict. An adverse outcome in any outstanding lawsuit or proceeding could result in significant monetary damages or injunctive relief. If adverse results are above management’s expectations or are unforeseen, management may not have accrued for the liability, which could impact our results in future periods.
We are also involved in lawsuits, claims, investigations and proceedings, including, but not limited to, patent, employment, commercial and environmental matters, which arise in the ordinary course of business.
14.    STOCKHOLDERS' EQUITY
Stock Repurchase Program
On March 6, 2023, our board of directors approved a stock repurchase program authorizing the purchase of up to $1,500 million of the company’s common stock, of which $410 million remained as of January 31, 2025.
Under our stock repurchase program, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. All such shares and related costs are held as treasury stock and accounted for at the trade date using the cost method. The stock repurchase program may be commenced, suspended or discontinued at any time at the company’s discretion and does not have an expiration date.
For the three months ended January 31, 2025, we repurchased 448,413 shares of common stock for $75 million. For the three months ended January 31, 2024, we repurchased 624,961 shares of common stock for $93 million.
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Accumulated Other Comprehensive Loss
Changes in accumulated other comprehensive loss by component and related tax effects for the three months ended January 31, 2025 and 2024 were as follows:
Foreign currency translationNet defined benefit pension cost and post-retirement plan costsGains (losses) on derivativesTotal
(in millions)
As of October 31, 2024$(136)$(317)$89 $(364)
Other comprehensive income (loss) before reclassifications(73) (1)(74)
Amounts reclassified out of accumulated other comprehensive gain (loss)  (5)(5)
Tax benefit (expense)    
Other comprehensive income (loss)(73) (6)(79)
As of January 31, 2025$(209)$(317)$83 $(443)
As of October 31, 2023$(167)$(388)$89 $(466)
Other comprehensive income (loss) before reclassifications27  (3)24 
Amounts reclassified out of accumulated other comprehensive gain (loss) 2 (2) 
Tax benefit (expense) (1)1  
Other comprehensive income (loss)27 1 (4)24 
As of January 31, 2024$(140)$(387)$85 $(442)
Reclassifications out of accumulated other comprehensive loss into earnings for the three months ended January 31, 2025 and 2024 were as follows:
Details about accumulated other comprehensive loss componentsAmounts reclassified from accumulated other comprehensive lossAffected line item in statement of operations
Three Months Ended
January 31,
20252024
(in millions)
Gain (loss) on derivatives$2 $3 Cost of products
 (1)Selling, general and administrative
3  Interest expense
  Benefit (provision) for income tax
5 2 Net of income tax
Net defined benefit pension cost and post-retirement plan costs:
Net actuarial loss (2)Other income (expense), net
 1 Benefit (provision) for income tax
 (1)Net of income tax
Total reclassifications for the period$5 $1 Net of income tax
15.     SEGMENT INFORMATION
We report our results in two reportable segments: CSG and EISG. The results of our reportable segments are based on our management reporting system and are not necessarily in conformity with GAAP. The performance of each segment is measured based on several metrics, including income from operations. These results are used, in part, by the chief operating decision maker in evaluating the performance of, and in allocating resources to, each of the segments.
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The profitability of each of the segments is measured after excluding share-based compensation expense, amortization of acquisition-related balances, acquisition and integration costs, restructuring costs, interest income, interest expense and other items as noted in the reconciliations below.
Three Months Ended
January 31,
20252024
CSGEISGTotalCSGEISGTotal
 (in millions)
Revenue$883 $415 $1,298 $839 $420 $1,259 
Segment income from operations$240 $114 $354 $226 $129 $355 
The following table reconciles total reportable operating segments’ income from operations to our income before taxes, as reported:
Three Months Ended
 January 31,
 20252024
 (in millions)
Total reportable segments' income from operations$354 $355 
Share-based compensation(62)(50)
Amortization of acquisition-related balances(33)(38)
Acquisition and integration costs(28)(17)
Restructuring and other(13)(29)
Income from operations, as reported218 221 
Interest income19 23 
Interest expense(20)(20)
Other income (expense), net(18)5 
Income before taxes, as reported$199 $229 
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Unaudited)
The following discussion should be read in conjunction with the condensed consolidated financial statements and notes thereto included elsewhere in this Form 10-Q and our Annual Report on Form 10-K. This report contains forward-looking statements which include but are not limited to predictions, future guidance, projections, beliefs, and expectations about the company’s trends, seasonality, cyclicality and growth in, and drivers of, the markets we sell into, our strategic direction, earnings from our foreign subsidiaries, remediation activities, new solution and service introductions, the ability of our solutions to meet market needs, changes to our manufacturing processes, the use of contract manufacturers, the impact of government regulations on our ability to conduct operations, our liquidity position, our ability to generate cash from operations, growth in our businesses, our investments, the potential impact of adopting new accounting pronouncements, our financial results, our purchase commitments, our contributions to our pension plans, the selection of discount rates and recognition of any gains or losses for our benefit plans, our cost-control activities, savings and headcount reduction recognized from our restructuring programs and other cost saving initiatives, and other regulatory approvals, the integration of our completed acquisitions and other transactions, and our transition to lower-cost regions. The forward-looking statements involve risks and uncertainties that could cause Keysight’s results to differ materially from management’s current expectations. Such risks and uncertainties include, but are not limited to, the impact of global economic conditions such as inflation or potential recession, slowing demand for products or services, volatility in financial markets, reduced access to credit, changes in interest rates, the existence of political or economic instability, uncertainty related to the impact of national elections results in the U.S., U.K., and Europe, impacts of geopolitical tension and conflict in regions outside of the U.S., the impacts of increased trade tensions such as an imposition of or increase in tariffs and tightening of export control regulations, the impact of new and ongoing litigation, impacts related to net zero emissions commitments, and the impact of volatile weather caused by environmental conditions such as climate change. Our actual results could differ materially from the results contemplated by these forward-looking statements due to various factors, including but not limited to those risks and uncertainties discussed in Part II Item 1A and elsewhere in this Form 10-Q.
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Basis of Presentation
The financial information presented in this Form 10-Q is not audited and is not necessarily indicative of our future consolidated financial position, results of operations or cash flows. Our fiscal year-end is October 31, and our fiscal quarters end on January 31, April 30 and July 31. Unless otherwise stated, these dates refer to our fiscal year and fiscal quarter periods.
Overview and Executive Summary
Keysight Technologies, Inc. (“we,” “us,” “our,” “Keysight” or “the company”), incorporated in Delaware on December 6, 2013, is a global innovator in the computing, communications and electronics market, committed to advancing our customers’ business success by helping them solve critical challenges in the development and commercialization of their products and services. Our mission, “accelerating innovation to connect and secure the world,” speaks to the value we provide our customers in a world of ever-increasing technological complexity. We deliver this value through a broad range of design and test solutions that address the critical challenges our customers face in bringing their innovations to market on ever-shorter schedules.
We invest in research and development (“R&D”) to align our business with available markets and position the company for growth. Our R&D efforts focus on the development of new software and hardware products, as well as improvements to existing products, and solutions aligned to the industries that we serve. We anticipate that we will continue to have significant R&D expenditures in order to maintain our competitive position with a continuous flow of innovative, high-quality software, solutions, products and services. We remain committed to investment in R&D and have focused our development efforts on strategic opportunities to capture future growth.
Three months ended January 31, 2025 and 2024
Total orders for the three months ended January 31, 2025 were $1,263 million, an increase of 4 percent compared to the same period last year. Foreign currency movements had an unfavorable impact of 1 percentage point, and acquisitions had a favorable impact of 1 percentage point, on the year-over-year order change. For the three months ended January 31, 2025, orders increased in Asia Pacific and Europe, partially offset by a decline in the Americas.
Revenue for the three months ended January 31, 2025 was $1,298 million, an increase of 3 percent compared to the same period last year. Foreign currency movements had an unfavorable impact of 1 percentage point, and acquisitions had an immaterial impact, on the year-over-year revenue change. A revenue increase in the Communications Solutions Group (“CSG”) was partially offset by a slight decline in the Electronic Industrial Solutions Group (“EISG”). Revenue from CSG and EISG represented 68 percent and 32 percent, respectively, of total revenue for the three months ended January 31, 2025.
Net income for the three months ended January 31, 2025 was $169 million, compared to $172 million for the same period last year. The decrease in net income for the three months ended January 31, 2025 was primarily driven by losses on derivative instruments, unfavorable mix, and higher R&D expense, partially offset by higher revenue, lower provision for income taxes and net gains on our equity investments.
Outlook
Our first-to-market solutions strategy enables customers to develop new technologies and accelerate innovation and provides a platform for Keysight's long-term growth. Our customers are expected to continue to make R&D investments in certain next-generation technologies and applications, including evolution of 5G, early 6G, high-speed data center networks and infrastructure, satellite networks, Artificial Intelligence (“AI”), industrial internet of things (“IoT”), defense modernization, and next generation electric vehicles (“EV”) and autonomous vehicles (“AV”). We continue to engage actively with our customers and closely monitor the current macroeconomic environment, including trade restrictions, tariffs and tightening of export control regulations, monetary and fiscal policies, and geopolitical tensions. We remain confident in the long-term secular growth trends of our markets and our ability to outperform in a variety of market conditions.
Critical Accounting Policies and Estimates
There were no material changes during the three months ended January 31, 2025 to the critical accounting estimates described in “Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
Adoption of New Accounting Pronouncements
See Note 1, “Overview and Summary of Significant Accounting Policies,” to the condensed consolidated financial statements for a description of new accounting pronouncements.
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Currency Exchange Rate Exposure
Our revenues, costs and expenses, and monetary assets and liabilities are exposed to changes in foreign currency exchange rates as a result of our global operating, investing and financing activities. We hedge revenues, expenses, and balance sheet exposures that are not denominated in the functional currencies of our subsidiaries on a short-term and anticipated basis. The result of the hedging has been included in the condensed consolidated balance sheet and condensed consolidated statement of operations. We experience some fluctuations within individual lines of the condensed consolidated balance sheet and condensed consolidated statement of operations because our hedging program is not designed to offset the currency movements in each category of revenues, expenses, monetary assets and liabilities. Our cash flow hedging program is designed to hedge short-term currency movements based on a rolling period of up to twelve months. Therefore, we are exposed to currency fluctuations over the longer term. To the extent that we are required to pay for all, or portions, of an acquisition price in foreign currencies, we may enter into foreign exchange contracts to reduce the risk that currency movements will impact the U.S. dollar cost of the transaction.
Results from Operations - Three months ended January 31, 2025 and 2024
A summary of our results is as follows:
 Three Months EndedYear-over-Year
 January 31,Change
 20252024Three Months
(in millions, except margin data)
Revenue$1,298 $1,259 3%
Gross margin63.1 %64.6 %(1) ppt
Research and development$249 $232 7%
Percentage of revenue
19 %18 %1 ppt
Selling, general and administrative$361 $362 
Percentage of revenue
28 %29 %(1) ppt
Other operating expense (income), net$(8)$(2)365%
Income from operations$218 $221 (2)%
Operating margin16.8 %17.6 %(1) ppt
Interest income$19 $23 (16)%
Interest expense$(20)$(20)(1)%
Other income (expense), net$(18)$
Income before taxes$199 $229 (13)%
Provision for income taxes$30 $57 (47)%
Net income$169 $172 (2)%
Revenue
Revenue is recognized upon transfer of control of the promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Returns are recorded in the period received from the customer and historically have not been material.
The following table provides the percent change in revenue for the three months ended January 31, 2025 by geographic region and the impact of foreign currency movements as compared to the same period last year.
Year-over-Year Change
 Three Months Ended
 January 31, 2025
Geographic RegionActualCurrency Impact Favorable (Unfavorable)
Americas7%
Europe1%(1) ppt
Asia Pacific(1)%(1) ppt
Total revenue3%(1) ppt
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Gross Margin, Operating Margin and Income Before Taxes
Gross margin for the three months ended January 31, 2025 decreased 1 percentage point compared to the same period last year, primarily driven by unfavorable mix, partially offset by lower restructuring costs.
R&D expense for the three months ended January 31, 2025 increased 7 percent compared to the same period last year, primarily driven by continued investments in key growth opportunities in our end markets and leading-edge technologies and incremental costs from acquired businesses.
Selling, general and administrative expense for the three months ended January 31, 2025 was flat compared to the same period last year as lower amortization of acquisition-related balances and lower people-related costs resulting from the flexibility of our operating model and cost efficiency actions were offset by higher acquisition and integration costs and incremental costs from acquired businesses.
Other operating expense (income), net for the three months ended January 31, 2025 was income of $8 million compared to income of $2 million for the same period last year.
Operating margin for the three months ended January 31, 2025 decreased 1 percentage point compared to the same period last year, primarily driven by gross margin declines, partially offset by a decrease in operating expenses as a percentage of revenue.
Interest income for the three months ended January 31, 2025 was $19 million compared to $23 million for the same period last year and primarily relates to interest earned on our cash balances. Interest expense for both the three months ended January 31, 2025 and 2024 was $20 million and primarily relates to interest on our senior notes.
Other income (expense), net for the three months ended January 31, 2025 was expense of $18 million compared to income of $5 million for the same period last year and primarily includes income related to our defined benefit and post-retirement benefit plans, gains (losses) due to currency and derivative instruments, the change in fair value of our equity and other investments, and income attributable to non-controlling interests. The decrease in other income (expense), net for the three months ended January 31, 2025 is primarily driven by losses on derivative instruments (see Note 9, “Derivatives,” for additional information), partially offset by net gains on our equity investments.
As of January 31, 2025, our headcount was approximately 15,400 compared to approximately 15,500 at January 31, 2024.
Income Taxes
The following table provides income tax details:
Three Months Ended
January 31,
 20252024
(in millions, except percentages)
Income before taxes$199$229
Provision for income taxes$30$57
Effective tax rate15.3 %24.5 %
The effective tax rate for the three months ended January 31, 2025 was lower than the statutory federal income tax rate primarily due to a lower effective tax rate on foreign earnings, partially offset by U.S. taxes on foreign earnings and the impact of Pillar Two minimum taxes.
The Organization for Economic Cooperation and Development (“OECD”) reached agreement among certain member countries to implement a minimum 15 percent tax rate on certain multinational enterprises, commonly referred to as Pillar Two. Assorted countries have enacted legislation to adopt Pillar Two model rules. A subset of rules are effective for Keysight in the current year, with the remaining rules effective as of November 1, 2025. While Keysight expects to qualify for transitional safe harbor relief in most jurisdictions in which Pillar Two rules are in effect, there are a limited number of jurisdictions where Keysight expects Pillar Two minimum taxes to potentially apply. The income tax provision for the three months ended January 31, 2025 includes the effects of Pillar Two minimum taxes based on currently enacted legislation and administrative guidance. Keysight continues to closely monitor Pillar Two developments, including the release of additional administrative guidance and the U.S. response to Pillar Two minimum taxes.
The tax expense for the three months ended January 31, 2025 was lower compared to the same period last year, primarily due to decreases in Global Intangible Low Taxed Income (“GILTI”) tax and income before taxes.
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On June 14, 2019, the U.S. Department of the Treasury (“Treasury”) issued final regulations relating to GILTI under IRC § 951A (the “tax regulations”). The tax regulations contained language that disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. In the third quarter of 2024, we concluded that Treasury exceeded its regulatory authority, and the intangible asset amortization should be deductible. We amended our U.S. federal income tax returns for the open tax years to claim the deduction and filed a lawsuit seeking a tax refund. See Note 13, “Commitments and Contingencies,” for additional information. The GILTI tax benefit resulting from the current year intangible amortization is considered in the tax expense for the three months ended January 31, 2025, but not in the comparable period. The Singapore intangible assets will continue to be amortized for GILTI tax purposes until 2033. If we are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, which would most likely result in a material increase in the effective tax rate and income tax liability.
The income tax expense for the three months ended January 31, 2025 included a net discrete benefit of $1 million. The income tax expense for the three months ended January 31, 2024 included a net discrete expense of $2 million.
Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Malaysia tax incentive expires October 31, 2025. The Singapore tax incentive expires July 31, 2029. The impact of the tax incentives decreased income taxes by $12 million for the three months ended January 31, 2025.
The open tax years for the U.S. federal income tax return and most state income tax returns are from November 1, 2019 through the current tax year. For the majority of our non-U.S. entities, the open tax years are from November 1, 2019 through the current tax year.
At this time, management does not believe that the outcome of any future or currently ongoing examination will have a material impact on our consolidated financial statements. We believe that we have an adequate provision for any adjustments that may result from tax examinations. However, the outcome of tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations. If that were to occur, it could have an impact on our effective tax rate in the period in which such examinations are resolved.
We are subject to income taxes in the U.S. and several countries globally. Changes in tax law, tax rates, or in the amount of earnings in countries with differing tax rates may affect certain deferred tax assets and liabilities recorded and our effective tax rate.
We do not recognize deferred taxes for temporary differences expected to impact the GILTI tax expense in future years. We recognize the tax expense related to GILTI in each year in which the tax is incurred.
Segment Overview
We have two reportable operating segments, CSG and EISG. The profitability of each of the segments is measured after excluding share-based compensation expense, amortization of acquisition-related balances, acquisition and integration costs, restructuring costs, interest income, interest expense and other items.
A significant portion of the segments' expenses arise from allocated corporate charges, expenses related to our centralized sales force, and service, marketing and technology functions that are provided to the segments in order to realize economies of scale and to efficiently use resources. Corporate charges include legal, accounting, real estate, insurance services, information technology services, treasury and other corporate infrastructure expenses. Segment allocations are determined on a basis that we consider to be a reasonable reflection of the utilization of services provided to, or benefits received by, the segments. Newly acquired businesses are not allocated these charges until integrated into our shared services and corporate infrastructure.
Communications Solutions Group (“CSG”)
CSG serves customers spanning the global commercial communications and aerospace, defense, and government end markets. The group’s solutions consist of electronic design and test software, instrumentation, systems, and related services. These solutions are used in the simulation, design, validation, manufacturing, installation, and optimization of communication systems in wireless, wireline, enterprise, and aerospace, defense, and government end markets. In addition, the group provides automated software test solutions to automatically identify, build, and execute tests critical to digital business success and a strong customer experience.
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Revenue
Three Months EndedYear- over-Year
January 31,Change
20252024Three Months
(in millions)
Total revenue$883 $839 5%
CSG revenue for the three months ended January 31, 2025 increased 5 percent compared to the same period last year. Foreign currency movements had an unfavorable impact of 1 percentage point, and acquisitions had a favorable impact of 1 percentage point, on the year-over-year revenue change. Revenue grew across all regions and in both the commercial communications and the aerospace, defense, and government end markets. The increase was primarily driven by higher investments in high-speed networks to support increasing demand for AI capabilities coupled with higher investment in aerospace and defense solutions. Our customers continued to make R&D investments in next-generation technologies and applications, including AI-driven data center expansion, ongoing 5G standards development and deployment, 400G/800G/Ethernet, development of new communications technologies (e.g., 6G, Open Radio Access Networks, commercial non-terrestrial networks, quantum), high-speed networking and major defense and government programs worldwide.
Our commercial communications end market revenue for the three months ended January 31, 2025 increased 5 percent year-over-year and represented 65 percent of total CSG revenue. Revenue grew across all regions. The year-over-year increase in revenue was primarily driven by R&D investments in terabit solutions and expanding 400G/800G transceiver manufacturing capacity to meet rising demand for AI capabilities. We continued to see investments in high-speed networks due to increasing need for AI capabilities in the data center infrastructure ecosystem, which is driving demand for our 400G/800G/Ethernet solutions, both in R&D and manufacturing.
Our aerospace, defense, and government end market revenue for the three months ended January 31, 2025 increased 5 percent year-over-year and represented 35 percent of total CSG revenue. Revenue growth in the Americas and Asia Pacific was partially offset by a decline in Europe. The year-over-year increase in revenue was primarily driven by strong growth in space and satellite solutions coupled with continued investments in radar and spectrum operations. We continue to see investments in radar and spectrum operations, space and satellite solutions and signal monitoring.
Gross Margin and Operating Margin
Three Months EndedYear- over-Year
January 31,Change
20252024Three Months
(in millions, except margin data)
Gross margin68.0 %68.4 %
Research and development$168$15210%
Selling, general and administrative$198$1971%
Other operating expense (income), net$(6)$(2)213%
Income from operations$240$2266%
Operating margin27.2 %27.0 %
Gross margin for the three months ended January 31, 2025 was flat compared to same period last year as unfavorable mix was offset by higher revenue volume.
R&D expense for the three months ended January 31, 2025 increased 10 percent compared to the same period last year, primarily driven by continued investments in key growth opportunities in our end markets and leading-edge technologies and incremental costs from acquired businesses.
Selling, general and administrative expense for the three months ended January 31, 2025 increased 1 percent compared to the same period last year, primarily driven by incremental costs from acquired businesses.
Other operating expense (income), net for the three months ended January 31, 2025 was income of $6 million compared to income of $2 million for the same period last year.
Operating margin for the three months ended January 31, 2025 was flat compared to the same period last year as lower operating expenses as a percentage of revenue were offset by a slight decrease in gross margin.
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Electronic Industrial Solutions Group (“EISG”)
EISG serves customers across a diverse set of end markets focused on automotive and energy, semiconductor solutions, and general electronics. The group's solutions consist of electronic design, test and simulation software, instrumentation, systems, and related services. These solutions are used in the simulation, design, validation, manufacturing, installation, and optimization of electronic equipment. The group also provides automated software test solutions to automatically identify, build, and execute tests critical to digital business success and a strong customer experience. In addition, the group provides software with integrated simulation capabilities and automated software test solutions to automatically identify, build, and execute tests critical to digital business success and a strong customer experience.
Revenue
Three Months EndedYear-over-Year
January 31,Change
20252024Three Months
(in millions)
Total revenue$415 $420 (1)%
EISG revenue for the three months ended January 31, 2025 decreased 1 percent compared to the same period last year. Foreign currency movements had an unfavorable impact of 1 percentage point, and acquisitions had an immaterial impact, on the year-over-year revenue change. Revenue declined in Asia Pacific, partially offset by growth in the Americas, and Europe was flat. The revenue decline reflects mixed demand across the electronic industrial markets with declines in automotive and energy, partially offset by increases in semiconductor measurements. Despite delays in near-term spending, driven by macroeconomic challenges, including inflationary pressures and trade restrictions, customer engagement remains high as they continued to progress in key long-term strategic initiatives, such as R&D for software-defined vehicles and autonomous driving, industrial IoT, digital health, fab capacity, and AI-driven demand for advanced semiconductor technologies.
Gross Margin and Operating Margin
Three Months EndedYear-over-Year
January 31,Change
20252024Three Months
(in millions, except margin data)
Gross margin61.1 %64.9 %(4) ppts
Research and development$62$621%
Selling, general and administrative$79$82(4)%
Other operating expense (income), net$(2)$
Income from operations$114$129(11)%
Operating margin27.4 %30.6 %(3) ppts
Gross margin for the three months ended January 31, 2025 decreased 4 percentage points compared to the same period last year, primarily driven by unfavorable mix.
R&D expense for the three months ended January 31, 2025 increased 1 percent compared to the same period last year, primarily driven by continued investments in key growth opportunities in our end markets and leading-edge technologies.
Selling, general and administrative expense for the three months ended January 31, 2025 decreased 4 percent compared to the same period last year, primarily driven by lower infrastructure costs resulting from the flexibility of our operating model and cost efficiency measures.
Other operating expense (income), net for the three months ended January 31, 2025 was income of $2 million compared to zero for the same period last year.
Operating margin for the three months ended January 31, 2025 decreased 3 percentage points compared to the same period last year, primarily driven by gross margin declines, partially offset by lower operating expenses as a percentage of revenue.
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Financial Condition
Liquidity and Capital Resources
Our liquidity is affected by many factors, including normal ongoing operations of our business and fluctuations due to global economics and markets. Our cash balances are generated and held in many locations throughout the world. Under certain circumstances, U.S. and local government regulations may limit our ability to move cash balances to meet cash needs.
Overview of Cash Flows
Our key cash flow activities were as follows:
Three Months Ended
January 31,
 20252024
 (in millions)
Net cash provided by operating activities$378 $328 
Net cash used in investing activities$(33)$(511)
Net cash used in financing activities$(74)$(548)
Operating Activities
Cash flows from operating activities can fluctuate significantly from period to period due to working capital needs, the timing of payments for income taxes, variable pay, pension funding, and other items that impact reported cash flows.
Net cash provided by operating activities increased $50 million during the three months ended January 31, 2025 compared to the same period last year.
Net income for the three months ended January 31, 2025 decreased $3 million compared to the same period last year. Non-cash adjustments to net income were $35 million lower, primarily due to a $33 million increase in unrealized gains on equity and other investments and a $16 million increase in deferred tax benefit, partially offset by a $14 million increase in share-based compensation expense.
The aggregate change in accounts receivable, inventory and accounts payable provided net cash of $11 million during the first three months of fiscal 2025 compared to net cash provided of $83 million in the same period last year. The amount of cash flow generated from or used by the aggregate of accounts receivable, inventory and accounts payable depends upon the cash conversion cycle, which represents the number of days that elapse from the day we pay for the purchase of raw materials and components to the collection of cash from our customers and can be significantly impacted by the timing of shipments and purchases, as well as collections and payments in a period.
Movements in other assets and liabilities provided net cash of $107 million during the first three months of fiscal 2025 compared to net cash used of $53 million in the same period last year, primarily driven by changes in derivative assets and liabilities (see Note 9, “Derivatives,” for additional information), lower variable compensation and other payroll-related payments and an increase in deferred revenue, partially offset by lower income and other tax accruals, net of payments.
Investing Activities
Our investing activities primarily include investments in property, plant and equipment and acquisitions of businesses to support our strategy and growth.
Net cash used in investing activities decreased $478 million during the three months ended January 31, 2025 compared to the same period last year, primarily driven by $477 million, net of cash acquired, used in the prior year for the acquisition of the controlling block of ESI Group SA (“ESI Group”) shares, $15 million decrease in cash used for purchases of property, plant and equipment, partially offset by $14 million decline in cash proceeds from other net investing activities.
Financing Activities
Our financing activities primarily include proceeds from issuance of common stock under employee stock plans, tax payments related to net share settlement of equity awards, issuances and repayment of debt and related costs, treasury stock repurchases, and transactions with non-controlling interests in partially owned consolidated subsidiaries.
Net cash used in financing activities decreased $474 million during the three months ended January 31, 2025 compared to the same period last year, primarily driven by $458 million used in the prior year for the acquisition of the non-controlling interest in ESI Group and $18 million lower treasury stock repurchases.
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Treasury Stock Repurchases
On March 6, 2023, our board of directors approved a stock repurchase program authorizing the purchase of up to $1,500 million of the company’s common stock, of which $410 million remained as of January 31, 2025. The stock repurchase program may be commenced, suspended or discontinued at any time at the company’s discretion and does not have an expiration date. See “Issuer Purchases of Equity Securities” under Part II Item 2 for additional information.
Debt
 January 31, 2025October 31, 2024
 (in millions)
Total debt (par value)$1,800 $1,800 
Revolving Credit Facility$750 $750 
Bridge Facility£1,232 £1,232 
Revolving Credit Facility
On July 30, 2021, we entered into an amended and restated credit agreement (the “Revolving Credit Facility”), which provides a $750 million five-year unsecured revolving credit facility that expires on July 30, 2026. Borrowings under the facility bear an annual interest rate of SOFR + 1.1 percent along with a facility fee of 0.125 percent per annum. In addition, the Revolving Credit Facility permits the company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $250 million in the aggregate. We may use amounts borrowed under the Revolving Credit Facility for general corporate purposes. As of January 31, 2025 and October 31, 2024, we had no borrowings outstanding under the Revolving Credit Facility. We were in compliance with the covenants of the Revolving Credit Facility during the three months ended January 31, 2025.
Bridge Facility
On March 28, 2024, we entered into a bridge credit agreement (the “Bridge Facility”) pursuant to which certain lenders agreed to provide a senior unsecured bridge credit facility of up to 1,350 million pounds sterling for the purpose of providing the financing to support a planned acquisition. On July 25, 2024, the Bridge Facility was decreased to 1,232 million pounds sterling. We incurred costs in connection with the Bridge Facility of $7 million that are included in “other current assets” in the condensed consolidated balance sheet and are being amortized to interest expense over the term of the Bridge Facility.
See Note 10, “Debt,” for additional information.
Cash and cash requirements
Cash
 January 31, 2025October 31, 2024
 (in millions)
Cash, cash equivalents and restricted cash$2,077 $1,814 
U.S.$650 $626 
Non-U.S.$1,427 $1,188 
Our cash and cash equivalents mainly consist of investments in institutional money market funds, short-term deposits held at major global financial institutions and similar short duration instruments with original maturities of 90 days or less. We continuously monitor the creditworthiness of the financial institutions and money market fund asset managers with whom we invest our funds. We utilize a variety of funding strategies in an effort to ensure that our worldwide cash is available in the locations in which it is needed. Most significant international locations have access to internal funding through an offshore cash pool for working capital needs. In addition, a few locations that are unable to access internal funding have access to temporary local overdraft and short-term working capital lines of credit.
Cash requirements
We have cash requirements to support working capital needs, capital expenditures, business acquisitions, contractual obligations, commitments, principal and interest payments on debt, and other liquidity requirements associated with our operations. We generally intend to use available cash and funds generated from our operations to meet these cash requirements. In the event that additional liquidity is required, we may also borrow under the Revolving Credit Facility or Bridge Facility and/or issue new debt.
On March 28, 2024, we announced our intention to acquire the entire share capital of Spirent Communications PLC (“Spirent”) for cash consideration of 199 pence per Spirent share, which reflects a valuation of $1,463 million on a fully diluted basis. Spirent shareholders will also be entitled to receive a special dividend of 2.5 pence per Spirent share, in lieu of any final
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dividend for the year ended December 31, 2023 (together with the cash consideration of 199 pence per share). The acquisition is expected to be completed during the first half of fiscal year 2025, subject to regulatory clearances.
On September 19, 2024, Keysight announced that it had entered into a definitive agreement with Synopsys, Inc. (“Synopsys”) to acquire Synopsys’ Optical Solutions Group, a leading developer of optical design and analysis software tools. The transaction is subject to customary closing conditions, including review by regulatory authorities and the successful closing of Synopsys’ proposed acquisition of Ansys, which is pending regulatory approvals and is expected to close in the first half of 2025.
There were no other material changes to the cash requirements from our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
During the three months ended January 31, 2025, there were no material changes to our uncertain tax positions from our Annual Report on Form 10-K for the fiscal year ended October 31, 2024. We believe that we have an adequate provision for any adjustments that may result from tax examinations. However, the outcome of tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations.
For the remainder of fiscal 2025, we do not expect to contribute to our U.S. defined benefit plan and U.S. post-retirement benefit plan, and expect to contribute $7 million to our non-U.S. defined benefit plans. The amounts we contribute depend upon, among other things, legal requirements, underlying asset returns, the plan’s funded status, the anticipated tax deductibility of the contribution, local practices, market conditions, interest rates and other factors. See Note 11, “Retirement Plans and Post-Retirement Benefit Plans,” for additional information.
We expect capital spending to be approximately $150 million in 2025, primarily for investments in capacity expansion and technology investments.
As of January 31, 2025, we believe our cash and cash equivalents, cash generated from operations, and our ability to access capital markets and credit lines will satisfy our cash needs for the foreseeable future both globally and domestically.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Quantitative and qualitative disclosures about market risk appear in “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in Part II of our Annual Report on Form 10-K for the fiscal year ended October 31, 2024. There were no material changes during the three months ended January 31, 2025 to this information reported in our 2024 Annual Report on Form 10-K.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during the first quarter of fiscal 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
On January 1, 2022, Centripetal Networks filed a lawsuit in Federal District Court in Virginia, alleging that certain Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022 Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022 Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight violated Section 337 of the Tariff Act (“Section 337”) and should be enjoined from importing certain products that are manufactured outside of the U.S. and which are alleged to infringe Centripetal patents. On December 5, 2023, the ITC issued its Notice of Determination that Keysight did not unfairly import products in violation of Section 337 and the investigation was terminated. Centripetal has appealed this determination. On August 21, 2024, Keysight was served in Germany with a complaint filed in the Unified Patent Court alleging that certain Keysight products sold in Germany, France, Italy and the Netherlands infringe a European Centripetal patent. We deny the allegations and are aggressively defending each case.
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On June 14, 2019, the U.S. Department of the Treasury (“Treasury”) issued final regulations relating to Global Intangible Low Taxed Income (“GILTI”) under IRC § 951A (the “tax regulations”). The tax regulations contained language which disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. During the third quarter of fiscal year 2024, we concluded, in response to recent U.S. Supreme Court decisions on a number of relevant cases, the evolving global tax landscape and other changes in circumstances, that Treasury exceeded its regulatory authority and the intangible asset amortization should be deductible. In response, we amended our U.S. federal income tax returns for the open tax years to claim the deduction and recognized the discrete benefit in the condensed consolidated financial statements. We believe the position meets the more likely than not recognition threshold.
On January 23, 2025, we filed a lawsuit against the United States of America in the United States Court of Federal Claims seeking a tax refund of $107 million, or such greater amount allowed by law, plus any other amount, including interest and cost, allowed by law. We intend to vigorously defend our position. The outcome cannot be predicted with certainty. If we are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, most likely resulting in a material increase in the effective tax rate and income tax liability.
Although there are no matters pending that we currently believe are probable and reasonably possible of having a material impact to our business, consolidated financial position, or results of operations or cash flows, the outcome of litigation is inherently uncertain and is difficult to predict. An adverse outcome in any outstanding lawsuit or proceeding could result in significant monetary damages or injunctive relief. If adverse results are above management’s expectations or are unforeseen, management may not have accrued for the liability, which could impact our results in future periods.
We are also involved in lawsuits, claims, investigations and other proceedings, including, but not limited to, patent, commercial and environmental matters, which arise in the ordinary course of business.
Item 1A. Risk Factors
Risks, Uncertainties and Other Factors That May Affect Future Results
Risks Related to Our Business
Uncertainty in general economic conditions may adversely affect our operating results and financial condition.
Our business is sensitive to negative changes in general economic conditions, both inside and outside the U.S. Global and regional economic uncertainty, inflation and potential recession has and may continue to impact our business, resulting in:
increased cost to manufacture products or deliver solutions;
reduced customer purchasing power;
reduced demand for our solutions and services and reduced, delayed or canceled orders;
increased risk of excess and obsolete inventory;
increased price pressure on our solutions and services; and
greater risk of impairment to the value, and a detriment to the liquidity, of our future investment portfolio.
In addition, global and regional macroeconomic developments, such as uncertainty related to future economic activity, volatility in financial and capital markets, reduced access to credit, changing interest rates, decreased liquidity, uncertain or destabilizing national elections and reactions to national election results, political violence and unrest in the U.S., the U.K., Europe, and Asia, and negative changes or volatility in general economic conditions in those regions could negatively affect our ability to conduct business in those territories. Financial difficulties experienced by our suppliers and customers due to economic volatility could result in product delays, reduced purchasing power, delays in payment or inability to pay us, and inventory issues. Economic risks related to accounts receivable could result in delays in collection and greater bad debt expense.
Economic, political, and other risks associated with international sales and operations could adversely affect our results of operations.
Because we operate our businesses and sell our solutions worldwide, our businesses are subject to risks associated with doing business internationally. We anticipate that revenue from international operations will continue to represent a majority of our total revenue. However, there can be no assurances that our international sales will continue at existing levels or grow in accordance with our effort to increase foreign market penetration. In addition, many of our employees, contract manufacturers,
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suppliers and manufacturing facilities are located outside the U.S. Accordingly, our future results could be harmed by a variety of factors, including, but not limited to:
inability to conduct business in certain countries or regions or with certain customers due to U.S. sanctions or trade restrictions;
inability to sell certain products, technologies, or services to countries, regions, facilities, or customers due to sanctions or trade restrictions;
changes in a specific country's or region's political, economic or other conditions, including but not limited to changes that favor national interests such as the imposition of or increase in tariffs, and economic volatility;
negative consequences from changes in tax laws;
difficulty in protecting intellectual property;
injunctions or exclusion orders related to intellectual property disputes;
interruptions to transportation flows for delivery of parts to us and finished goods to our customers;
changes in foreign currency exchange rates;
difficulty in staffing and managing foreign operations;
local competition;
differing labor regulations;
unexpected changes in regulatory requirements;
conflicting regulatory requirements within the jurisdictions in which we operate;
inadequate local infrastructure;
potential incidences of corruption and fraudulent business practices; and
volatile geopolitical turmoil, including popular uprisings, regional conflicts, terrorism, and war.
We centralize most of our accounting processes at two locations: India and Malaysia. If conditions change in those countries, it may adversely affect operations, including impairing our ability to pay our suppliers. Our results of operations, as well as our liquidity, may be adversely affected and possible delays may occur in reporting financial results.
Further, even if we are able to successfully manage the risks of international operations, our business may be adversely affected if our business partners are not able to successfully manage similar risks.
Economic and political policies favoring national interests could adversely affect our results of operations.
Nationalistic economic policies and political trends such as opposition to globalization and free trade, sanctions or trade restrictions, including those on advanced computing and semiconductor manufacturing, withdrawal from or re-negotiation of global trade agreements, tax policies that favor domestic industries and interests, and other similar actions may result in conflicting local or regional requirements, increased transaction costs, reduced ability to hire employees, reduced access to supplies and materials, reduced demand or access to customers, and inability to conduct our operations as they have been conducted historically. Each of these factors may adversely affect our business.
International trade disputes and increased tariffs between the U.S. and the U.K., the European Union, Singapore, Malaysia, and China, among other countries could substantially change our expectations and ability to operate in such jurisdictions as we have done historically. In February 2025, the U.S. government imposed additional tariffs on imports from China, and proposed tariffs on imports from Canada and Mexico. China has since announced retaliatory measures on certain imports from the U.S. Other countries subject to new or increased tariffs may take similar actions. Many of our suppliers, vendors, customers, partners, and other entities with whom we do business have strong ties to doing business in China. Their ability to supply materials to us, buy products or services from us, or otherwise work with us is affected by their ability to do business in China. If the U.S.’s relationship with China results in additional trade disputes, trade protection measures, retaliatory actions, tariffs and increased barriers, policies that favor domestic industries, or increased import or export licensing requirements or restrictions, then our deployment of resources in jurisdictions affected by such measures could be misaligned
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and our operations may be adversely affected due to such changes in the economic and political ecosystem in which our suppliers, vendors, customers, partners, and other entities with whom we do business operate.
Volatile geopolitical turmoil, including popular uprisings, regional conflicts, terrorism and war could result in market instability, which could negatively impact our business results.
We are a global company with international operations, and we sell our products and solutions in countries throughout the world. Regional conflicts, including the Russian invasion of Ukraine, which resulted in economic sanctions and the decision to discontinue our operations in Russia, the war between Israel and Hamas, and the risk of increased tensions between China and Taiwan, could limit or prohibit our ability to transfer certain technologies, to sell our products and solutions, and could result in additional closure of facilities in sanctioned countries. In addition, international conflict could further result in global or regional market instability; increased energy costs, which could increase the cost of manufacturing, selling and delivering products and solutions; and increased risk of cybersecurity attacks, which could adversely impact our financial results.
Our operating results and financial condition could be harmed if the markets into which we sell our solutions decline or do not grow as anticipated.
Visibility into our markets is limited. Our quarterly sales and operating results are highly dependent on the volume and timing of technology-related spending and orders received during the fiscal quarter, which are difficult to forecast and may be cancelled by our customers. In addition, our revenues and earnings forecasts for future fiscal quarters are often based on the expected seasonality or cyclicality of our markets. However, due to factors such as inflation, the potential for recession, trade barriers or restrictions, increased geopolitical tensions, including regional conflict and war, the markets we serve may experience increased volatility and may not experience the seasonality or cyclicality that we expect. Our customers’ markets may also be affected by changes in the legal regulatory regime. If our customers’ markets decline, orders may decline, may be delayed or cancelled, and we may not be able to collect on outstanding amounts due to us. Such declines could harm our financial position, results of operations, cash flows and stock price, and could limit our profitability. In such an environment, pricing pressures could intensify. Since a significant portion of our operating expenses is relatively fixed in nature due to sales, R&D and manufacturing costs, if we were unable to respond quickly enough, these pricing pressures could further reduce our operating margins.
A decreased demand for our customers’ products or trade barriers or restrictions could adversely affect our results of operations.
Our business depends on our customers’ ability to manufacture, design, and sell their products in the marketplace. International trade disputes affecting our customers could adversely affect our business. In February 2025, the U.S. government imposed additional tariffs on imports from China; China has since announced retaliatory measures on certain imports from the U.S. Increased tariffs on imports to or from China will increase the cost of our customers’ components and raw materials, which could make our customers’ products and services more expensive and could reduce demand for our customers’ products. Further protectionist and retaliatory trade measures by either China or the U.S. could limit our customers’ ability to sell their products and services and could reduce demand for our customers’ products. Our customers and other entities in our customer chain could decide to take actions in response to international trade disputes that we could not foresee. A decrease in demand or significant change in operations from our customers due to international trade disputes could adversely affect our operating results and financial condition.
Our customers and suppliers have at times become subject to U.S. export restrictions and sanctions, such as being added to the U.S. Department of Commerce’s “Lists of Parties of Concern” and having U.S. export privileges denied or suspended. When a customer or supplier of ours becomes subject to such sanctions, we suspend our business with such customer or supplier. Because of the continued tense political and economic relationship between the U.S. and China and between the U.S. and Russia, new restrictions or sanctions have been imposed with little notice, which could leave us without an adequate alternative solution to compensate for our inability to continue to do business with such customer or supplier. Some of our suppliers and customers in the supply chain are working on unique solutions and products in the market, and it may be difficult if not impossible to replace them, especially with short notice. We cannot predict what impact future sanctions could have on our customers or suppliers, and therefore, our business. Any export restrictions or sanctions and any tariffs or other trade restriction imposed on our customers or suppliers could adversely affect our financial condition and business.
Failure to introduce successful new solutions and services in a timely manner to address increased competition, rapid technological changes, and changing industry standards could result in our solutions and services becoming obsolete.
We generally sell our solutions in industries that are characterized by increased competition through frequent new solution and service introductions, rapid technological changes and innovations and changing industry standards. In addition, many of the markets in which we operate are seasonal and cyclical. Without the timely introduction of new solutions, services and enhancements, our solutions and services will become technologically obsolete over time, in which case our revenue and
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operating results would suffer. Our ability to offer new solutions and services and to deploy them in a timely manner depend on several factors, including, but not limited to, our ability to:
properly identify and assess customer needs;
innovate and develop new technologies, applications and solutions;
successfully commercialize new technologies in a timely manner;
manufacture and deliver our solutions in sufficient volumes and on time;
differentiate our offerings from our competitors' offerings;
price our solutions competitively;
anticipate our competitors' development of new solutions, services or technological innovations; and
control product quality in our manufacturing process.
Our future operating results may fluctuate significantly if our investments in innovative technologies are not as profitable as we anticipate.
On a regular basis, we review the existing technologies available in the market and identify strategic new technologies to develop and invest in. We devote significant resources to develop new technologies in the communications, aerospace and defense, automotive and Internet of Things. We invest in R&D, grow and deepen relationships with customers and suppliers, and direct our corporate and operational resources to develop innovative technologies. Our financial results could be harmed if we fail to expand our customer base, if demand for our solutions is lower than we expect, or if our revenue related to our innovative technologies is lower than we anticipate. We provide solutions for the design, development, and manufacturing stages of our customers’ workflow. Our customers who currently use our solutions in one stage of their workflow may not use our solutions in other aspects of their manufacturing process.
Failure to adjust our purchases due to changing market conditions or failure to estimate our customers demand could adversely affect our income.
Our income could be harmed if we are unable to adjust our purchases to address market fluctuations, including those caused by volatile global economic conditions, geopolitical conflict, or the seasonal or cyclical nature of the markets in which we operate. The sale of our solutions and services are dependent, to a large degree, on customers whose industries are subject to seasonal or cyclical trends in the demand for their products. For example, the consumer electronics market is particularly volatile, making demand difficult to anticipate. Making such estimations in an economic climate affected by inflation or potential recession, fluctuations in global currency, geopolitical tension and war is particularly difficult as increased volatility may impact seasonal trends making it more difficult to anticipate demand fluctuations. Supply chain fluctuations could impact our ability to purchase parts and components. Some parts require custom design and may not be readily available from alternate suppliers due to their unique design or the length of time necessary for design work. Should a supplier cease manufacturing such a component, we would be forced to re-engineer our solution. In addition to discontinuing parts, suppliers may also extend lead times, limit supplies or increase prices due to capacity constraints or other factors. In order to secure components for the production of products, we may continue to enter into non-cancellable purchase commitments with vendors, or at times make advance payments to suppliers, which could impact our ability to adjust our inventory to declining market demands. Prior commitments of this type have resulted in an excess of parts when demand for electronic products has decreased. If demand for our solutions is less than we expect, we may experience additional excess and obsolete inventories and be forced to incur additional charges.
Dependence on contract manufacturing and outsourcing other portions of our supply chain may adversely affect our ability to bring solutions to market and damage our reputation. Dependence on outsourced information technology and other administrative functions may impair our ability to operate effectively.
As part of our efforts to streamline operations and to cut costs, we outsource aspects of our manufacturing processes and other functions and continue to evaluate additional outsourcing. If our contract manufacturers or other outsourcers fail to perform their obligations in a timely manner or at satisfactory quality levels, our ability to bring solutions to market and our reputation could suffer. For example, during a market upturn, our contract manufacturers may be unable to meet our demand requirements, which may preclude us from fulfilling our customers’ orders on a timely basis. The ability of these manufacturers to perform is largely outside of our control. Additionally, changing or replacing our contract manufacturers or other outsourced vendors could cause disruptions or delays. We outsource significant portions of our information technology (“IT”) and other administrative functions. Since IT is critical to our operations, any failure of our IT providers to perform could impair our ability to operate effectively. Problems with manufacturing or IT outsourcing could result in lower revenues and unrealized
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efficiencies and could impact our results of operations and stock price. Much of our outsourcing takes place in developing countries and, as a result, may be subject to heightened geopolitical uncertainty.
Our operating results may suffer if our manufacturing capacity does not match the demand for our solutions.
Because we cannot immediately adapt our production capacity and related cost structures to rapidly changing market conditions, when demand is lower than our expectations, our manufacturing capacity will likely exceed our production requirements. During an economic downturn, if we had excess manufacturing capacity, our fixed costs associated with excess manufacturing capacity would adversely affect our income, margins and operating results. By contrast, if, during a general market upturn or an upturn in our business, we cannot increase our manufacturing capacity to meet product demand, we will not be able to fulfill all orders in a timely manner, which could lead to order cancellations, contract breaches or indemnification obligations. This inability could materially and adversely limit our ability to improve our income, margins and operating results.
Key customers or large orders may expose us to additional business and legal risks that could have a material adverse impact on our operating results and financial condition.
As a global company, we have key customers all over the world, although no one customer makes up more than 10 percent of our revenue. Sales to those customers could be reduced or eliminated as a result of failure to respond to customer needs, reduced customer demand, increased sales to our competitors, inability to manufacture or ship products and solutions, supply chain constraints, government requirements, trade restrictions, sanctions and embargoes. We have experienced forced reductions in sales and been prevented from selling large orders to certain key customers due to trade restrictions, which we have been able to mitigate with the addition of new customers and new business. If we have future reductions in sales or lose key customers, there is no guarantee that we will be able to mitigate the impact of such reductions or losses, which could negatively impact our income, operating results and financial condition.
Certain key customers have substantial purchasing power and leverage in negotiating contractual arrangements with us. These customers may demand contract terms that differ considerably from our standard terms and conditions. Large orders may also include severe contractual liabilities if we fail to provide the quantity and quality of product at the required delivery times or fail to meet other obligations. While we attempt to contractually limit our potential liability, we may agree to some or all of these provisions to secure these orders and grow our business. Such actions expose us to significant additional risks, which could result in a material adverse impact on our operating results and financial condition.
Industry consolidation and consolidation among our customer base may lead to increased competition and may harm our operating results.
There is potential for industry consolidation in our markets. As companies attempt to expand, strengthen or hold their market positions in an evolving industry, companies could be acquired or may be unable to continue operations. Companies that are strategic alliance partners in some areas of our business may acquire or form alliances with our competitors, thereby reducing their business with us. Industry consolidation may result in stronger competitors and could lead to more variability in our operating results and could have a material adverse effect on our business, operating results, and financial condition. Furthermore, particularly in the communications market, rapid consolidation would lead to fewer customers, with the effect that loss of a major customer could have a material impact on results not anticipated in a customer marketplace composed of more numerous participants.
Additionally, if there is consolidation among our customer base, our customers may be able to command increased leverage in negotiating prices and other terms of sale, which could adversely affect our profitability. If, as a result of increased leverage, customer pressures require us to reduce our pricing such that our gross margins are diminished, we could decide not to sell our solutions under such less favorable terms, which would decrease our revenue. Consolidation among our customer base may also lead to reduced demand for our solutions, replacement of our products by the combined entity with those of our competitors and cancellations of orders, each of which could harm our operating results.
Our acquisitions, strategic alliances, joint ventures, internal reorganizations and divestitures may result in financial results that are different than expected.
In the normal course of business, we may engage in discussions with third parties relating to possible acquisitions, strategic alliances, joint ventures and divestitures. Additionally, we occasionally make changes to our internal structure to align business products, services and solutions with market demands and to obtain cost synergies and operational efficiencies. As a result of such transactions, our financial results may differ from our own or the investment community’s expectations in a given fiscal quarter, or over the long-term. If market conditions or other factors lead us to change our strategic direction, we may not realize the expected value from such transactions or reorganizations. Further, such third-party transactions often have post-closing arrangements, including, but not limited to, post-closing adjustments, transition services, escrows or indemnifications, the financial results of which can be difficult to predict. Acquisitions and strategic alliances may require us to integrate a different company culture, management team, employees and business infrastructure into our existing operations without
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impacting the business operations of the newly acquired company. We may have difficulty developing, manufacturing and marketing the products of a newly acquired company in a way that enhances performance and expands the markets of the newly acquired company. The acquired company may not enhance the performance of our businesses or product lines such that we do not realize the value from expected synergies. Depending on the size and complexity of an acquisition, the successful integration of the entity depends on a variety of factors, including but not limited to:
the achievement of anticipated cost savings, synergies, business opportunities and growth prospects from combining the acquired company;
the scalability of production, manufacturing and marketing of products of a newly acquired company to broader adjacent markets;
the ability to cohesively integrate operations, product definitions, price lists, contract terms and conditions, delivery, and technical support for products and solutions of a newly acquired company into our existing operations;
the compatibility of our infrastructure, operations, policies and organizations with those of the acquired company;
the retention of key employees and/or customers;
the management of facilities and employees in different geographic areas; and
the management of relationships with our strategic partners, suppliers, and customer base.
If we do not realize the expected benefits or synergies of such transactions, our consolidated financial position, results of operations, cash flows and stock price could be negatively impacted. Additionally, we may record significant goodwill and other assets as a result of acquisitions or investments, and we may be required to incur impairment charges, which could adversely affect our consolidated financial position and results of operations.
Any inability to complete acquisitions on acceptable terms could negatively impact our growth rate and financial performance.
Our ability to grow revenues, earnings and cash flow depends in part upon our ability to identify and successfully acquire and integrate businesses at appropriate prices and realize anticipated synergies and business performance. Identifying appropriate acquisition targets and closing acquisitions can be difficult for a variety of reasons, including, but not limited to, limited due diligence, high valuations, difficulty obtaining business and intellectual property evaluations, other interested parties, negotiations of the definitive documentation, satisfaction of closing conditions, the need to obtain antitrust or other regulatory approvals on acceptable terms, and availability of funding. The inability to close appropriate acquisitions on acceptable terms could adversely impact our growth rate, revenue, and financial performance.
We may need additional financing in the future to meet our capital needs or to make opportunistic acquisitions, and such financing may not be available on terms favorable to us, if at all, and may be dilutive to existing shareholders.
We may need to seek additional financing for our general corporate purposes. For example, we may need to increase our investment in R&D activities or need funds to make acquisitions. We may be unable to obtain any desired additional financing on terms favorable to us, if at all. If adequate funds are not available on acceptable terms, we may be unable to fund our expansion, successfully develop or enhance solutions or respond to competitive pressures, any of which could negatively affect our business. If we raise additional funds through the issuance of equity securities, our shareholders will experience dilution of their ownership interest. If we raise additional funds by issuing debt, we may be subject to further limitations on our operations and ability to pay dividends due to restrictive covenants.
We have outstanding debt and may incur other debt in the future, which could adversely affect our financial condition, liquidity and results of operations.
We currently have outstanding debt as well as availability to borrow under the Revolving Credit Facility and the Bridge Facility. We may borrow additional amounts in the future and use the proceeds from any future borrowing for general corporate purposes, future acquisitions, expansion of our business or repurchases of our outstanding shares of common stock.
Our incurrence of debt, and increases in our aggregate levels of debt, may adversely affect our operating results and financial condition by, among other things:
requiring a portion of our cash flow from operations to make interest payments on outstanding debt;
increasing our vulnerability to general adverse economic and industry conditions;
reducing the cash flow available to fund capital expenditures and other corporate purposes and to grow our business; and
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limiting our flexibility in planning for, or reacting to, changes in our business and the industry.
Our Revolving Credit Facility imposes restrictions on us, including restrictions on our ability to create liens on our assets and the ability of our subsidiaries to incur indebtedness, and requires us to maintain compliance with specified financial ratios. Our ability to comply with these ratios may be affected by events beyond our control. In addition, the indenture governing our senior notes contains covenants that may adversely affect our ability to incur certain liens. If we breach any of the covenants and do not obtain a waiver from the lenders, then, subject to applicable cure periods, our outstanding indebtedness could be declared immediately due and payable.
Volatility in currency exchange rates could adversely impact our financial results.
A substantial amount of our solutions are priced and paid for in U.S. Dollars, although many of our solutions are priced in local currencies and a significant amount of certain types of expenses, such as payroll, utilities, tax and marketing expenses, are paid in local currencies and could be impacted by significant currency exchange rate fluctuations. Our hedging programs are designed to reduce, but not entirely eliminate, within any given 12-month period, the impact of currency exchange rate movements, including those caused by currency controls, which could impact our business, operating results and financial condition by resulting in lower revenue or increased expenses. However, for expenses beyond a 12-month period, our hedging strategy will not mitigate our exchange rate risk. In addition, our currency hedging programs involve third-party financial institutions as counterparties. The weakening or failure of these counterparties may adversely affect our hedging programs and our financial condition through, among other things, a reduction in the number of available counterparties, increasingly unfavorable terms or the failure of counterparties to perform under hedging contracts.
We are or will be subject to ongoing tax examinations of our tax returns by the IRS and other tax authorities. An adverse outcome of any such audit or examination by the IRS or other tax authority could have a material adverse effect on our results of operations, financial condition and liquidity.
We are or will be subject to ongoing tax examinations of our tax returns by the IRS and other tax authorities in various jurisdictions. We regularly assess the likelihood of adverse outcomes resulting from ongoing tax examinations to determine the adequacy of our provision for income taxes. These assessments can require considerable estimates and judgments. Intercompany transactions associated with the sale of inventory, services, intellectual property and cost sharing arrangements are complex and affect our tax liabilities. The calculation of our tax liabilities involves uncertainties in the application of complex tax laws and regulations in multiple jurisdictions. The outcomes of these tax examinations could have an adverse effect on our operating results and financial condition. Due to the complexity of tax contingencies, the ultimate resolution of any tax matters related to operations may result in payments greater or less than amounts accrued.
Our effective tax rate may be adversely impacted by changes in our business mix or changes in the tax legislative landscape.
Our effective tax rate may be adversely impacted by, among other things, changes in the mix of our earnings among countries with differing statutory tax rates, changes in the valuation allowance of deferred tax assets, and changes in tax laws. We cannot give any assurance as to what our effective tax rate will be in the future because, among other things, there is uncertainty regarding the tax policies of the jurisdictions where we operate. Changes in tax laws, such as tax reform in the U.S. or changes in tax laws resulting from the Organization for Economic Co-operation and Development’s (“OECD”) multi-jurisdictional plan of action to address “base erosion and profit shifting” and the taxation of the “Digital Economy,” could impact our effective tax rate.
On June 14, 2019, the U.S. Department of the Treasury (“Treasury”) issued final regulations relating to Global Intangible Low Taxed Income (“GILTI”) under IRC § 951A (the “tax regulations”). The tax regulations contained language which disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. During the third quarter of fiscal year 2024, we concluded, in response to recent U.S. Supreme Court decisions on a number of relevant cases, the evolving global tax landscape and other changes in circumstances, that Treasury exceeded regulatory authority and the intangible asset amortization should be deductible. We amended our U.S. federal income tax returns for the open tax years to claim the deduction and recognized the discrete benefit in the consolidated financial statements. The Singapore intangible assets will continue to be amortized for GILTI tax purposes until 2033. We believe the position meets the more likely than not recognition threshold.
On January 23, 2025, we filed a lawsuit against the United States of America in the United States Court of Federal Claims seeking a tax refund of $107 million, or such greater amount allowed by law, plus any other amount, including interest and cost, allowed by law. We intend to vigorously defend our position. The outcome cannot be predicted with certainty. If we are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, most likely resulting in a material increase in the effective tax rate and income tax liability.
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If tax laws or incentives change or cease to be in effect, our income taxes could increase significantly.
We are subject to federal, state, and local taxes in the U.S. and numerous foreign jurisdictions. We devote significant resources to evaluating our tax positions and our worldwide provision for taxes. Any changes to the positions we have taken could result in an impact to our financial statements. Our financial results and tax treatment are susceptible to changes in tax, accounting, and other laws, including the Inflation Reduction Act and The Tax Cuts and Jobs Act in the U.S, regulations, principles, and interpretations in the U.S. and in other jurisdictions where we do business. With the existence of economic and political policies that favor domestic interests, it is possible that more countries will enact tax laws that either increase the tax rates, or reduce or change the tax incentives available to multinational companies. Upon a change in tax laws in any territory where we do significant business, we may not be able to maintain our current tax rate or qualify for or maintain the benefits of any tax incentives offered, to the extent such incentives are offered.
Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia. The Malaysia tax incentive expires October 31, 2025. The Singapore tax incentive expires July 31, 2029. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. If we cannot or do not wish to satisfy all or portions of the tax incentives conditions, we will lose the related tax incentives and could be required to refund the benefits that the tax incentives previously provided. We believe that we will satisfy such conditions, but cannot guarantee that the tax environment will not change or that such conditions will be satisfied.
Our taxes could increase if the existing Malaysia and/or Singapore incentive is revoked or not renewed upon expiration. We cannot guarantee that we will qualify for any new incentive regime that may exist going forward. As a result, our effective tax rate could be higher than it would have been had we renewed the tax incentive and could harm our operating results after tax.
If we suffer a loss to our factories, facilities or distribution system due to a catastrophic event, including events caused by the effects of climate change, our operations could be significantly harmed.
Our factories, facilities and distribution system are vulnerable to catastrophic loss due to natural or man-made disasters. Volatile changes in weather conditions, including extreme heat or cold, could increase the risk of wildfires, floods, blizzards, hurricanes and other weather-related disasters, which can cause power outages and network disruptions that may impact operations and our ability to manufacture and ship products, which may negatively impact revenue. In addition, several of our facilities could be subject to a catastrophic loss caused by earthquake or other natural disasters due to their locations. For example, our production facilities, headquarters and laboratories in California and our production facilities in Japan are all located in areas with above-average seismic activity. If any of these facilities were to experience a catastrophic loss, it could disrupt our operations, delay production, shipments and revenue and result in large expenses to repair or replace the facility. Since we have consolidated our manufacturing facilities, we are more likely to experience an interruption to our operations in the event of a catastrophe in any one location. Although we carry insurance for property damage and business interruption, we do not carry insurance or financial reserves for interruptions or potential losses arising from earthquakes or terrorism. Even where insured, there is a risk that an insurer may deny or limit coverage or may become financially incapable of covering claims. Also, our third-party insurance coverage will vary from time to time in both type and amount depending on availability, cost and our decisions with respect to risk retention. Economic conditions and uncertainties in global markets may adversely affect the cost and other terms upon which we are able to obtain third-party insurance. If our third-party insurance coverage is adversely affected, or to the extent we have elected to self-insure, we may be at a greater risk that our operations will be harmed by a catastrophic loss.
Our commitment to net zero emissions in company operations by fiscal year 2040 will be subject to significant costs and regulations, which could impact business operations, processes, revenue, and reputation.
In May 2021, the company disclosed its commitment to achieving net zero Scope 1 and Scope 2 emissions by the end of fiscal year 2040. The company plans to meet this commitment by reducing energy consumption through efficiency and conservation measures, investments in renewable energy and selective purchase of certified offsets for residual emissions. The company also committed in September 2021 to developing approved science-based targets in line with limiting global warming to 1.5 degrees Celsius above pre-industrial levels. In addition to Scope 1 and Scope 2 emissions defined by our net zero goal, the company has developed Scope 3 reduction and engagement targets across relevant categories as part of our commitment to science-based targets, which were approved by Science Based Target Initiative (“SBTi”) on October 27, 2023. The development and implementation of goals and targets may require significant and expensive capital improvements, changes in product development, manufacturing processes and shipping methods. These changes may materially increase the cost to manufacture and ship products and solutions, result in price increases to customers, reduce product or solution performance, and create customer dissatisfaction, potentially adversely impacting our revenue and profitability.
Achieving net zero emissions goals and targets may entail compliance with evolving laws and regulatory requirements, which may cause us to change or reconfigure facilities and operations to meet regulatory standards. If operations are out of
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compliance, we may be subject to civil or criminal actions, fines and penalties and be required to make significant changes to facilities and operations and temporarily or permanently shut down non-compliant operations, which could result in business disruption and significant unexpected expense, delays in or inability to develop, manufacture and ship products and solutions, customer dissatisfaction, loss of revenue and damage to our reputation.
If we are unable to sufficiently reduce Scope 1 and Scope 2 emissions through energy reduction measures or our investments in renewable energy are not successful, we may fail to achieve our net zero emission commitment by fiscal year 2040. If we are unable to achieve Scope 3 reduction and engagement targets, we may fail to achieve our commitment to science-based targets. Failing to achieve the company’s net zero or science-based targets commitments could result in regulatory non-compliance, criminal or civil actions against us, assessment of fees and penalties, inability to develop, manufacture and ship products, customer dissatisfaction with our products and solutions, reduced revenue and profitability, shareholder lawsuits and damage to our reputation.
Third parties may claim that we are infringing their intellectual property rights, and we could suffer significant litigation or licensing expenses or be prevented from selling solutions or services.
From time to time parties have claimed that one or more of our solutions or services infringe their intellectual property rights. We analyze and take action in response to such claims on a case-by-case basis. On January 1, 2022, Centripetal Networks filed a lawsuit in Federal District Court in Virginia, alleging that certain Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022, Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022, Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight violated Section 337 of the Tariff Act (“Section 337”) and should be enjoined from importing certain products that are manufactured outside of the U.S. which are alleged to infringe Centripetal patents. On December 5, 2023, the ITC issued its Notice of Determination that Keysight did not unfairly import products in violation of Section 337 and the investigation was terminated. Centripetal has appealed this determination. On August 21, 2024, Keysight was served in Germany with a complaint filed in the Unified Patent Court alleging that certain Keysight products sold in Germany, France, Italy and the Netherlands infringe a European Centripetal patent. Although we deny the allegations and are aggressively defending each case, the outcome of existing proceedings, lawsuits and claims may differ from our expectations because the outcomes of litigation are often difficult to reliably predict.
Disputes and litigation regarding patents or other intellectual property are costly and time-consuming due to the complexity of our technology and the uncertainty of intellectual property litigation and could divert our management and key personnel from business operations. Claims of intellectual property infringement could cause us to enter into a costly or restrictive license agreement (which may not be available under acceptable terms, or at all), require us to redesign certain of our solutions (which would be costly and time-consuming) and/or subject us to significant damages or an injunction against the development, sale and importation of certain solutions or services. In certain of our businesses, we rely on third-party intellectual property licenses, and we cannot ensure that these licenses will be available to us in the future on terms favorable to us or at all.
Third parties may infringe our intellectual property rights, and we may suffer competitive injury or expend significant resources enforcing our intellectual property rights.
Our success depends in part on our proprietary technology, including technology we obtained through acquisitions. We rely on various intellectual property rights, including patents, copyrights, trademarks and trade secrets, as well as confidentiality provisions and licensing arrangements, to establish our proprietary rights. If we do not enforce our intellectual property rights successfully, our competitive position may suffer, which could harm our operating results.
Our pending patent, copyright and trademark registration applications may not be allowed or competitors may challenge the validity or scope of our patents, copyrights or trademarks. In addition, our patents, copyrights, trademarks and other intellectual property rights may not provide us with a significant competitive advantage. Different jurisdictions vary widely in the level of protection and priority they give to trademark and other intellectual property rights.
We may be required to spend significant resources monitoring our intellectual property rights, and we may or may not be able to detect infringement of such rights by third parties. Our competitive position may be harmed if we cannot detect infringement and enforce our intellectual property rights in a timely manner, or at all. Intellectual property rights and our ability to enforce them may be unavailable or limited in some countries, which could make it easier for competitors to infringe our intellectual property rights and could result in lost revenues to the company. Furthermore, some of our intellectual property is licensed to others, which allows them to compete with us using that intellectual property.
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If we experience a significant cybersecurity attack or disruption in our IT systems or our products, our business, reputation, and operating results could be adversely affected.
We rely on several centralized IT systems as well as cloud-based service providers to provide solutions and services, maintain financial records, retain sensitive data such as intellectual property, proprietary business information, and data related to customers, suppliers, and business partners, process orders, manage inventory, process shipments to customers and operate other critical functions. The ongoing maintenance and security of this information is pertinent to the success of our business operations and our strategic goals.
Despite the implementation of network security measures by us and our third-party service providers, our network and our data may be vulnerable to cybersecurity attacks, computer viruses, break-ins and similar disruptions. Our network security measures include, but are not limited to, the implementation of firewalls, antivirus protection, patches, log monitors, routine backups, offsite storage, network audits, employee training and routine updates and modifications. Despite our efforts and those of our service providers to create these security barriers, as new threats emerge, including the use of artificial intelligence by threat actors, it is virtually impossible to entirely eliminate this risk. Cybersecurity attacks are evolving and include, but are not limited to, ransomware attacks, malicious software, attempts to gain unauthorized access to data, and other electronic security breaches that could lead to disruptions in systems, unauthorized release of confidential or otherwise protected information and corruption of data. Any such event could have a material adverse effect on our business, reputation, operating results and financial condition, and no assurance can be given that efforts to reduce the risk of such attacks will be successful.
Our products may contain vulnerabilities that could be exploited by cybersecurity attackers, allowing them to introduce malicious code into our products to gain access to customer networks. Such attacks could lead to disruptions to our customers’ operations or processes, system downtime, financial loss, loss of their intellectual property, business information and proprietary data, or corruption of data, which could impact Keysight’s reputation, and result in loss of confidence in our products, loss of orders, and loss in revenue, which could materially impact our financial results. We proactively scan for vulnerabilities in our product lines. When vulnerabilities are discovered, we respond with a predefined Product Security Response Process to address the vulnerability, but we cannot eliminate the possibility of a successful cybersecurity attack or exploitation of undiscovered vulnerabilities.
In an effort to improve information security, governments may enact rules, regulations, standards and attestation requirements. These requirements may be unclear, onerous, and compliance may be burdensome and costly. Additionally, the requirements may vary from jurisdiction to jurisdiction and may include differing or conflicting requirements. Compliance with the requirements could impact both the order availability of existing products as well as the introduction timing of new products, which could cause customers to stop purchasing our solutions and could impact our revenue and profits. The failure to comply with such requirements, once enacted, may result in lost orders, reduced revenue, fines, penalties and damage to our reputation.
In addition, our IT systems and those of our service providers may be susceptible to damage, disruptions, instability, or shutdowns due to power outages, hardware failures, telecommunication failures, user errors, implementation of new operational systems or software or upgrades to existing systems and software, catastrophes, or other unforeseen events. Such events could result in the disruption of business processes, network degradation and system downtime, along with the potential that a third party will exploit our critical assets, such as intellectual property, proprietary business information and data related to our customers, suppliers and business partners. Further, such events could result in loss of revenue, loss of or reduction in purchase orders, inability to report financial information, litigation, regulatory fines and penalties, and other damage that could have a material impact on our business operations. To the extent that such disruptions occur, our customers and partners may lose confidence in our solutions, and we may lose business or brand reputation, resulting in a material and adverse effect on our business operating results and financial condition.
Our business will suffer if we are not able to retain and hire key personnel.
Our future success depends partly on the continued service of our key research, engineering, sales, marketing, manufacturing, executive and administrative personnel, including personnel joining our company through acquisitions. The markets in which we operate are dynamic, and from time to time we may need to respond with reorganizations, reductions in workforce, salary freezes or reductions, or site closings. We believe our compensation packages are competitive within the regions in which we operate. If we fail to retain key personnel and are unable to hire highly qualified replacements, we may not be able to meet key objectives, such as launching effective product innovations, meeting financial goals and maintaining or expanding our business.
If we fail to maintain satisfactory compliance with certain regulations, we may be subject to substantial negative financial consequences and civil or criminal penalties.
We and our customers are subject to various significant international, federal, state and local regulations, including, but not limited to, export regulations, sanctions and embargoes, packaging, data privacy, product content, environmental, health and
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safety and labor. These regulations are complex, change frequently and may become more stringent over time. We have been required to incur significant expenses to comply with these regulations and to remedy violations of certain import/export regulations. Any future failure by us to comply with applicable government regulations could also result in cessation of our operations or portions of our operations, high financial penalties, product recalls or impositions of fines, and restrictions on our ability to carry on or expand our operations. If demand for our solutions is adversely affected or our costs increase, our business would suffer.
Our R&D, manufacturing and distribution operations involve the use of hazardous substances and are regulated under international, federal, state and local laws governing health and safety and the environment. We are also regulated under a number of international, federal, state and local laws regarding recycling, product packaging and product content requirements. We apply strict standards for protection of the environment and occupational health and safety inside and outside the U.S., even where not subject to regulation imposed by foreign governments. We believe that our properties and operations at our facilities comply in all material respects with applicable environmental and occupational health and safety laws. In spite of these efforts, no assurance can be given that we will be compliant with all applicable environmental and workplace health and safety laws and regulations and violations could result in civil or criminal sanctions, fines and penalties.
We have developed internal data handling policies and practices to comply with the General Data Protection Regulation (“GDPR”) in the European Union and data privacy regulations similar to GDPR in other jurisdictions. Our existing business strategy does not rely on aggregating or selling personally identifiable information, and as a general matter Keysight does not process personally identifiable information on behalf of our customers. We devote resources to keep up with the changing regulatory environment on data privacy in the jurisdictions where we do business. Despite our efforts, no assurance can be given that we will be compliant with data privacy regulations. New laws, amendments, or interpretations of regulations, industry standards, and contractual obligations relating to data privacy may require us to incur additional costs and restrict our business operations. If we fail to comply with GDPR or other data privacy regulation, we may be subject to significant financial fines and civil or criminal penalties, and may suffer damage to our reputation or brand, which could adversely affect our business and financial results.
In addition, our products and operations are also often subject to the rules of industrial standards bodies, like the International Standards Organization, as well as regulation by other agencies such as the U.S. Federal Communications Commission. We also must comply with work safety rules. If we fail to adequately address any of these regulations, our businesses could be harmed.
Failure to comply with anti-corruption laws could adversely affect our business and result in financial penalties.
Because we have extensive international operations, we must comply with complex foreign and U.S. laws and regulations, such as the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act and other local laws prohibiting corrupt payments to governmental officials, and anti-competition regulations. Although we actively maintain policies and procedures designed to ensure ongoing compliance with these laws and regulations, there can be no assurance that our employees, contractors or agents will not violate these policies and procedures. Violations of these laws and regulations could result in fines and penalties, criminal sanctions, restrictions on our business conduct and on our ability to offer our solutions in one or more countries, and could also materially affect our brand, ability to attract and retain employees, international operations, business and operating results.
Our business and financial results may be adversely affected by various legal and regulatory proceedings.
We are subject to legal proceedings, lawsuits and other claims in the normal course of business and could become subject to additional claims in the future, some of which could be material. On January 1, 2022, Centripetal Networks filed a lawsuit in Federal District Court in Virginia, alleging that certain Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022, Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022, Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight violated Section 377 of the Tariff Act and should be enjoined from importing certain products that are manufactured outside of the U.S. and alleged to infringe Centripetal patents. On December 5, 2023, the ITC issued its Notice of Determination that Keysight did not unfairly import products in violation of Section 337 and the investigation was terminated. Centripetal has appealed this determination. On August 21, 2024, Keysight was served in Germany with a complaint filed in the Unified Patent Court alleging that certain Keysight products sold in Germany, France, Italy and the Netherlands infringe a European Centripetal patent.
Although we deny the allegations and are aggressively defending each case, the outcome of existing proceedings, lawsuits and claims may differ from our expectations because the outcomes of litigation are often difficult to reliably predict. Various factors or developments can lead us to change current estimates of liabilities and related insurance receivables where applicable, or permit us to make such estimates for matters previously not susceptible to reasonable estimates, such as a significant judicial ruling or judgment, a significant settlement, significant regulatory developments or changes in applicable
43

law. A future adverse ruling, settlement or unfavorable development could result in charges that could adversely affect our business, operating results or financial condition.
Our internal controls may be determined to be ineffective, which may adversely affect investor confidence in our company, the value of our stock, and our access to capital.
We devote significant resources and time to comply with various internal control over financial reporting requirements, including the Sarbanes Oxley Act of 2002. However, we cannot be certain that these measures will ensure that we design, implement and maintain adequate control over our financial processes and reporting in the future, especially in the context of acquisitions of other businesses. Any difficulties in the assimilation of acquired businesses into our control system could harm our operating results or cause us to fail to meet our financial reporting obligations. Ineffective internal controls could also cause investors to lose confidence in our reported financial information, which could have a negative effect on the trading price of our stock or on our access to capital, or cause us to be subject to investigation or sanctions by the SEC.
Adverse conditions in the global banking industry and credit markets may adversely impact the value of our cash investments or impair our liquidity.
Our cash and cash equivalents are invested or held in a mix of money market funds, time deposit accounts and bank demand deposit accounts. Disruptions in the financial markets may, in some cases, result in an inability to access assets such as money market funds that traditionally have been viewed as highly liquid. Any failure of our counterparty financial institutions or funds in which we have invested may adversely impact our cash and cash equivalent positions and, in turn, our results and financial condition.
Future investment returns on pension assets may be lower than expected or interest rates may decline, requiring us to make significant additional cash contributions to our future plans.
We sponsor several defined benefit pension plans that cover many of our employees. The Federal Pension Protection Act of 2006 requires that certain capitalization levels be maintained in each of the U.S. plans, and there may be similar funding requirements in the plans outside the U.S. Because it is unknown what the investment return on and the fair value of our pension assets will be in future years or what interest rates and discount rates may be at any point in time, no assurances can be given that applicable law will not require us to make future material plan contributions. Any such contributions could adversely affect our financial condition.
Environmental contamination from past operations could subject us to unreimbursed costs and could harm on-site operations and the future use and value of the properties involved, and environmental contamination caused by ongoing operations could subject us to substantial liabilities in the future.
Some of our properties have been the subject of remediation by HP Inc. (“HP”) for subsurface contaminations that were known at the time of Agilent's separation from HP in 1999. In connection with Agilent's separation from HP, HP and Agilent entered into an agreement pursuant to which HP agreed to retain the liability for this subsurface contamination, perform the required remediation and indemnify Agilent with respect to claims arising out of that contamination. Agilent has assigned its rights and obligations under this agreement to Keysight in respect to facilities transferred to us in the separation. As a result, HP will have access to a limited number of our properties to perform remediation. Although HP agreed to minimize interference with on-site operations at such properties, remediation activities and subsurface contamination may require us to incur unreimbursed costs and could harm on-site operations and the future use and value of the properties. In connection with the separation, Agilent will indemnify us directly for any liabilities related thereto. We cannot be sure that HP will continue to fulfill its remediation obligations or that Agilent will continue to fulfill its indemnification obligations.
On December 17, 2021, Keysight and HP signed a restrictive covenant related to our Santa Rosa facility that prohibits certain uses of the property (such as running a daycare facility, hospital or school) and terminates HP’s remediation obligation related to that facility. HP’s remediation obligations relating to Keysight’s Colorado Springs facility are ongoing.
Our current manufacturing processes involve the use of substances regulated under various international, federal, state and local laws governing the environment. As a result, we may become subject to liabilities for environmental contamination, and these liabilities may be substantial. Although our policy is to apply strict standards for environmental protection at our sites inside and outside the U.S., even if the sites outside the U.S. are not subject to regulations imposed by foreign governments, we may not be aware of all conditions that could subject us to liability.
Risks Related to Our Common Stock
Our share price may fluctuate significantly.
Our common stock is listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “KEYS.” The market price of our common stock may fluctuate widely, depending on many factors, some of which may be beyond our control, including, but not limited to:
44

actual or anticipated fluctuations in our operating results due to factors related to our business;
success or failure of our business strategy;
our quarterly or annual earnings, or those of other companies in our industry;
our ability to obtain third-party financing as needed;
announcements by us or our competitors of significant acquisitions or dispositions;
changes in accounting standards, policies, guidance, interpretations or principles;
the failure of securities analysts to cover our common stock;
changes in earnings estimates by securities analysts or our ability to meet those estimates;
the operating and share price performance of other comparable companies;
investor perception of our company;
natural or other disasters that investors believe may affect us;
overall market fluctuations;
results from any material litigation or government investigations;
changes in laws or regulations affecting our business;
changes to our tax rate that may affect our profitability;
new or expanded trade barriers and restrictions;
economic conditions such as inflation or recession;
geopolitical conflicts; and
other external factors.
Stock markets in general have experienced volatility that has often been unrelated to the operating performance of a particular company. These broad market fluctuations have adversely affected the trading price of our common stock.
When the market price of a company’s shares drops significantly, shareholders often institute securities class action lawsuits against the company. A lawsuit against us could cause us to incur substantial costs and could divert the time and attention of management and other resources.
We do not currently pay dividends on our common stock.
We do not currently pay dividends on our common stock. The payment of any dividends in the future, and the timing and amount thereof, fall within the discretion of our board of directors. The board’s decisions regarding the payment of dividends will depend on many factors, such as our financial condition, earnings, capital requirements, debt service obligations, restrictive covenants in our debt, industry practice, legal requirements, regulatory constraints and other factors that our board of directors deem relevant.
Certain provisions in our amended and restated certificate of incorporation and bylaws, and of Delaware law, may prevent or delay an acquisition of the company, which could decrease the trading price of our common stock.
Our amended and restated certificate of incorporation and amended and restated bylaws contain, and Delaware law contains, provisions that are intended to deter coercive takeover practices and inadequate takeover bids by making such practices or bids unacceptably expensive to the bidder and to encourage prospective acquirers to negotiate with our board of directors rather than to attempt a hostile takeover. These provisions include, but are not limited to:
the inability of our shareholders to call a special meeting;
the inability of our shareholders to act without a meeting of shareholders;
rules regarding how shareholders may present proposals or nominate directors for election at shareholder meetings;
the right of our board of directors to issue preferred stock without shareholder approval;
the division of our board of directors into three classes of directors, with each class serving a staggered three-year term, and this classified board provision could have the effect of making the replacement of incumbent directors more time consuming and difficult;
45

a provision that shareholders may only remove directors with cause; and
the ability of our directors, and not shareholders, to fill vacancies on our board of directors.
In addition, because we have not chosen to be exempt from Section 203 of the Delaware General Corporation Law (the “DGCL”), this provision could also delay or prevent a change of control that some shareholders may favor. Section 203 provides that, subject to limited exceptions, persons that acquire, or are affiliated with a person that acquires, more than 15 percent of the outstanding voting stock of a Delaware corporation (an “interested stockholder”) shall not engage in any business combination with that corporation, including by merger, consolidation or acquisitions of additional shares, for a three-year period following the date on which the person became an interested stockholder, unless (i) prior to such time, the board of directors of such corporation approved either the business combination or the transaction that resulted in the stockholder becoming an interested stockholder; (ii) upon consummation of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85 percent of the voting stock of such corporation at the time the transaction commenced (excluding for purposes of determining the voting stock outstanding (but not the outstanding voting stock owned by the interested stockholder) the voting stock owned by directors who are also officers or held in employee benefit plans in which the employees do not have a confidential right to tender or vote stock held by the plan); or (iii) on or subsequent to such time the business combination is approved by the board of directors of such corporation and authorized at a meeting of shareholders by the affirmative vote of at least two-thirds of the outstanding voting stock of such corporation not owned by the interested stockholder.
We believe these provisions will protect our shareholders from coercive or otherwise unfair takeover tactics by requiring potential acquirers to negotiate with our board of directors and by providing our board of directors with more time to assess any acquisition proposal. These provisions are not intended to make us immune from takeovers. However, these provisions will apply even if the offer may be considered beneficial by some shareholders and could delay or prevent an acquisition that our board of directors determines is not in the best interests of the company and our shareholders. These provisions may also prevent or discourage attempts to remove and replace incumbent directors.
Our amended and restated certificate of incorporation designates that the state courts in the State of Delaware or, if no state court located within the State of Delaware has jurisdiction, the federal court for the District of Delaware, as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our shareholders, which could discourage lawsuits against the company and our directors and officers.
Our amended and restated certificate of incorporation provide that unless the board of directors otherwise determines, the state courts in the State of Delaware or, if no state court located within the State of Delaware has jurisdiction, the federal court for the District of Delaware, will be the sole and exclusive forum for any derivative action or proceeding brought on our behalf, any action asserting a claim of breach of a fiduciary duty owed by any of our directors or officers to the company or our shareholders, any action asserting a claim against us or any of our directors or officers arising pursuant to any provision of the DGCL or Keysight's amended and restated certificate of incorporation or bylaws, or any action asserting a claim against us or any of our directors or officers governed by the internal affairs doctrine. This exclusive forum provision may limit the ability of our shareholders to bring a claim in a judicial forum that such shareholders find favorable for disputes with us or our directors or officers, which may discourage such lawsuits against us and our directors and officers.
46

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
The table below summarizes information about the company’s purchases, based on trade date; of its equity securities registered pursuant to Section 12 of the Exchange Act during the quarterly period ended January 31, 2025.
 Period
Total Number of Shares of Common Stock Purchased (1)
Weighted Average Price Paid per Share of Common Stock (2)
Total Number of Shares of Common Stock Purchased as Part of Publicly Announced Plans or Programs (1)
Maximum Approximate Dollar Value of Shares of Common Stock that May Yet Be Purchased Under the Program (1)
November 1, 2024 through November 30, 202435,031$171.2535,031$478,725,453
December 1, 2024 through December 31, 2024189,011$166.63189,011$447,231,060
January 1, 2025 through January 31, 2025224,371$167.13224,371$409,731,240
Total448,413448,413
(1)On March 6, 2023, our board of directors approved a stock repurchase program authorizing the purchase of up to $1,500 million of the company’s common stock. Under our stock repurchase program, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. All such shares and related costs are held as treasury stock and accounted for at trade date using the cost method.
(2)The weighted average price paid per share of common stock does not include the cost of commissions or excise taxes.
Item 5. Other Information
Rule 10b5-1 Trading plans
During the three months ended January 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(c) of Regulation S-K.
47

Item 6. Exhibits
Exhibit 
NumberDescription
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHXBRL Extension Schema Document
101.CALXBRL Extension Calculation Linkbase Document
101.LABXBRL Extension Label Linkbase Document
101.PREXBRL Extension Presentation Linkbase Document
101.DEFXBRL Extension Definition Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
48

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 thereunto duly authorized.
KEYSIGHT TECHNOLOGIES, INC.
Dated:March 6, 2025By:/s/ Neil Dougherty
  Neil Dougherty
  Executive Vice President and Chief Financial Officer
  (Principal Financial Officer)
   
   
Dated:March 6, 2025By:/s/ Lisa M. Poole
  Lisa M. Poole
  Vice President and Corporate Controller
  (Principal Accounting Officer)
    
49

Exhibit 31.1 

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 

I, Satish Dhanasekaran, certify that:

1.I have reviewed this Form 10-Q of Keysight Technologies, Inc. ("the Registrant"); 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report; 

4.The Registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: 

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

d.Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and 

5.The Registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions): 

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and
 
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.
 

 
Date:March 6, 2025 
 /s/ Satish Dhanasekaran
 Satish Dhanasekaran
 President and Chief Executive Officer
 




Exhibit 31.2
 
CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 

I, Neil Dougherty, certify that:

1.I have reviewed this Form 10-Q of Keysight Technologies, Inc. ("the Registrant"); 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report; 

4.The Registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: 

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

d.Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and 

5.The Registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions): 

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and
 
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.

 
Date:March 6, 2025 
 /s/ Neil Dougherty
 Neil Dougherty
 Executive Vice President and Chief Financial Officer
 




Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 

In connection with the Quarterly Report of Keysight Technologies, Inc. (the "Company") on Form 10-Q for the period ended January 31, 2025, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Satish Dhanasekaran, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

  
Date:March 6, 2025/s/ Satish Dhanasekaran
 Satish Dhanasekaran
 President and Chief Executive Officer
 




Exhibit 32.2
 
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 
       
In connection with the Quarterly Report of Keysight Technologies, Inc. (the "Company") on Form 10-Q for the period ended January 31, 2025, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Neil Dougherty, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

  
Date:March 6, 2025/s/ Neil Dougherty
 Neil Dougherty
 Executive Vice President and Chief Financial Officer
 



v3.25.0.1
Cover Page - shares
3 Months Ended
Jan. 31, 2025
Mar. 03, 2025
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jan. 31, 2025  
Entity Central Index Key 0001601046  
Current Fiscal Year End Date --10-31  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q1  
Amendment Flag false  
Document Transition Report false  
Entity File Number 001-36334  
Entity Registrant Name KEYSIGHT TECHNOLOGIES, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 46-4254555  
Entity Address, Address Line One 1400 Fountaingrove Parkway  
Entity Address, City or Town Santa Rosa  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 95403  
City Area Code (800)  
Local Phone Number 829-4444  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Trading Symbol KEYS  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   172,810,514
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($)
shares in Millions, $ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Net revenue:    
Revenues $ 1,298 $ 1,259
Costs and expenses:    
Cost of Goods and Services Sold 478 446
Research and development 249 232
Selling, general and administrative 361 362
Other operating expense (income), net (8) (2)
Total costs and expenses 1,080 1,038
Income from operations 218 221
Interest income 19 23
Interest expense (20) (20)
Other income (expense), net (18) 5
Income before taxes 199 229
Provision for income taxes 30 57
Net income $ 169 $ 172
Net income per share:    
Basic (in dollars per share) $ 0.97 $ 0.98
Diluted (in dollars per share) $ 0.97 $ 0.98
Weighted average shares used in computing net income per share:    
Basic (in shares) 173 175
Diluted (in shares) 174 176
Products    
Net revenue:    
Revenues $ 983 $ 952
Costs and expenses:    
Cost of Goods and Services Sold 375 351
Services and other    
Net revenue:    
Revenues 315 307
Costs and expenses:    
Cost of Goods and Services Sold $ 103 $ 95
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Statement of Comprehensive Income [Abstract]    
Net income $ 169 $ 172
Other comprehensive income (loss):    
Gain (loss) on derivative instruments, net of tax benefit (expense) of zero and $1 (1) (2)
Amounts reclassified into earnings related to derivative instruments, net of tax benefit (expense) of zero (5) (2)
Foreign currency translation, net of tax benefit (expense) of zero (73) 27
Change in net actuarial loss, net of tax expense of zero and $1 0 1
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total (79) 24
Total comprehensive income $ 90 $ 196
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited) (Parenthetical) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Other comprehensive income (loss), tax, parenthetical disclosures [Abstract]    
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax $ 0 $ 1
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, Tax 0 0
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax 0 0
Net defined benefit pension cost and post retirement plan costs, tax [Abstract]    
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, Tax $ 0 $ 1
v3.25.0.1
CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Current assets:    
Cash and cash equivalents $ 2,060 $ 1,796
Accounts receivable, net 797 857
Inventory 1,039 1,022
Other current assets 560 582
Total current assets 4,456 4,257
Property, plant and equipment, net 764 774
Operating lease right-of-use assets 224 234
Goodwill 2,354 2,388
Other intangible assets, net 556 607
Long-term investments 147 110
Long-term deferred tax assets 365 378
Other assets 521 521
Total assets 9,387 9,269
Current liabilities:    
Accounts payable 289 313
Employee compensation and benefits 253 295
Deferred revenue 594 561
Income and other taxes payable 131 90
Operating lease liabilities 43 43
Other accrued liabilities 199 125
Total current liabilities 1,509 1,427
Long-term debt 1,790 1,790
Retirement and post-retirement benefits 79 81
Long-term deferred revenue 209 206
Long-term operating lease liabilities 187 197
Other long-term liabilities 426 463
Total liabilities 4,200 4,164
Commitments and contingencies (Note 13)
Stockholders' equity:    
Preferred stock; $0.01 par value; 100 million shares authorized; none issued and outstanding 0 0
Common stock; $0.01 par value; 1 billion shares authorized; 202 million and 201 million shares issued, respectively 2 2
Treasury stock, at cost; 28.9 million shares and 28.4 million shares, respectively 3,497 3,422
Additional paid-in-capital 2,731 2,664
Retained earnings 6,394 6,225
Accumulated other comprehensive loss (443) (364)
Total stockholders' equity 5,187 5,105
Total liabilities and equity $ 9,387 $ 9,269
v3.25.0.1
CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited) (Parenthetical) - $ / shares
shares in Thousands
Jan. 31, 2025
Oct. 31, 2024
Stockholders' equity:    
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 100,000 100,000
Preferred Stock, Shares Issued 0 0
Preferred Stock, Shares Outstanding 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 1,000,000 1,000,000
Common Stock, Shares, Issued 202,000 201,000
Treasury Stock, Common, Shares 28,900 28,400
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Cash flows from operating activities:    
Net income $ 169 $ 172
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation 31 30
Amortization 35 38
Share-based compensation 62 48
Deferred tax expense (benefit) (10) 6
Excess and obsolete inventory-related charges 9 8
Unrealized loss (gain) on equity and other investments (37) (4)
Other non-cash expenses (income), net 1 0
Changes in assets and liabilities:    
Accounts receivable 53 124
Inventory (26) (42)
Accounts payable (16) 1
Employee compensation and benefits (38) (74)
Deferred revenue 43 27
Income taxes payable 34 38
Other assets and liabilities 68 (44)
Net cash provided by operating activities 378 328
Cash flows from investing activities:    
Investments in property, plant and equipment (32) (47)
Acquisitions of businesses and intangible assets, net of cash acquired 0 (478)
Other investing activities (1) 14
Net cash used in investing activities (33) (511)
Cash flows from financing activities:    
Proceeds from issuance of common stock under employee stock plans 31 32
Payment of taxes related to net share settlement of equity awards (29) (28)
Acquisition of non-controlling interests 0 (458)
Treasury stock repurchases (75) (93)
Other financing activities (1) (1)
Net cash used in financing activities (74) (548)
Effect of exchange rate movements (8) 8
Net increase (decrease) in cash, cash equivalents, and restricted cash 263 (723)
Cash, cash equivalents, and restricted cash at beginning of period 1,814 2,488
Cash, cash equivalents, and restricted cash at end of period 2,077 1,765
Supplemental Cash Flow Elements [Abstract]    
Interest payments 0 0
Income tax paid, net 9 12
Investments in property, plant and equipment included in accounts payable $ 13 $ 15
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENT OF EQUITY Statement - USD ($)
$ in Millions
Total
ESI Group SA
Common Stock [Member]
Additional Paid-in Capital [Member]
Treasury Stock, Common
Retained Earnings [Member]
AOCI Including Portion Attributable to Noncontrolling Interest [Member]
Noncontrolling Interest
ESI Group SA
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Total $ 176              
Common Stock, Shares, Outstanding beginning at Oct. 31, 2023     199,771,000          
Treasury Stock, Shares beginning at Oct. 31, 2023         (25,449,000)      
Stockholders' Equity, Balance beginning at Oct. 31, 2023 4,654 $ 0 $ 2 $ 2,487 $ (2,980) $ 5,611 $ (466)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock (shares)     850,000          
Issuance of common stock 32     32        
Taxes related to net share settlement of equity awards (28)     (28)        
Share-based compensation $ 52     52        
Treasury Stock, Shares, Acquired (624,961)       (625,000)      
Repurchase of common stock $ (93)       $ (93)      
Net income 172         172    
Other comprehensive income (loss), net of tax 24           24  
Net Income (Loss) Attributable to Noncontrolling Interest               $ 4
Noncontrolling Interest, Increase from Business Combination 458             458
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests (458)     4       $ (462)
Common Stock, Shares, Outstanding ending at Jan. 31, 2024     200,621,000          
Treasury Stock, Shares ending at Jan. 31, 2024         (26,074,000)      
Stockholders' Equity, Balance ending at Jan. 31, 2024 4,817 0 $ 2 2,547 $ (3,073) 5,783 (442)  
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Total $ 169              
Common Stock, Shares, Outstanding beginning at Oct. 31, 2024     201,008,000          
Treasury Stock, Shares beginning at Oct. 31, 2024 28,400,000       (28,424,000)      
Stockholders' Equity, Balance beginning at Oct. 31, 2024 $ 5,105 0 $ 2 2,664 $ (3,422) 6,225 (364)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock (shares)     673,000          
Issuance of common stock 31     31        
Taxes related to net share settlement of equity awards (29)     (29)        
Share-based compensation $ 65     65        
Treasury Stock, Shares, Acquired (448,413)       (449,000)      
Repurchase of common stock $ (75)       $ (75)      
Net income 169         169    
Other comprehensive income (loss), net of tax $ (79)           (79)  
Common Stock, Shares, Outstanding ending at Jan. 31, 2025     201,681,000          
Treasury Stock, Shares ending at Jan. 31, 2025 28,900,000       (28,873,000)      
Stockholders' Equity, Balance ending at Jan. 31, 2025 $ 5,187 $ 0 $ 2 $ 2,731 $ (3,497) $ 6,394 $ (443)  
v3.25.0.1
OVERVIEW, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Jan. 31, 2025
Accounting Policies [Abstract]  
OVERVIEW, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1.    OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Overview. Keysight Technologies, Inc. (“we,” “us,” “our,” “Keysight” or “the company”), incorporated in Delaware on December 6, 2013, is a global innovator in the computing, communications and electronics market, committed to advancing our customers’ business success by helping them solve critical challenges in the development and commercialization of their products and services. Our mission, “accelerating innovation to connect and secure the world,” speaks to the value we provide our customers in a world of ever-increasing technological complexity. We deliver this value through a broad range of design and test solutions that address the critical challenges our customers face in bringing their innovations to market on ever-shorter schedules.
Our fiscal year-end is October 31, and our fiscal quarters end on January 31, April 30 and July 31. Unless otherwise stated, these dates refer to our fiscal year and fiscal quarters.
Basis of Presentation. We have prepared the accompanying financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. The accompanying financial statements and information should be read in conjunction with our Annual Report on Form 10-K.
In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary to state fairly our financial position as of January 31, 2025 and October 31, 2024, results of operations for the three months ended January 31, 2025 and 2024, and cash flows for the three months ended January 31, 2025 and 2024.
Principles of consolidation. The condensed consolidated financial statements include the accounts of the company and our wholly- and majority-owned subsidiaries. All significant inter-company transactions have been eliminated. The condensed consolidated financial statements also reflect the impact of non-controlling interests. Non-controlling interests do not have a significant impact on the condensed consolidated results of operations; therefore, net income attributable to non-controlling interests for the three months ended January 31, 2024 of $4 million is not presented separately and is included in “other income (expense), net” in the condensed consolidated statements of operations.
Use of Estimates. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management’s knowledge of current events and actions that may impact the company in the future, actual results may be different from the estimates.
Update to Significant Accounting Policies. There have been no material changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
New Accounting Pronouncements.
Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance that requires disclosure of significant segment expenses and other segment items used by the Chief Operating Decision Maker (“CODM”) on an annual and interim basis as well as provide in interim periods substantially all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, the ASU requires the disclosure of the title and position of the CODM. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. This ASU will have no impact on our results of operations, cash flows or financial condition. We will apply the amendments in this ASU retrospectively to all prior period disclosures presented in the financial statements upon adoption.
ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. In December 2023, the FASB issued guidance that requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax related disclosures. This standard is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements and disclosures.
ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. In November 2024, the FASB issued guidance that requires disclosure of additional expense information on an annual and interim basis, including inventory purchases, employee compensation, depreciation and intangible asset amortization included within each income statement expense caption. This standard is effective for fiscal years beginning after December 15, 2026. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements and disclosures.
Other amendments to GAAP that do not require adoption until a future date are not expected to have a material impact on our condensed consolidated financial statements upon adoption.
v3.25.0.1
ACQUISITIONS
3 Months Ended
Jan. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Business Combination Disclosure
2.    ACQUISITIONS
On November 3, 2023, we acquired 50.6% of the share capital of ESI Group SA (“ESI Group”) for $477 million, net of cash acquired, using existing cash. During January 2024, we completed the acquisition of the remaining share capital of ESI Group for $458 million, using existing cash. The company entered into put/call agreements valued at $7 million for certain ESI Group equity awards, subject to a holding period that may extend beyond the explicit vesting period, for the right to receive a cash payment equal to the public tender offer consideration of 155 euros per share, which was substantially paid in the third quarter of fiscal year 2024.
The following represents pro forma operating results as if ESI Group had been included in the company's consolidated statements of operations as of the beginning of fiscal 2023 (in millions, except per share amounts):
Three Months Ended
January 31, 2024
Net revenue$1,259 
Net income$186 
Net income per share - Basic$1.07 
Net income per share - Diluted$1.06 
The unaudited pro forma financial information for the three months ended January 31, 2024 combines the historical results of Keysight and ESI Group for the three months ended January 31, 2024, assuming that the companies were combined as of November 1, 2022 and includes business combination accounting effects from the acquisition including amortization charges from acquired intangible assets and tax-related effects. The pro forma information as presented above is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of fiscal 2023.
v3.25.0.1
REVENUE (Notes)
3 Months Ended
Jan. 31, 2024
Revenue from Contract with Customer [Abstract]  
Revenue from Contract with Customer [Text Block]
3.    REVENUE
Disaggregation of Revenue
We disaggregate our revenue from contracts with customers by geographic region, end market, and timing of revenue recognition, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Disaggregated revenue is presented for each of our reportable segments, Communications Solutions Group (“CSG”) and Electronics Industrial Solutions Group (“EISG”).
Three Months Ended
January 31,
20252024
CSGEISGTotalCSGEISGTotal
 (in millions)
Region
Americas$448 $103 $551 $417 $97 $514 
Europe137 122 259 132 123 255 
Asia Pacific298 190 488 290 200 490 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
End Market
Aerospace, Defense & Government$311 $— $311 $295 $— $295 
Commercial Communications572 — 572 544 — 544 
Electronic Industrial— 415 415 — 420 420 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
Timing of Revenue Recognition
Revenue recognized at a point in time$700 $346 $1,046 $654 $346 $1,000 
Revenue recognized over time183 69 252 185 74 259 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
Contract Balances
Contract assets
Contract assets consist of unbilled receivables that are recorded when revenue is recognized in advance of scheduled billings to our customers. These amounts are primarily related to solutions and support arrangements when transfer of control has occurred, but we have not yet invoiced. The contract assets balance was $116 million and $88 million as of January 31, 2025 and October 31, 2024, respectively, and is included in “accounts receivables, net” and “other assets” in the condensed consolidated balance sheet.
Contract costs
We capitalize costs incurred to acquire contracts for which the associated revenue is expected to be recognized in future periods. We have determined that certain employee and third-party representative commission programs meet the requirements to be capitalized. These costs are initially deferred and typically amortized over the term of the customer contract, which corresponds to the period of benefit. Capitalized contract costs were $33 million and $35 million as of January 31, 2025 and October 31, 2024, respectively, and are included in “other current assets” and “other assets” in the condensed consolidated balance sheet. The amortization expense associated with these capitalized costs was $14 million and $16 million for the three months ended January 31, 2025, and 2024, respectively.
Contract liabilities
Our contract liabilities consist of deferred revenue that arises when we receive consideration in advance of providing the goods or services promised in the contract. Contract liabilities are primarily generated from customer deposits received in advance of shipments for products or rendering of services and are recognized as revenue when products are shipped or services are provided to the customer. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue.
The following table provides a roll-forward of our contract liabilities, current and non-current:
Three Months Ended
January 31, 2025
(in millions)
Balance at October 31, 2024$767 
Deferral of revenue billed in current period, net of recognition246 
Revenue recognized that was deferred as of the beginning of the period(204)
Foreign currency translation impact(6)
Balance at January 31, 2025$803 
Remaining Performance Obligations
Our expected remaining performance obligations, excluding contracts that have an original expected duration of one year or less, was approximately $550 million as of January 31, 2025, and represents the company’s obligation to deliver products and services and obtain customer acceptance on delivered products. As of January 31, 2025, we expect to fulfill 47 percent of these remaining performance obligations during the remainder of 2025, 32 percent during 2026, and 21 percent thereafter.
v3.25.0.1
SHARE-BASED COMPENSATION
3 Months Ended
Jan. 31, 2025
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
SHARE-BASED COMPENSATION
4.    SHARE-BASED COMPENSATION
Keysight accounts for share-based awards in accordance with the provisions of the authoritative accounting guidance, which requires the measurement and recognition of compensation expense for all share-based payment awards made to our employees and directors, including restricted stock units (“RSUs”), employee stock purchases made under our Employee Stock Purchase Plan (“ESPP”), and performance share awards granted to selected members of our senior management under the Long-Term Performance (“LTP”) Program, based on estimated fair values. The impact of share-based compensation expense on the condensed consolidated statement of operations was as follows:
Three Months Ended
January 31,
 20252024
 (in millions)
Cost of products and services$11 $
Research and development16 13 
Selling, general and administrative35 29 
Total share-based compensation expense$62 $50 
Share-based compensation capitalized within inventory was $6 million as of January 31, 2025 and $4 million as of January 31, 2024.
Performance awards based on total shareholder return (“TSR”) are valued using a Monte Carlo simulation model, which requires the use of highly subjective and complex assumptions, including the price volatility of the underlying stock. The valuation is performed annually in the first quarter at the time of annual grants. The estimated fair value of RSUs and the financial metrics-based performance awards (both operating margin and earnings per share) is determined based on the market price of Keysight’s common stock on the grant date. The compensation cost for financial metrics-based performance awards reflects the cost of awards that are probable to vest at the end of the performance period.
The following assumptions were used to estimate the fair value of TSR-based performance awards:
Three Months Ended
January 31,
 20252024
Volatility of Keysight shares32 %29 %
Volatility of peer group31 %18 %
Price-wise correlation with peer group31 %69 %
The above assumptions reflect the impact of a change in the peer group comparison for the performance awards granted in fiscal year 2025 from the S&P 500 index to the individual constituents of the S&P 500 index.
v3.25.0.1
INCOME TAXES
3 Months Ended
Jan. 31, 2025
Income Tax Disclosure [Abstract]  
INCOME TAXES
5.    INCOME TAXES
The following table provides income tax details:
 Three Months Ended
January 31,
 20252024
(in millions, except percentages)
Income before taxes$199$229
Provision for income taxes$30$57
Effective tax rate15.3 %24.5 %
The effective tax rate for the three months ended January 31, 2025 was lower than the statutory federal income tax rate primarily due to a lower effective tax rate on foreign earnings, partially offset by U.S. taxes on foreign earnings and the impact of Pillar Two minimum taxes.
The Organization for Economic Cooperation and Development (“OECD”) reached agreement among certain member countries to implement a minimum 15 percent tax rate on certain multinational enterprises, commonly referred to as Pillar Two. Assorted countries have enacted legislation to adopt Pillar Two model rules. A subset of rules are effective for Keysight in the current year, with the remaining rules effective as of November 1, 2025. While Keysight expects to qualify for transitional safe harbor relief in most jurisdictions in which Pillar Two rules are in effect, there are a limited number of jurisdictions where Keysight expects Pillar Two minimum taxes to potentially apply. The income tax provision for the three months ended January 31, 2025 includes the effects of Pillar Two minimum taxes based on currently enacted legislation and administrative guidance. Keysight continues to closely monitor Pillar Two developments, including the release of additional administrative guidance and the U.S. response to Pillar Two minimum taxes.
The tax expense for the three months ended January 31, 2025 was lower compared to the same period last year, primarily due to decreases in Global Intangible Low Taxed Income (“GILTI”) tax and income before taxes.
On June 14, 2019, the U.S. Department of the Treasury (“Treasury”) issued final regulations relating to GILTI under IRC § 951A (the “tax regulations”). The tax regulations contained language that disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. In the third quarter of 2024, we concluded that Treasury exceeded its regulatory authority, and the intangible asset amortization should be deductible. We amended our U.S. federal income tax returns for the open tax years to claim the deduction and filed a lawsuit seeking a tax refund. See Note 13, “Commitments and Contingencies,” for additional information. The GILTI tax benefit resulting from the current year intangible amortization is considered in the tax expense for the three months ended January 31, 2025, but not in the comparable period. The Singapore intangible assets will continue to be amortized for GILTI tax purposes until 2033. If we are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, which would most likely result in a material increase in the effective tax rate and income tax liability.
The income tax expense for the three months ended January 31, 2025 included a net discrete benefit of $1 million. The income tax expense for the three months ended January 31, 2024 included a net discrete expense of $2 million.
Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Malaysia tax incentive expires October 31, 2025. The Singapore tax incentive expires July 31, 2029. The impact of the tax incentives decreased income taxes by $12 million for the three months ended January 31, 2025.
The open tax years for the U.S. federal income tax return and most state income tax returns are from November 1, 2019 through the current tax year. For the majority of our non-U.S. entities, the open tax years are from November 1, 2019 through the current tax year.
At this time, management does not believe that the outcome of any future or currently ongoing examination will have a material impact on our consolidated financial statements. We believe that we have an adequate provision for any adjustments that may result from tax examinations. However, the outcome of tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations. If that were to occur, it could have an impact on our effective tax rate in the period in which such examinations are resolved.
v3.25.0.1
NET INCOME PER SHARE
3 Months Ended
Jan. 31, 2025
Earnings Per Share [Abstract]  
NET INCOME PER SHARE
6.    NET INCOME PER SHARE
The following table presents the calculation of basic and diluted net income per share:
Three Months Ended
January 31,
 20252024
(in millions, except per-share amounts)
Net income$169 $172 
Basic weighted-average shares173 175 
Potential common shares
Diluted weighted-average shares174 176 
Net income per share - basic$0.97 $0.98 
Net income per share - diluted$0.97 $0.98 
Potentially dilutive shares whose effect would have been antidilutive are excluded from the computation of diluted net income per share. The number of shares excluded was not material for the three months ended January 31, 2025 and 2024
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS
3 Months Ended
Jan. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND OTHER INTANGIBLE ASSETS
7.    GOODWILL AND OTHER INTANGIBLE ASSETS
The goodwill balances as of January 31, 2025 and October 31, 2024, and the activity for the three months ended January 31, 2025 for each of our reportable segments were as follows:
 CSGEISGTotal
 (in millions)
Goodwill at October 31, 2024$1,240 $1,148 $2,388 
Foreign currency translation impact(11)(23)(34)
Goodwill at January 31, 2025$1,229 $1,125 $2,354 
There were no impairments of goodwill for the three months ended January 31, 2025 and 2024. As of January 31, 2025 and October 31, 2024, the accumulated impairment loss on goodwill was $709 million as recorded within the CSG reportable segment.
Other intangible assets as of January 31, 2025 and October 31, 2024 consisted of the following:
 January 31, 2025October 31, 2024
 Gross
Carrying
Amount
Accumulated
Amortization
Net Book
Value
Gross
Carrying
Amount
Accumulated
Amortization
Net Book
Value
 (in millions)
Developed technology$1,386 $1,036 $350 $1,377 $1,018 $359 
Backlog37 27 10 37 25 12 
Trademark/Tradename38 37 38 36 
Customer relationships582 409 173 587 398 189 
Total amortizable intangible assets$2,043 $1,509 $534 $2,039 $1,477 $562 
In-Process R&D22 — 22 45 — 45 
Total$2,065 $1,509 $556 $2,084 $1,477 $607 
During the three months ended January 31, 2025, we transferred $22 million from in-process R&D to developed technology as projects were successfully completed. During the three months ended January 31, 2025, foreign exchange translation had an unfavorable impact of $19 million on other intangible assets. Amortization of other intangible assets was $32 million and $38 million for the three months ended January 31, 2025 and 2024, respectively.
Goodwill is assessed for impairment on a reporting unit basis at least annually in the fourth quarter of each year, or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The company has not identified any triggering events that indicate an impairment of goodwill for the three months ended January 31, 2025.
Estimated intangible assets amortization expense for each of the five succeeding fiscal years is as follows:
Amortization expense
(in millions)
2025 (remainder)$93 
2026$113 
2027$101 
2028$98 
2029$89 
2030$15 
Thereafter$25 
v3.25.0.1
FAIR VALUE MEASUREMENTS
3 Months Ended
Jan. 31, 2025
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS
8.    FAIR VALUE MEASUREMENTS
The authoritative guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, we consider the principal or most advantageous market and assumptions that market participants would use when pricing the asset or liability.
Fair Value Hierarchy
The guidance establishes a fair value hierarchy that prioritizes inputs used in valuation techniques into three levels. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. There are three levels of inputs that may be used to measure fair value:
Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, for the asset or liability such as: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in less active markets; or other inputs that can be derived principally from, or corroborated by, observable market data.
Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
Financial assets and liabilities measured at fair value on a recurring basis as of January 31, 2025 and October 31, 2024 were as follows:
Fair Value Measurements at
 January 31, 2025October 31, 2024
 TotalLevel 1Level 2Level 3OtherTotalLevel 1Level 2Level 3Other
 (in millions)
Assets:        
Short-term        
Money market funds$1,361 $1,361 $— $— $— $1,141 $1,141 $— $— $— 
Derivative instruments (foreign exchange contracts)— — — 38 — 38 — — 
Long-term
Equity investments116 116 — — — 80 80 — — — 
Investments - other31 — — — 31 29 — — — 29 
Total assets measured at fair value$1,516 $1,477 $$— $31 $1,288 $1,221 $38 $— $29 
Liabilities:        
Short-term
Derivative instruments (foreign exchange contracts)$52 $— $52 $— $— $$— $$— $— 
Long-term
Deferred compensation liability35 — 35 — — 34 — 34 — — 
Total liabilities measured at fair value$87 $— $87 $— $— $40 $— $40 $— $— 
Our money market funds and equity investments with readily determinable fair values are measured at fair value using quoted market prices and, therefore, are classified within Level 1 of the fair value hierarchy. Equity and fixed income investments or convertible notes without readily determinable fair values that are either measured at cost, adjusted for observable changes in price or impairments, or accounted for under a measurement alternative are not categorized in the fair value hierarchy and are presented as “investments - other” in the table above. Our deferred compensation liability is classified as Level 2 because the inputs used in the calculations are observable, although the values are not directly based on quoted market prices. Our derivative financial instruments are classified within Level 2 as there is not an active market for each hedge contract, but the inputs used to calculate the value of the instruments are tied to active markets.
Equity investments, including securities that are earmarked to pay the deferred compensation liability, are reported at fair value, with gains or losses resulting from changes in fair value recognized in earnings within “other income (expense), net” in the condensed consolidated statement of operations. Certain derivative instruments are reported at fair value, with unrealized gains and losses, net of tax, included in “accumulated other comprehensive income (loss).”
There were no realized gains or losses from the sale of investments for the three months ended January 31, 2025 and 2024, respectively. Net unrealized gain (loss) on our equity and other investments was as follows:
Three Months Ended
January 31,
20252024
 (in millions)
Net unrealized gain (loss) on equity and other investments still held$38 $
v3.25.0.1
DERIVATIVES
3 Months Ended
Jan. 31, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVES
9.    DERIVATIVES
We are exposed to foreign currency exchange rate fluctuations and interest rate changes in the normal course of our business. As part of our risk management strategy, we use derivative instruments, primarily forward contracts, to hedge economic and/or accounting exposures resulting from changes in foreign currency exchange rates.
Cash Flow Hedges
We enter into foreign exchange contracts to hedge our forecasted operational cash flow exposures resulting from changes in foreign currency exchange rates. These foreign exchange contracts, carried at fair value, have maturities based on a rolling
period of up to twelve months. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance.
In 2020, we entered into forward-starting interest rate swaps with an aggregate notional amount of $600 million in connection with future interest payments on the issuance of $600 million in unsecured senior notes (“2034 Senior Notes”). In 2023, we terminated the interest rate swap agreements, resulting in a deferred gain of $107 million recognized in “accumulated other comprehensive income (loss)” that is being amortized to interest expense over the term of the 2034 Senior Notes. The remaining gain to be amortized related to the interest rate swap agreements was $103 million as of January 31, 2025.
Non-designated Hedges
Additionally, we periodically enter into foreign exchange contracts to hedge monetary assets and liabilities that are denominated in currencies other than the functional currency of our subsidiaries.
In 2024, we entered into foreign exchange forward contracts with an aggregate notional amount of 1.2 billion pounds sterling to mitigate the currency exchange risk associated with a planned acquisition. These foreign exchange contracts do not qualify for hedge accounting treatment and are not designated as hedging instruments. For the three months ended January 31, 2025, the net unrealized loss on outstanding contracts was $68 million, recorded in “other income (expense), net” in the condensed consolidated statement of operations. As of January 31, 2025, the net unrealized loss on outstanding contracts was $45 million, recorded in “other accrued liabilities” in the condensed consolidated balance sheet.
In connection with the acquisition of ESI Group, we entered into foreign exchange forward contracts to mitigate the currency exchange risk associated with the payment of the purchase price in euros. The aggregate notional amount of the currencies hedged was 930 million euros as of October 31, 2023. These foreign exchange contracts did not qualify for hedge accounting treatment and were not designated as hedging instruments. For the three months ended January 31, 2024, these foreign exchange forward contracts were settled using existing cash of $63 million, resulting in a loss of $18 million recorded in “other income (expense), net” in the condensed consolidated statement of operations.
The number of open foreign exchange forward contracts designated as “cash flow hedges” and “not designated as hedging instruments” was 218 and 86, respectively, as of January 31, 2025. The aggregated notional amounts by currency and designation as of January 31, 2025 were as follows:
 Derivatives in Cash Flow Hedging RelationshipsDerivatives Not Designated as Hedging Instruments
 Forward
Contracts
Forward
Contracts
CurrencyBuy/(Sell)Buy/(Sell)
 (in millions)
Euro$17 $
Pounds Sterling15 1,578 
Singapore Dollar33 28 
Malaysian Ringgit110 
Japanese Yen(136)(57)
Other currencies(41)26 
Total$(2)$1,590 
Derivative instruments are subject to master netting arrangements and are disclosed at their gross fair value in the condensed consolidated balance sheet. The gross fair values and balance sheet presentation of derivative instruments held as of January 31, 2025 and October 31, 2024 were as follows:
Fair Values of Derivative Instruments
Assets DerivativesLiabilities Derivatives
Fair Value Fair Value
Balance Sheet LocationJanuary 31, 2025October 31, 2024Balance Sheet LocationJanuary 31, 2025October 31, 2024
(in millions)
Derivatives designated as hedging instruments:     
Cash flow hedges
Foreign exchange contracts     
Other current assets$$Other accrued liabilities$$
Derivatives not designated as hedging instruments:     
Foreign exchange contracts     
Other current assets30 Other accrued liabilities48 
Total derivatives$$38  $52 $
The effect of derivative instruments for foreign exchange contracts designated as hedging instruments and not designated as hedging instruments in the condensed consolidated statement of operations was as follows:
Three Months Ended
January 31,
20252024
 (in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)$(1)$(3)
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:
Cost of products$$
Selling, general and administrative$— $(1)
Interest expense$$— 
Gain (loss) excluded from effectiveness testing recognized in earnings based on amortization approach:
Cost of products$$
Derivatives not designated as hedging instruments:
Gain (loss) recognized in:
Other income (expense), net$(72)$(17)
The estimated amount as of January 31, 2025 expected to be reclassified from accumulated other comprehensive income (loss) to earnings within the next twelve months is a gain of $12 million.
v3.25.0.1
DEBT
3 Months Ended
Jan. 31, 2025
Debt Disclosure [Abstract]  
DEBT
10.    DEBT
The following table summarizes the components of our debt:
January 31, 2025October 31, 2024
(in millions)
2027 Senior Notes at 4.60% ($700 face amount less unamortized costs of $2 and $2)
$698 $698 
2029 Senior Notes at 3.00% ($500 face amount less unamortized costs of $2 and $2)
498 498 
2034 Senior Notes at 4.95% ($600 face amount less unamortized costs of $6 and $6)
594 594 
Total debt$1,790 $1,790 
        
Senior Notes
There have been no changes to the principal, maturity, interest rates and interest payment terms of the senior notes during the three months ended January 31, 2025 as compared to the senior notes described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
The fair value of our debt, calculated from quoted prices that are Level 1 inputs under the accounting guidance fair value hierarchy, is approximately $1,732 million and $1,739 million as of January 31, 2025 and October 31, 2024, respectively.
Revolving Credit Facility
On July 30, 2021, we entered into an amended and restated credit agreement (the “Revolving Credit Facility”), which provides a $750 million five-year unsecured revolving credit facility that expires on July 30, 2026. Borrowings under the facility bear an annual interest rate of SOFR + 1.1 percent along with a facility fee of 0.125 percent per annum. In addition, the Revolving Credit Facility permits the company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $250 million in the aggregate. We may use amounts borrowed under the Revolving Credit Facility for general corporate purposes. As of January 31, 2025 and October 31, 2024, we had no borrowings outstanding under the Revolving Credit Facility. We were in compliance with the covenants of the Revolving Credit Facility during the three months ended January 31, 2025.
Bridge Facility
On March 28, 2024, we entered into a bridge credit agreement (the “Bridge Facility”) pursuant to which certain lenders agreed to provide a senior unsecured bridge credit facility of up to 1,350 million pounds sterling for the purpose of providing the financing to support a planned acquisition. On July 25, 2024, the Bridge Facility was decreased to 1,232 million pounds sterling. We incurred costs in connection with the Bridge Facility of $7 million that are included in “other current assets” in the condensed consolidated balance sheet and are being amortized to interest expense over the term of the Bridge Facility.
Letters of Credit
As of January 31, 2025 and October 31, 2024, we had $39 million and $43 million, respectively, of outstanding letters of credit and surety bonds that were issued by various lenders.
v3.25.0.1
RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS
3 Months Ended
Jan. 31, 2025
Retirement Benefits [Abstract]  
RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS
11.    RETIREMENT PLANS AND POST-RETIREMENT BENEFIT PLANS
For the three months ended January 31, 2025 and 2024, our net pension and post-retirement benefit cost (benefit) consisted of the following:
 Pensions 
 U.S. Defined Benefit PlansNon-U.S. Defined Benefit
Plans
U.S. Post-Retirement
Benefit Plan
 Three Months Ended
January 31,
 202520242025202420252024
(in millions)
Service cost—benefits earned during the period$$$$$— $— 
Interest cost on benefit obligation10 10 
Expected return on plan assets(13)(12)(15)(13)(3)(3)
Amortization of net actuarial loss (gain)(1)— — 
Net periodic benefit cost (benefit)$$$(5)$— $(1)$(1)
We record the service cost component of net periodic benefit cost (benefit) in the same line item as other employee compensation costs. The non-service components of net periodic benefit cost (benefit), such as interest cost, expected return on assets, amortization of prior service cost, and actuarial gains or losses, are recorded within “other income (expense), net” in the condensed consolidated statement of operations.
We did not contribute to our U.S. defined benefit plans or U.S. post-retirement benefit plan during the three months ended January 31, 2025 and 2024. We contributed $3 million to our non-U.S. defined benefit plans during the three months ended January 31, 2025 and 2024.
For the remainder of 2025, we do not expect to contribute to our U.S. defined benefit plan and U.S. post-retirement benefit plan, and we expect to contribute $7 million to our non-U.S. defined benefit plans. The amounts we contribute depend upon, among other things, legal requirements, underlying asset returns, the plan’s funded status, the anticipated tax deductibility of the contribution, local practices, employee retirements, market conditions, interest rates and other factors.
v3.25.0.1
SUPPLEMENTAL FINANCIAL INFORMATION (Notes)
3 Months Ended
Jan. 31, 2025
Disclosure Text Block [Abstract]  
Additional Financial Information Disclosure
12.    SUPPLEMENTAL FINANCIAL INFORMATION
The following tables provide details of selected balance sheet items:
Cash, cash equivalents, and restricted cash
January 31, 2025October 31, 2024
(in millions)
Cash and cash equivalents$2,060 $1,796 
Restricted cash included in other assets17 18 
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows$2,077 $1,814 
Restricted cash relates primarily to deficit reduction contributions to an escrow account for one of our non-U.S. defined benefit pension plans and deposits held as collateral against bank guarantees.
Inventory
 January 31, 2025October 31, 2024
 (in millions)
Finished goods$380 $375 
Purchased parts and fabricated assemblies659 647 
Total inventory$1,039 $1,022 
Leases
The following table summarizes the components of our lease cost:
Three Months Ended
January 31,
20252024
(in millions)
Operating lease cost$15 $15 
Variable lease cost$$
Supplemental information related to our operating leases was as follows:
Three Months Ended
January 31,
20252024
(in millions)
Cash payment for operating leases$14 $14 
Right-of-use assets obtained in exchange for operating lease obligations$$12 
Standard warranty
Warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years. We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within “cost of products” at the time related product revenue is recognized.
Activity related to the standard warranty accrual, which is included in “other accrued liabilities” and “other long-term liabilities” in the condensed consolidated balance sheet, is as follows:
 Three Months Ended
January 31,
 20252024
 (in millions)
Beginning balance$31 $36 
Accruals for warranties, including change in estimates
Settlements made during the period(6)(7)
Ending balance$30 $36 
Accruals for warranties due within one year$18 $22 
Accruals for warranties due after one year12 14 
Ending balance $30 $36 
Other current assets
 January 31, 2025October 31, 2024
 (in millions)
Prepaid assets$298 $287 
Tax receivables144 138 
Other current assets118 157 
Total other current assets$560 $582 
Prepaid assets include deposits paid in advance to contract manufacturers of $198 million and $200 million as of January 31, 2025 and October 31, 2024, respectively.
v3.25.0.1
COMMITMENTS AND CONTINGENCIES
3 Months Ended
Jan. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES
13.    COMMITMENTS AND CONTINGENCIES
Commitments
During the three months ended January 31, 2025, there were no material changes to the purchase commitments as reported in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
Contingencies
On January 1, 2022, Centripetal Networks filed a lawsuit in Federal District Court in Virginia, alleging that certain Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022 Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022 Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight violated Section 337 of the Tariff Act (“Section 337”) and should be enjoined from importing certain products that are manufactured outside of the U.S. and which are alleged to infringe Centripetal patents. On December 5, 2023, the ITC issued its Notice of Determination that Keysight did not unfairly import products in violation of Section 337 and the investigation was terminated. Centripetal has appealed this determination. On August 21, 2024, Keysight was served in Germany with a complaint filed in the Unified Patent Court alleging that certain Keysight products sold in Germany, France, Italy and the Netherlands infringe a European Centripetal patent. We deny the allegations and are aggressively defending each case.
On June 14, 2019, the U.S. Treasury issued final regulations relating to GILTI under the tax regulations. The tax regulations contained language which disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. During the third quarter of fiscal year 2024, we concluded, in response to recent U.S. Supreme Court decisions on a number of relevant cases, the evolving global tax landscape and other changes in circumstances, that Treasury exceeded its regulatory authority and the intangible asset amortization should be deductible. In response, we amended our U.S. federal income tax returns for the open tax years to claim the deduction and recognized the discrete benefit in the condensed consolidated financial statements. We believe the position meets the more likely than not recognition threshold.
On January 23, 2025, we filed a lawsuit against the United States of America in the United States Court of Federal Claims seeking a tax refund of $107 million, or such greater amount allowed by law, plus any other amount, including interest and cost, allowed by law. We intend to vigorously defend our position. The outcome cannot be predicted with certainty. If we
are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, most likely resulting in a material increase in the effective tax rate and income tax liability.
Although there are no matters pending that we currently believe are probable and reasonably possible of having a material impact to our business, consolidated financial position, or results of operations or cash flows, the outcome of litigation is inherently uncertain and is difficult to predict. An adverse outcome in any outstanding lawsuit or proceeding could result in significant monetary damages or injunctive relief. If adverse results are above management’s expectations or are unforeseen, management may not have accrued for the liability, which could impact our results in future periods.
We are also involved in lawsuits, claims, investigations and proceedings, including, but not limited to, patent, employment, commercial and environmental matters, which arise in the ordinary course of business.
Legal Matters and Contingencies
Contingencies
On January 1, 2022, Centripetal Networks filed a lawsuit in Federal District Court in Virginia, alleging that certain Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022 Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022 Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight violated Section 337 of the Tariff Act (“Section 337”) and should be enjoined from importing certain products that are manufactured outside of the U.S. and which are alleged to infringe Centripetal patents. On December 5, 2023, the ITC issued its Notice of Determination that Keysight did not unfairly import products in violation of Section 337 and the investigation was terminated. Centripetal has appealed this determination. On August 21, 2024, Keysight was served in Germany with a complaint filed in the Unified Patent Court alleging that certain Keysight products sold in Germany, France, Italy and the Netherlands infringe a European Centripetal patent. We deny the allegations and are aggressively defending each case.
On June 14, 2019, the U.S. Treasury issued final regulations relating to GILTI under the tax regulations. The tax regulations contained language which disallowed GILTI tax deductions for intangible asset amortization resulting from the Singapore restructuring completed in 2018. During the third quarter of fiscal year 2024, we concluded, in response to recent U.S. Supreme Court decisions on a number of relevant cases, the evolving global tax landscape and other changes in circumstances, that Treasury exceeded its regulatory authority and the intangible asset amortization should be deductible. In response, we amended our U.S. federal income tax returns for the open tax years to claim the deduction and recognized the discrete benefit in the condensed consolidated financial statements. We believe the position meets the more likely than not recognition threshold.
On January 23, 2025, we filed a lawsuit against the United States of America in the United States Court of Federal Claims seeking a tax refund of $107 million, or such greater amount allowed by law, plus any other amount, including interest and cost, allowed by law. We intend to vigorously defend our position. The outcome cannot be predicted with certainty. If we
are ultimately unsuccessful in defending our refund claim, we will be required to reverse the benefit previously recorded, most likely resulting in a material increase in the effective tax rate and income tax liability.
Although there are no matters pending that we currently believe are probable and reasonably possible of having a material impact to our business, consolidated financial position, or results of operations or cash flows, the outcome of litigation is inherently uncertain and is difficult to predict. An adverse outcome in any outstanding lawsuit or proceeding could result in significant monetary damages or injunctive relief. If adverse results are above management’s expectations or are unforeseen, management may not have accrued for the liability, which could impact our results in future periods.
We are also involved in lawsuits, claims, investigations and proceedings, including, but not limited to, patent, employment, commercial and environmental matters, which arise in the ordinary course of business.
v3.25.0.1
STOCKHOLDERS' EQUITY
3 Months Ended
Jan. 31, 2025
Statement of Comprehensive Income [Abstract]  
STOCKHOLDERS EQUITY
14.    STOCKHOLDERS' EQUITY
Stock Repurchase Program
On March 6, 2023, our board of directors approved a stock repurchase program authorizing the purchase of up to $1,500 million of the company’s common stock, of which $410 million remained as of January 31, 2025.
Under our stock repurchase program, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. All such shares and related costs are held as treasury stock and accounted for at the trade date using the cost method. The stock repurchase program may be commenced, suspended or discontinued at any time at the company’s discretion and does not have an expiration date.
For the three months ended January 31, 2025, we repurchased 448,413 shares of common stock for $75 million. For the three months ended January 31, 2024, we repurchased 624,961 shares of common stock for $93 million.
Accumulated Other Comprehensive Loss
Changes in accumulated other comprehensive loss by component and related tax effects for the three months ended January 31, 2025 and 2024 were as follows:
Foreign currency translationNet defined benefit pension cost and post-retirement plan costsGains (losses) on derivativesTotal
(in millions)
As of October 31, 2024$(136)$(317)$89 $(364)
Other comprehensive income (loss) before reclassifications(73)— (1)(74)
Amounts reclassified out of accumulated other comprehensive gain (loss)— — (5)(5)
Tax benefit (expense)— — — — 
Other comprehensive income (loss)(73)— (6)(79)
As of January 31, 2025$(209)$(317)$83 $(443)
As of October 31, 2023$(167)$(388)$89 $(466)
Other comprehensive income (loss) before reclassifications27 — (3)24 
Amounts reclassified out of accumulated other comprehensive gain (loss)— (2)— 
Tax benefit (expense)— (1)— 
Other comprehensive income (loss)27 (4)24 
As of January 31, 2024$(140)$(387)$85 $(442)
Reclassifications out of accumulated other comprehensive loss into earnings for the three months ended January 31, 2025 and 2024 were as follows:
Details about accumulated other comprehensive loss componentsAmounts reclassified from accumulated other comprehensive lossAffected line item in statement of operations
Three Months Ended
January 31,
20252024
(in millions)
Gain (loss) on derivatives$$Cost of products
— (1)Selling, general and administrative
— Interest expense
— — Benefit (provision) for income tax
Net of income tax
Net defined benefit pension cost and post-retirement plan costs:
Net actuarial loss— (2)Other income (expense), net
— Benefit (provision) for income tax
— (1)Net of income tax
Total reclassifications for the period$$Net of income tax
v3.25.0.1
SEGMENT INFORMATION
3 Months Ended
Jan. 31, 2025
Segment Reporting [Abstract]  
SEGMENT INFORMATION
15.     SEGMENT INFORMATION
We report our results in two reportable segments: CSG and EISG. The results of our reportable segments are based on our management reporting system and are not necessarily in conformity with GAAP. The performance of each segment is measured based on several metrics, including income from operations. These results are used, in part, by the chief operating decision maker in evaluating the performance of, and in allocating resources to, each of the segments.
The profitability of each of the segments is measured after excluding share-based compensation expense, amortization of acquisition-related balances, acquisition and integration costs, restructuring costs, interest income, interest expense and other items as noted in the reconciliations below.
Three Months Ended
January 31,
20252024
CSGEISGTotalCSGEISGTotal
 (in millions)
Revenue$883 $415 $1,298 $839 $420 $1,259 
Segment income from operations$240 $114 $354 $226 $129 $355 
The following table reconciles total reportable operating segments’ income from operations to our income before taxes, as reported:
Three Months Ended
 January 31,
 20252024
 (in millions)
Total reportable segments' income from operations$354 $355 
Share-based compensation(62)(50)
Amortization of acquisition-related balances(33)(38)
Acquisition and integration costs(28)(17)
Restructuring and other(13)(29)
Income from operations, as reported218 221 
Interest income19 23 
Interest expense(20)(20)
Other income (expense), net(18)
Income before taxes, as reported$199 $229 
v3.25.0.1
Pay vs Performance Disclosure - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Pay vs Performance Disclosure    
Net income $ 169 $ 172
v3.25.0.1
Insider Trading Arrangements
3 Months Ended
Jan. 31, 2025
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.0.1
ACQUISITIONS (Tables)
3 Months Ended
Jan. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Business Acquisition, Pro Forma Information
The following represents pro forma operating results as if ESI Group had been included in the company's consolidated statements of operations as of the beginning of fiscal 2023 (in millions, except per share amounts):
Three Months Ended
January 31, 2024
Net revenue$1,259 
Net income$186 
Net income per share - Basic$1.07 
Net income per share - Diluted$1.06 
v3.25.0.1
REVENUE (Tables)
3 Months Ended
Jan. 31, 2025
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue [Table Text Block]
We disaggregate our revenue from contracts with customers by geographic region, end market, and timing of revenue recognition, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Disaggregated revenue is presented for each of our reportable segments, Communications Solutions Group (“CSG”) and Electronics Industrial Solutions Group (“EISG”).
Three Months Ended
January 31,
20252024
CSGEISGTotalCSGEISGTotal
 (in millions)
Region
Americas$448 $103 $551 $417 $97 $514 
Europe137 122 259 132 123 255 
Asia Pacific298 190 488 290 200 490 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
End Market
Aerospace, Defense & Government$311 $— $311 $295 $— $295 
Commercial Communications572 — 572 544 — 544 
Electronic Industrial— 415 415 — 420 420 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
Timing of Revenue Recognition
Revenue recognized at a point in time$700 $346 $1,046 $654 $346 $1,000 
Revenue recognized over time183 69 252 185 74 259 
Total revenue$883 $415 $1,298 $839 $420 $1,259 
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]
The following table provides a roll-forward of our contract liabilities, current and non-current:
Three Months Ended
January 31, 2025
(in millions)
Balance at October 31, 2024$767 
Deferral of revenue billed in current period, net of recognition246 
Revenue recognized that was deferred as of the beginning of the period(204)
Foreign currency translation impact(6)
Balance at January 31, 2025$803 
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block]
Remaining Performance Obligations
Our expected remaining performance obligations, excluding contracts that have an original expected duration of one year or less, was approximately $550 million as of January 31, 2025, and represents the company’s obligation to deliver products and services and obtain customer acceptance on delivered products. As of January 31, 2025, we expect to fulfill 47 percent of these remaining performance obligations during the remainder of 2025, 32 percent during 2026, and 21 percent thereafter.
v3.25.0.1
SHARE-BASED COMPENSATION (Tables)
3 Months Ended
Jan. 31, 2025
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Allocated Share-based compensation expense disclosure
Three Months Ended
January 31,
 20252024
 (in millions)
Cost of products and services$11 $
Research and development16 13 
Selling, general and administrative35 29 
Total share-based compensation expense$62 $50 
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology
The following assumptions were used to estimate the fair value of TSR-based performance awards:
Three Months Ended
January 31,
 20252024
Volatility of Keysight shares32 %29 %
Volatility of peer group31 %18 %
Price-wise correlation with peer group31 %69 %
v3.25.0.1
Income Taxes (Tables)
3 Months Ended
Jan. 31, 2025
Income Tax Disclosure [Abstract]  
Schedule of Income before Income Tax, Domestic and Foreign
The following table provides income tax details:
 Three Months Ended
January 31,
 20252024
(in millions, except percentages)
Income before taxes$199$229
Provision for income taxes$30$57
Effective tax rate15.3 %24.5 %
v3.25.0.1
NET INCOME PER SHARE (Tables)
3 Months Ended
Jan. 31, 2025
Earnings Per Share [Abstract]  
Reconciliation of the numerators and denominators of the basic and diluted net income per share
The following table presents the calculation of basic and diluted net income per share:
Three Months Ended
January 31,
 20252024
(in millions, except per-share amounts)
Net income$169 $172 
Basic weighted-average shares173 175 
Potential common shares
Diluted weighted-average shares174 176 
Net income per share - basic$0.97 $0.98 
Net income per share - diluted$0.97 $0.98 
Potentially dilutive shares whose effect would have been antidilutive are excluded from the computation of diluted net income per share. The number of shares excluded was not material for the three months ended January 31, 2025 and 2024
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
3 Months Ended
Jan. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill balances and movements for each reportable segments during the period
The goodwill balances as of January 31, 2025 and October 31, 2024, and the activity for the three months ended January 31, 2025 for each of our reportable segments were as follows:
 CSGEISGTotal
 (in millions)
Goodwill at October 31, 2024$1,240 $1,148 $2,388 
Foreign currency translation impact(11)(23)(34)
Goodwill at January 31, 2025$1,229 $1,125 $2,354 
There were no impairments of goodwill for the three months ended January 31, 2025 and 2024. As of January 31, 2025 and October 31, 2024, the accumulated impairment loss on goodwill was $709 million as recorded within the CSG reportable segment.
Components of other intangibles during the period
Other intangible assets as of January 31, 2025 and October 31, 2024 consisted of the following:
 January 31, 2025October 31, 2024
 Gross
Carrying
Amount
Accumulated
Amortization
Net Book
Value
Gross
Carrying
Amount
Accumulated
Amortization
Net Book
Value
 (in millions)
Developed technology$1,386 $1,036 $350 $1,377 $1,018 $359 
Backlog37 27 10 37 25 12 
Trademark/Tradename38 37 38 36 
Customer relationships582 409 173 587 398 189 
Total amortizable intangible assets$2,043 $1,509 $534 $2,039 $1,477 $562 
In-Process R&D22 — 22 45 — 45 
Total$2,065 $1,509 $556 $2,084 $1,477 $607 
Finite-lived Intangible Assets Amortization Expense [Table Text Block]
Estimated intangible assets amortization expense for each of the five succeeding fiscal years is as follows:
Amortization expense
(in millions)
2025 (remainder)$93 
2026$113 
2027$101 
2028$98 
2029$89 
2030$15 
Thereafter$25 
v3.25.0.1
FAIR VALUE MEASUREMENTS (Tables)
3 Months Ended
Jan. 31, 2025
Fair Value Disclosures [Abstract]  
Fair Value Assets And Liabilities Measured On Recurring Basis
Financial assets and liabilities measured at fair value on a recurring basis as of January 31, 2025 and October 31, 2024 were as follows:
Fair Value Measurements at
 January 31, 2025October 31, 2024
 TotalLevel 1Level 2Level 3OtherTotalLevel 1Level 2Level 3Other
 (in millions)
Assets:        
Short-term        
Money market funds$1,361 $1,361 $— $— $— $1,141 $1,141 $— $— $— 
Derivative instruments (foreign exchange contracts)— — — 38 — 38 — — 
Long-term
Equity investments116 116 — — — 80 80 — — — 
Investments - other31 — — — 31 29 — — — 29 
Total assets measured at fair value$1,516 $1,477 $$— $31 $1,288 $1,221 $38 $— $29 
Liabilities:        
Short-term
Derivative instruments (foreign exchange contracts)$52 $— $52 $— $— $$— $$— $— 
Long-term
Deferred compensation liability35 — 35 — — 34 — 34 — — 
Total liabilities measured at fair value$87 $— $87 $— $— $40 $— $40 $— $— 
Debt Securities, Trading, and Equity Securities, FV-NI
Three Months Ended
January 31,
20252024
 (in millions)
Net unrealized gain (loss) on equity and other investments still held$38 $
v3.25.0.1
DERIVATIVES (Tables)
3 Months Ended
Jan. 31, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Aggregated notional amounts by currency and designation The aggregated notional amounts by currency and designation as of January 31, 2025 were as follows:
 Derivatives in Cash Flow Hedging RelationshipsDerivatives Not Designated as Hedging Instruments
 Forward
Contracts
Forward
Contracts
CurrencyBuy/(Sell)Buy/(Sell)
 (in millions)
Euro$17 $
Pounds Sterling15 1,578 
Singapore Dollar33 28 
Malaysian Ringgit110 
Japanese Yen(136)(57)
Other currencies(41)26 
Total$(2)$1,590 
Gross fair values and balance sheet location of derivative instruments held in the consolidated balance sheet
Derivative instruments are subject to master netting arrangements and are disclosed at their gross fair value in the condensed consolidated balance sheet. The gross fair values and balance sheet presentation of derivative instruments held as of January 31, 2025 and October 31, 2024 were as follows:
Fair Values of Derivative Instruments
Assets DerivativesLiabilities Derivatives
Fair Value Fair Value
Balance Sheet LocationJanuary 31, 2025October 31, 2024Balance Sheet LocationJanuary 31, 2025October 31, 2024
(in millions)
Derivatives designated as hedging instruments:     
Cash flow hedges
Foreign exchange contracts     
Other current assets$$Other accrued liabilities$$
Derivatives not designated as hedging instruments:     
Foreign exchange contracts     
Other current assets30 Other accrued liabilities48 
Total derivatives$$38  $52 $
Effect of derivative instruments for foreign exchange contracts in the consolidated statement of operations
The effect of derivative instruments for foreign exchange contracts designated as hedging instruments and not designated as hedging instruments in the condensed consolidated statement of operations was as follows:
Three Months Ended
January 31,
20252024
 (in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)$(1)$(3)
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:
Cost of products$$
Selling, general and administrative$— $(1)
Interest expense$$— 
Gain (loss) excluded from effectiveness testing recognized in earnings based on amortization approach:
Cost of products$$
Derivatives not designated as hedging instruments:
Gain (loss) recognized in:
Other income (expense), net$(72)$(17)
v3.25.0.1
DEBT (Tables)
3 Months Ended
Jan. 31, 2025
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instruments
The following table summarizes the components of our debt:
January 31, 2025October 31, 2024
(in millions)
2027 Senior Notes at 4.60% ($700 face amount less unamortized costs of $2 and $2)
$698 $698 
2029 Senior Notes at 3.00% ($500 face amount less unamortized costs of $2 and $2)
498 498 
2034 Senior Notes at 4.95% ($600 face amount less unamortized costs of $6 and $6)
594 594 
Total debt$1,790 $1,790 
v3.25.0.1
RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS (Tables)
3 Months Ended
Jan. 31, 2025
Retirement Benefits [Abstract]  
Schedule of net pension and post-retirement benefit costs
For the three months ended January 31, 2025 and 2024, our net pension and post-retirement benefit cost (benefit) consisted of the following:
 Pensions 
 U.S. Defined Benefit PlansNon-U.S. Defined Benefit
Plans
U.S. Post-Retirement
Benefit Plan
 Three Months Ended
January 31,
 202520242025202420252024
(in millions)
Service cost—benefits earned during the period$$$$$— $— 
Interest cost on benefit obligation10 10 
Expected return on plan assets(13)(12)(15)(13)(3)(3)
Amortization of net actuarial loss (gain)(1)— — 
Net periodic benefit cost (benefit)$$$(5)$— $(1)$(1)
v3.25.0.1
SUPPLEMENTAL FINANCIAL INFORMATION (Tables)
3 Months Ended
Jan. 31, 2025
Disclosure Text Block [Abstract]  
Cash, cash equivalents and restricted cash [Table Text Block]
Cash, cash equivalents, and restricted cash
January 31, 2025October 31, 2024
(in millions)
Cash and cash equivalents$2,060 $1,796 
Restricted cash included in other assets17 18 
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows$2,077 $1,814 
Schedule of Inventory, Current [Table Text Block]
Inventory
 January 31, 2025October 31, 2024
 (in millions)
Finished goods$380 $375 
Purchased parts and fabricated assemblies659 647 
Total inventory$1,039 $1,022 
Lease, Cost [Table Text Block]
The following table summarizes the components of our lease cost:
Three Months Ended
January 31,
20252024
(in millions)
Operating lease cost$15 $15 
Variable lease cost$$
Supplemental information related to our operating leases was as follows:
Three Months Ended
January 31,
20252024
(in millions)
Cash payment for operating leases$14 $14 
Right-of-use assets obtained in exchange for operating lease obligations$$12 
Schedule of Product Warranty Liability [Table Text Block]
Warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years. We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within “cost of products” at the time related product revenue is recognized.
Activity related to the standard warranty accrual, which is included in “other accrued liabilities” and “other long-term liabilities” in the condensed consolidated balance sheet, is as follows:
 Three Months Ended
January 31,
 20252024
 (in millions)
Beginning balance$31 $36 
Accruals for warranties, including change in estimates
Settlements made during the period(6)(7)
Ending balance$30 $36 
Accruals for warranties due within one year$18 $22 
Accruals for warranties due after one year12 14 
Ending balance $30 $36 
Other current assets
 January 31, 2025October 31, 2024
 (in millions)
Prepaid assets$298 $287 
Tax receivables144 138 
Other current assets118 157 
Total other current assets$560 $582 
Prepaid assets include deposits paid in advance to contract manufacturers of $198 million and $200 million as of January 31, 2025 and October 31, 2024, respectively.
Schedule of Other Current Assets
Other current assets
 January 31, 2025October 31, 2024
 (in millions)
Prepaid assets$298 $287 
Tax receivables144 138 
Other current assets118 157 
Total other current assets$560 $582 
Prepaid assets include deposits paid in advance to contract manufacturers of $198 million and $200 million as of January 31, 2025 and October 31, 2024, respectively.
v3.25.0.1
STOCKHOLDERS' EQUITY (Tables)
3 Months Ended
Jan. 31, 2025
Statement of Comprehensive Income [Abstract]  
Schedule of Accumulated Other Comprehensive Income (Loss)
Changes in accumulated other comprehensive loss by component and related tax effects for the three months ended January 31, 2025 and 2024 were as follows:
Foreign currency translationNet defined benefit pension cost and post-retirement plan costsGains (losses) on derivativesTotal
(in millions)
As of October 31, 2024$(136)$(317)$89 $(364)
Other comprehensive income (loss) before reclassifications(73)— (1)(74)
Amounts reclassified out of accumulated other comprehensive gain (loss)— — (5)(5)
Tax benefit (expense)— — — — 
Other comprehensive income (loss)(73)— (6)(79)
As of January 31, 2025$(209)$(317)$83 $(443)
As of October 31, 2023$(167)$(388)$89 $(466)
Other comprehensive income (loss) before reclassifications27 — (3)24 
Amounts reclassified out of accumulated other comprehensive gain (loss)— (2)— 
Tax benefit (expense)— (1)— 
Other comprehensive income (loss)27 (4)24 
As of January 31, 2024$(140)$(387)$85 $(442)
Reclassification out of Accumulated Other Comprehensive Income
Reclassifications out of accumulated other comprehensive loss into earnings for the three months ended January 31, 2025 and 2024 were as follows:
Details about accumulated other comprehensive loss componentsAmounts reclassified from accumulated other comprehensive lossAffected line item in statement of operations
Three Months Ended
January 31,
20252024
(in millions)
Gain (loss) on derivatives$$Cost of products
— (1)Selling, general and administrative
— Interest expense
— — Benefit (provision) for income tax
Net of income tax
Net defined benefit pension cost and post-retirement plan costs:
Net actuarial loss— (2)Other income (expense), net
— Benefit (provision) for income tax
— (1)Net of income tax
Total reclassifications for the period$$Net of income tax
v3.25.0.1
SEGMENT INFORMATION (Tables)
3 Months Ended
Jan. 31, 2025
Segment Reporting Information [Line Items]  
Reconciliation of Revenue from Segments to Consolidated [Table Text Block]
Three Months Ended
January 31,
20252024
CSGEISGTotalCSGEISGTotal
 (in millions)
Revenue$883 $415 $1,298 $839 $420 $1,259 
Segment income from operations$240 $114 $354 $226 $129 $355 
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block]
The following table reconciles total reportable operating segments’ income from operations to our income before taxes, as reported:
Three Months Ended
 January 31,
 20252024
 (in millions)
Total reportable segments' income from operations$354 $355 
Share-based compensation(62)(50)
Amortization of acquisition-related balances(33)(38)
Acquisition and integration costs(28)(17)
Restructuring and other(13)(29)
Income from operations, as reported218 221 
Interest income19 23 
Interest expense(20)(20)
Other income (expense), net(18)
Income before taxes, as reported$199 $229 
v3.25.0.1
OVERVIEW, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)
$ in Millions
3 Months Ended
Jan. 31, 2024
USD ($)
ESI Group SA | Other Nonoperating Income (Expense)  
Reclassification [Line Items]  
Net Income (Loss) Attributable to Noncontrolling Interest $ 4
v3.25.0.1
ACQUISITIONS OF ESI (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended
Nov. 03, 2023
Jan. 31, 2025
Jan. 31, 2024
Jan. 31, 2024
Business Acquisition [Line Items]        
Payments to Acquire Businesses, Net of Cash Acquired   $ 0 $ 478  
Acquisition of non-controlling interests   0 458 $ 458
Share-based Compensation Expense   $ 62 $ 50  
ESI Group SA        
Business Acquisition [Line Items]        
Business Acquisition, Effective Date of Acquisition   Nov. 03, 2023    
Business Acquisition, Percentage of Voting Interests Acquired 50.60%      
Payments to Acquire Businesses, Net of Cash Acquired $ 477      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities $ 7      
Business Acquisition, Share Price $ 155      
v3.25.0.1
ACQUISITIONS (Intangible Assets Acquired) (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Acquired Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount $ 2,043 $ 2,039
Intangible Assets, Gross (Excluding Goodwill) 2,065 2,084
In Process Research and Development    
Acquired Finite-Lived Intangible Assets [Line Items]    
Indefinite-Lived Intangible Assets (Excluding Goodwill) 22 45
Developed technology    
Acquired Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount 1,386 1,377
Customer relationships    
Acquired Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount 582 587
Backlog    
Acquired Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount $ 37 $ 37
v3.25.0.1
ACQUISITIONS (Pro Forma Information) (Details) - ESI Group SA
$ / shares in Units, $ in Millions
3 Months Ended
Jan. 31, 2024
USD ($)
$ / shares
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]  
Business Acquisition, Pro Forma Revenue | $ $ 1,259
Business Acquisition, Pro Forma Net Income (Loss) | $ $ 186
Basic Earnings Per Share Adjustment, Pro Forma | $ / shares $ 1.07
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $ / shares $ 1.06
v3.25.0.1
ACQUISITION OF RISCURE (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Business Acquisition [Line Items]    
Payments to Acquire Businesses, Net of Cash Acquired $ 0 $ 478
v3.25.0.1
ACQUISITIONS OF ANAPICO (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Business Acquisition [Line Items]    
Payments to Acquire Businesses, Net of Cash Acquired $ 0 $ 478
v3.25.0.1
REVENUE (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax $ 1,298 $ 1,259
Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 883 839
Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 415 420
Revenue recognized at a point in time    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 1,046 1,000
Revenue recognized at a point in time | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 700 654
Revenue recognized at a point in time | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 346 346
Revenue recognized over time    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 252 259
Revenue recognized over time | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 183 185
Revenue recognized over time | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 69 74
Aerospace, Defense & Government    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 311 295
Aerospace, Defense & Government | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 311 295
Aerospace, Defense & Government | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 0 0
Commercial Communications    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 572 544
Commercial Communications | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 572 544
Commercial Communications | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 0 0
Electronic Industrial    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 415 420
Electronic Industrial | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 0 0
Electronic Industrial | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 415 420
Americas    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 551 514
Americas | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 448 417
Americas | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 103 97
Europe    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 259 255
Europe | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 137 132
Europe | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 122 123
Asia Pacific    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 488 490
Asia Pacific | Communications Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax 298 290
Asia Pacific | Electronic Industrial Solutions Group    
Disaggregation of Revenue [Line Items]    
Revenue from Contract with Customer, Including Assessed Tax $ 190 $ 200
v3.25.0.1
REVENUE Contract Assets (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Accounts Receivable [Member]    
Contract with Customer, Asset, after Allowance for Credit Loss, Current $ 116 $ 88
Other Noncurrent Assets [Member]    
Contract with Customer, Asset, after Allowance for Credit Loss, Current $ 116 $ 88
v3.25.0.1
REVENUE Capitalized Contractual Cost (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Oct. 31, 2024
Capitalized Contract Cost [Line Items]      
Capitalized Contract Cost, Amortization $ 14 $ 16  
Other Assets [Member]      
Capitalized Contract Cost [Line Items]      
Capitalized Contract Cost, Net $ 33   $ 35
v3.25.0.1
REVENUE CONTRACT LIABILITIES ROLL FORWARD (Details)
$ in Millions
3 Months Ended
Jan. 31, 2025
USD ($)
Balance at October 31, 2024 $ 767
Deferral of revenue billed in current period, net of recognition 246
Revenue recognized that was deferred as of the beginning of the period (204)
Foreign currency translation impact (6)
Balance at January 31, 2025 $ 803
v3.25.0.1
REVENUE Remaining performance obligations (Details)
$ in Millions
Jan. 31, 2025
USD ($)
Revenue from Contract with Customer [Abstract]  
Revenue, Remaining Performance Obligation, Amount $ 550
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Amount $ 550
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-02-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 9 months
Revenue, Remaining Performance Obligation, Percentage 47.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-11-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 year
Revenue, Remaining Performance Obligation, Percentage 32.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-11-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period
Revenue, Remaining Performance Obligation, Percentage 21.00%
v3.25.0.1
SHARE-BASED COMPENSATION (Allocation of period costs) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]    
Share-based Compensation Expense $ 62 $ 50
Cost of products and services    
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]    
Share-based Compensation Expense 11 8
Research and development    
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]    
Share-based Compensation Expense 16 13
Selling, general and administrative    
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]    
Share-based Compensation Expense $ 35 $ 29
v3.25.0.1
SHARE-BASED COMPENSATION SHARE-BASED COMPENSATION (Textuals) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Share-Based Payment Arrangement [Abstract]    
Share-based Compensation, Capitalized within inventory $ 6 $ 4
v3.25.0.1
SHARE-BASED COMPENSATION (Fair Value Assumptions) (Details) - LTPP [Member]
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Volatility of Keysight shares 32.00% 29.00%
Volatility of peer group 31.00% 18.00%
Price-wise correlation with peer group 31.00% 69.00%
v3.25.0.1
INCOME TAXES (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Income Tax Disclosure [Abstract]    
Income before taxes $ 199 $ 229
Provision for income taxes $ 30 $ 57
Effective Income Tax Rate, Percent 15.30% 24.50%
Net Discrete Expense (Benefit) $ (1) $ 2
Decrease in income tax provision due to tax incentives, Aggregate Dollar Amount $ 12  
v3.25.0.1
INCOME TAXES INCOME TAXES (Tax incentives) (Details)
$ in Millions
3 Months Ended
Jan. 31, 2025
USD ($)
Income Tax Disclosure [Abstract]  
Tax incentives, Description Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Malaysia tax incentive expires October 31, 2025. The Singapore tax incentive expires July 31, 2029. The impact of the tax incentives decreased income taxes by $12 million for the three months ended January 31, 2025.
Decrease in income tax provision due to tax incentives, Aggregate Dollar Amount $ 12
v3.25.0.1
NET INCOME PER SHARE NET INCOME PER SHARE (Computation) (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Earnings Per Share [Abstract]    
Net income $ 169 $ 172
Basic weighted-average shares 173 175
Potential common shares 1 1
Diluted weighted-average shares 174 176
Net income per share - basic $ 0.97 $ 0.98
Net income per share - diluted $ 0.97 $ 0.98
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Goodwill Roll forward) (Details)
$ in Millions
3 Months Ended
Jan. 31, 2025
USD ($)
Goodwill [Roll Forward]  
Goodwill at October 31, 2024 $ 2,388
Foreign currency translation impact (34)
Goodwill at January 31, 2025 2,354
Communications Solutions Group  
Goodwill [Roll Forward]  
Goodwill at October 31, 2024 1,240
Foreign currency translation impact (11)
Goodwill at January 31, 2025 1,229
Electronic Industrial Solutions Group  
Goodwill [Roll Forward]  
Goodwill at October 31, 2024 1,148
Foreign currency translation impact (23)
Goodwill at January 31, 2025 $ 1,125
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS IMPAIRMENT (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Oct. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]      
Goodwill, Impairment Loss $ 0 $ 0  
Goodwill, Impaired, Accumulated Impairment Loss $ 709   $ 709
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Disclosures and Components of Purchased Other Intangibles) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Oct. 31, 2024
Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount $ 2,043 $ 2,039
Accumulated Amortization and impairments 1,509 1,477
Amortizable intangible assets, Net book value 534 562
In Process Research and Development    
Finite-Lived Intangible Assets [Line Items]    
Indefinite-Lived Intangible Assets (Excluding Goodwill) 22 45
Developed technology    
Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount 1,386 1,377
Accumulated Amortization and impairments 1,036 1,018
Amortizable intangible assets, Net book value 350 359
Backlog    
Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount 37 37
Accumulated Amortization and impairments 27 25
Amortizable intangible assets, Net book value 10 12
Trademark/Tradename    
Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount 38 38
Accumulated Amortization and impairments 37 36
Amortizable intangible assets, Net book value 1 2
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Amortizable intangible assets, Gross carrying amount 582 587
Accumulated Amortization and impairments 409 398
Amortizable intangible assets, Net book value 173 $ 189
In Process Research and Development    
Finite-Lived Intangible Assets [Line Items]    
Finite-Lived Intangible Assets, Period Increase (Decrease) $ 22  
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Intangible assets narratives) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]    
Finite Lived Intangible Assets, Foreign Currency Translation Gain (Loss) $ 19  
Amortization of Intangible Assets $ 32 $ 38
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Finite-Lived Assets Future Amortization Expense) (Details)
$ in Millions
Jan. 31, 2025
USD ($)
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]  
2025 (remainder) $ 93
2026 113
2027 101
2028 98
2029 89
2030 15
Thereafter $ 25
v3.25.0.1
FAIR VALUE MEASUREMENTS (Fair value of assets and liabilities measured on a recurring basis) (Details) - Fair Value, Measurements, Recurring - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Assets Short - term [Abstract]    
Money market funds $ 1,361 $ 1,141
Derivative instruments (foreign exchange contracts) 8 38
Assets, Long-term [Abstract]    
Equity investments 116 80
Equity investments - other 31 29
Total assets measured at fair value 1,516 1,288
Liabilities, Short-term [Abstract]    
Derivative instruments (foreign exchange contracts) 52 6
Liabilities Long-term [Abstract]    
Deferred compensation liability 35 34
Total liabilities measured at fair value 87 40
Level 1    
Assets Short - term [Abstract]    
Money market funds 1,361 1,141
Derivative instruments (foreign exchange contracts) 0 0
Assets, Long-term [Abstract]    
Equity investments 116 80
Equity investments - other 0 0
Total assets measured at fair value 1,477 1,221
Liabilities, Short-term [Abstract]    
Derivative instruments (foreign exchange contracts) 0 0
Liabilities Long-term [Abstract]    
Deferred compensation liability 0 0
Total liabilities measured at fair value 0 0
Level 2    
Assets Short - term [Abstract]    
Money market funds 0 0
Derivative instruments (foreign exchange contracts) 8 38
Assets, Long-term [Abstract]    
Equity investments 0 0
Equity investments - other 0 0
Total assets measured at fair value 8 38
Liabilities, Short-term [Abstract]    
Derivative instruments (foreign exchange contracts) 52 6
Liabilities Long-term [Abstract]    
Deferred compensation liability 35 34
Total liabilities measured at fair value 87 40
Level 3    
Assets Short - term [Abstract]    
Money market funds 0 0
Derivative instruments (foreign exchange contracts) 0 0
Assets, Long-term [Abstract]    
Equity investments 0 0
Equity investments - other 0 0
Total assets measured at fair value 0 0
Liabilities, Short-term [Abstract]    
Derivative instruments (foreign exchange contracts) 0 0
Liabilities Long-term [Abstract]    
Deferred compensation liability 0 0
Total liabilities measured at fair value $ 0 $ 0
v3.25.0.1
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS (Net recognized gains losses on equity securities) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Debt and Equity Securities, Gain (Loss) [Abstract]    
Equity Securities, FV-NI, Realized Gain $ 0 $ 0
Equity Securities, FV-NI, Unrealized Gain (Loss) $ 38 $ 7
v3.25.0.1
DERIVATIVES Derivative, interest rate swaps (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Jan. 31, 2025
Oct. 31, 2023
Oct. 31, 2020
Derivative [Line Items]      
Interest rate swap agreement termination proceeds   $ 107  
Interest rate swap agreement termination proceeds to be amortized $ 103    
Senior Notes 2034      
Derivative [Line Items]      
Debt Instrument, Face Amount $ 600    
Treasury Lock      
Derivative [Line Items]      
Derivative Liability, Notional Amount     $ 600
v3.25.0.1
DERIVATIVES ACQUISITION (Details)
€ in Millions, £ in Millions, $ in Millions
3 Months Ended 7 Months Ended 9 Months Ended
Jan. 31, 2025
USD ($)
Jan. 31, 2024
USD ($)
Jan. 31, 2024
USD ($)
Jan. 31, 2025
USD ($)
Oct. 31, 2024
GBP (£)
Oct. 31, 2023
EUR (€)
Oct. 31, 2020
USD ($)
Derivative [Line Items]              
Derivative, Loss on Derivative   $ 18          
Treasury Lock              
Derivative [Line Items]              
Derivative Liability, Notional Amount             $ 600
Foreign Exchange Forward | Not Designated as Hedging Instrument              
Derivative [Line Items]              
Derivative Liability, Notional Amount | £         £ 1,200    
Derivatives not designated as hedging instruments: $ 68     $ 45      
Foreign Exchange Forward | Not Designated as Hedging Instrument | ESI Group SA              
Derivative [Line Items]              
Derivative Liability, Notional Amount | €           € 930  
Derivatives not designated as hedging instruments:     $ 63        
v3.25.0.1
DERIVATIVES, Disclosures and derivative instrument aggregated notional amounts by currency and designations (Details)
$ in Millions
Jan. 31, 2025
USD ($)
contracts
Open Forward Foreign Currency Contract, Identifier [Axis]: Euro - Cash Flow Hedging  
Derivative [Line Items]  
Derivative Liability, Notional Amount $ 17
Open Forward Foreign Currency Contract, Identifier [Axis]: Euro - Not Designated as Hedging Instrument  
Derivative [Line Items]  
Derivative Liability, Notional Amount 9
Open Forward Foreign Currency Contract, Identifier [Axis]: Japanese Yen - Cash Flow Hedging  
Derivative [Line Items]  
Derivative Asset (136)
Open Forward Foreign Currency Contract, Identifier [Axis]: Japanese Yen - Not Designated as Hedging Instrument  
Derivative [Line Items]  
Derivative Asset (57)
Open Forward Foreign Currency Contract, Identifier [Axis]: Malaysian Ringgit - Cash Flow Hedging  
Derivative [Line Items]  
Derivative Liability, Notional Amount 110
Open Forward Foreign Currency Contract, Identifier [Axis]: Malaysian Ringgit - Not Designated as Hedging Instrument  
Derivative [Line Items]  
Derivative Liability, Notional Amount 6
Open Forward Foreign Currency Contract, Identifier [Axis]: Other Currencies - Cash Flow Hedging  
Derivative [Line Items]  
Derivative Asset (41)
Open Forward Foreign Currency Contract, Identifier [Axis]: Other currencies - Not Designated as Hedging Instrument  
Derivative [Line Items]  
Derivative Liability, Notional Amount 26
Open Forward Foreign Currency Contract, Identifier [Axis]: Pound Sterling - Cash Flow Hedging  
Derivative [Line Items]  
Derivative Liability, Notional Amount 15
Open Forward Foreign Currency Contract, Identifier [Axis]: Pound Sterling - Not Designated as Hedging Instrument  
Derivative [Line Items]  
Derivative Liability, Notional Amount 1,578
Open Forward Foreign Currency Contract, Identifier [Axis]: Singapore Dollar - Cash Flow Hedging  
Derivative [Line Items]  
Derivative Liability, Notional Amount 33
Open Forward Foreign Currency Contract, Identifier [Axis]: Singapore Dollar - Not Designated as Hedging Instrument  
Derivative [Line Items]  
Derivative Liability, Notional Amount 28
Open Forward Foreign Currency Contract, Identifier [Axis]: Total - Cash Flow Hedging  
Derivative [Line Items]  
Derivative Asset (2)
Open Forward Foreign Currency Contract, Identifier [Axis]: Total - Not Designated as Hedging Instrument  
Derivative [Line Items]  
Derivative Liability, Notional Amount $ 1,590
Foreign Exchange Forward | Cash Flow Hedging  
Derivative [Line Items]  
Number of Foreign Currency Derivatives Held | contracts 218
Foreign Exchange Forward | Not Designated as Hedging Instrument  
Derivative [Line Items]  
Number of Foreign Currency Derivatives Held | contracts 86
v3.25.0.1
DERIVATIVES, Fair value of derivative instruments and Consolidated Balance Sheet location (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Derivative Fair Value by Balance Sheet Location [Abstract]    
Total derivatives Asset $ 8 $ 38
Total derivatives Liabilities 52 6
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Other Current Assets [Member]    
Derivative Fair Value by Balance Sheet Location [Abstract]    
Total derivatives Asset 7 8
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Other Current Liabilities [Member]    
Derivative Fair Value by Balance Sheet Location [Abstract]    
Total derivatives Liabilities 4 2
Not Designated as Hedging Instrument | Foreign Exchange Contracts | Other Current Assets [Member]    
Derivative Fair Value by Balance Sheet Location [Abstract]    
Total derivatives Asset 1 30
Not Designated as Hedging Instrument | Foreign Exchange Contracts | Other Current Liabilities [Member]    
Derivative Fair Value by Balance Sheet Location [Abstract]    
Total derivatives Liabilities $ 48 $ 4
v3.25.0.1
DERIVATIVES, Effect of derivative instruments on Consolidated Statement of Operations (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Derivative [Line Items]    
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months $ 12  
Other Nonoperating Income (Expense)    
Derivative [Line Items]    
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net (72) $ (17)
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts    
Derivative [Line Items]    
Fair Value, Asset (Liability), Recurring Basis, Still Held, Unrealized Gain (Loss), OCI (1) (3)
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Cost of products and services    
Derivative [Line Items]    
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings: 2 3
Gain excluded from effectiveness testing recognized in earnings based on changes in fair value: 1 1
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Selling, general and administrative    
Derivative [Line Items]    
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings: 0 (1)
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Interest Expense    
Derivative [Line Items]    
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings: $ 3 $ 0
v3.25.0.1
DEBT Summary of Long Term Debt incl. unamortized cost (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Debt Instrument    
Debt, Long-Term and Short-Term, Combined Amount $ 1,790 $ 1,790
Long-term Debt, Excluding Current Maturities 1,790 1,790
Senior Notes 2027    
Debt Instrument    
Senior Notes 698 698
Unamortized costs 2 2
Debt Instrument, Face Amount $ 700  
Debt Instrument, Interest Rate, Stated Percentage 4.60%  
Senior Notes 2029    
Debt Instrument    
Senior Notes $ 498 498
Unamortized costs 2 2
Debt Instrument, Face Amount $ 500  
Debt Instrument, Interest Rate, Stated Percentage 3.00%  
Senior Notes 2034    
Debt Instrument    
Senior Notes $ 594 594
Unamortized costs 6 $ 6
Debt Instrument, Face Amount $ 600  
Debt Instrument, Interest Rate, Stated Percentage 4.95%  
v3.25.0.1
DEBT FAIR VALUE (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Debt Disclosure [Abstract]    
Long-Term Debt, Fair Value $ 1,732 $ 1,739
v3.25.0.1
DEBT (Short-Term Debt - Revolving Credit Facility) (Details)
$ in Millions
3 Months Ended
Jan. 31, 2025
USD ($)
Line of Credit facility  
Facility, Maximum Borrowing Capacity $ 750
Revolving Credit Facility  
Line of Credit facility  
Facility, Initiation Date Jul. 30, 2021
Facility, Expiration Date Jul. 30, 2026
Additional drawings on credit facility $ 250
Facility, Covenant Compliance We were in compliance with the covenants of the Revolving Credit Facility during the three months ended January 31, 2025.
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Revolving Credit Facility  
Line of Credit facility  
Debt Instrument, Description of Variable Rate Basis Borrowings under the facility bear an annual interest rate of SOFR + 1.1 percent along with a facility fee of 0.125 percent per annum.
v3.25.0.1
DEBT Bridge Loan Facility (Details) - 3 months ended Jan. 31, 2025
£ in Millions, $ in Millions
USD ($)
GBP (£)
Line of Credit facility    
Facility, Maximum Borrowing Capacity $ 750  
Payments of Financing Costs 7  
Payments of Financing Costs $ 7  
Bridge Loan    
Line of Credit facility    
Facility, Description On March 28, 2024, we entered into a bridge credit agreement (the “Bridge Facility”) pursuant to which certain lenders agreed to provide a senior unsecured bridge credit facility of up to 1,350 million pounds sterling for the purpose of providing the financing to support a planned acquisition. On July 25, 2024, the Bridge Facility was decreased to 1,232 million pounds sterling. We incurred costs in connection with the Bridge Facility of $7 million that are included in “other current assets” in the condensed consolidated balance sheet and are being amortized to interest expense over the term of the Bridge Facility.  
Facility, Maximum Borrowing Capacity | £   £ 1,232
Facility, Initiation Date Mar. 28, 2024  
LineOfCreditFacilityOriginalBorrowingCapacity | £   £ 1,350
v3.25.0.1
DEBT letter of credits (Details)
£ in Millions, $ in Millions
Jan. 31, 2025
USD ($)
Jan. 31, 2025
GBP (£)
Oct. 31, 2024
USD ($)
Short-term Debt [Line Items]      
Facility, Maximum Borrowing Capacity $ 750    
Letters of Credit Outstanding, Amount 39   $ 43
Letters of Credit Outstanding, Amount $ 39   $ 43
Bridge Loan      
Short-term Debt [Line Items]      
Facility, Maximum Borrowing Capacity | £   £ 1,232  
v3.25.0.1
RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS (Net Pension and post-retirement benefit cost(benefit) components) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Defined benefit plan | United States    
Defined Benefit Plan Disclosure    
Service cost—benefits earned during the period $ 4 $ 4
Interest cost on benefit obligation 10 10
Expected return on plan assets (13) (12)
Amortization of net actuarial loss (gain) 1 2
Net periodic benefit cost (benefit) 2 4
Defined benefit plan | Foreign Plan    
Defined Benefit Plan Disclosure    
Service cost—benefits earned during the period 2 2
Interest cost on benefit obligation 9 9
Expected return on plan assets (15) (13)
Amortization of net actuarial loss (gain) (1) 2
Net periodic benefit cost (benefit) (5) 0
Post-retirement Benefits Plan | United States    
Defined Benefit Plan Disclosure    
Service cost—benefits earned during the period 0 0
Interest cost on benefit obligation 2 2
Expected return on plan assets (3) (3)
Amortization of net actuarial loss (gain) 0 0
Net periodic benefit cost (benefit) $ (1) $ (1)
v3.25.0.1
RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS (Contributions) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
United States | Defined benefit plan    
Defined Benefit Plan Disclosure    
Contributions by employer $ 0 $ 0
Estimated future employer contributions in remainder of current fiscal year 0  
United States | Post-retirement Benefits Plan    
Defined Benefit Plan Disclosure    
Contributions by employer 0 0
Estimated future employer contributions in remainder of current fiscal year 0  
Foreign Plan | Defined benefit plan    
Defined Benefit Plan Disclosure    
Contributions by employer 3 $ 3
Estimated future employer contributions in remainder of current fiscal year $ 7  
v3.25.0.1
SUPPLEMENTAL CASH FLOW INFORMATION (Cash, cash equivalents an restricted cash reconciliation) (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Jan. 31, 2024
Oct. 31, 2023
Cash and cash equivalents $ 2,060 $ 1,796    
Restricted cash included in other assets 17 18    
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 2,077 $ 1,814 $ 1,765 $ 2,488
v3.25.0.1
INVENTORY (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Inventory, Net [Abstract]    
Finished goods $ 380 $ 375
Purchased parts and fabricated assemblies 659 647
Inventory, Net $ 1,039 $ 1,022
v3.25.0.1
Lease (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Leases [Abstract]    
Operating lease cost $ 15 $ 15
Variable lease cost 5 7
Cash payment for operating leases 14 14
Right-of-use assets obtained in exchange for operating lease obligations $ 6 $ 12
v3.25.0.1
WARRANTIES (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Guarantees [Abstract]    
Standard Product Warranty Description Warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years.  
Standard Product Warranty, Policy We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within “cost of products” at the time related product revenue is recognized.  
Movement in Standard Product Warranty Accrual [Roll Forward]    
Beginning balance $ 31 $ 36
Accruals for warranties, including change in estimates 5 7
Settlements made during the period (6) (7)
Ending balance 30 36
Standard Product Warranty Disclosure [Abstract]    
Accruals for warranties due within one year 18 22
Accruals for warranties due after one year 12 14
Ending balance $ 30 $ 36
v3.25.0.1
SUPPLEMENTAL FINANCIAL INFORMATION - Other assets (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Prepaid Expense and Other Assets, Current [Abstract]    
Prepaid assets $ 298 $ 287
Tax receivables 144 138
Other current assets 118 157
Total other current assets 560 582
Advances on Inventory Purchases $ 198 $ 200
v3.25.0.1
COMMITMENTS AND CONTINGENCIES (Details)
$ in Millions
Jan. 31, 2025
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Contingent tax refund claim $ 107
v3.25.0.1
STOCKHOLDERS' EQUITY (Stock Repurchase Program) (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Mar. 06, 2023
Condensed Balance Sheet Statements, Captions [Line Items]      
Stock Repurchase Program, Authorized Amount     $ 1,500
Treasury Stock, Shares, Acquired 448,413 624,961  
Treasury Stock, Value, Acquired, Cost Method $ 75 $ 93  
Payments for Repurchase of Common Stock 75 $ 93  
Share Repurchase Program, Remaining Authorized, Amount $ 410    
v3.25.0.1
STOCKHOLDER'S EQUITY - Accumulated Other Comprehensive Income (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance $ (364) $ (466)
Other comprehensive income (loss) before reclassifications (74) 24
Amounts reclassified out of accumulated other comprehensive gain (loss) (5) 0
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent 0 0
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total (79) 24
Ending balance (443) (442)
Foreign currency translation    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance (136) (167)
Other comprehensive income (loss) before reclassifications (73) 27
Amounts reclassified out of accumulated other comprehensive gain (loss) 0 0
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent 0 0
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total (73) 27
Ending balance (209) (140)
Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Attributable to Parent [Member]    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance (317) (388)
Other comprehensive income (loss) before reclassifications 0 0
Amounts reclassified out of accumulated other comprehensive gain (loss) 0 2
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent 0 (1)
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total 0 1
Ending balance (317) (387)
Gains (losses) on derivatives    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance 89 89
Other comprehensive income (loss) before reclassifications (1) (3)
Amounts reclassified out of accumulated other comprehensive gain (loss) (5) (2)
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent 0 1
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total (6) (4)
Ending balance $ 83 $ 85
v3.25.0.1
STOCKHOLDERS' EQUITY - Reclassifications out of accumulated comprehensive income (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]    
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax $ 0 $ 0
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax 5 2
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, before Tax 0 (2)
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, Tax 0 1
Change in net actuarial loss, net of tax expense of zero and $1 0 1
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax 5 1
Cost of products and services    
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]    
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax 2 3
Selling, general and administrative    
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]    
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax 0 (1)
Interest Expense    
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]    
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax $ 3 $ 0
v3.25.0.1
SEGMENT INFORMATION Profitability (Details)
$ in Millions
3 Months Ended
Jan. 31, 2025
USD ($)
segment
Jan. 31, 2024
USD ($)
Segment Reporting Information [Line Items]    
Number of Reportable Segments | segment 2  
Revenues, Total $ 1,298 $ 1,259
Operating Income (Loss) 218 221
Communications Solutions Group    
Segment Reporting Information [Line Items]    
Revenues, Total 883 839
Electronic Industrial Solutions Group    
Segment Reporting Information [Line Items]    
Revenues, Total 415 420
Total segments    
Segment Reporting Information [Line Items]    
Operating Income (Loss) 354 355
Operating Segments [Member]    
Segment Reporting Information [Line Items]    
Operating Income (Loss) 354 355
Operating Segments [Member] | Communications Solutions Group    
Segment Reporting Information [Line Items]    
Operating Income (Loss) 240 226
Operating Segments [Member] | Electronic Industrial Solutions Group    
Segment Reporting Information [Line Items]    
Operating Income (Loss) $ 114 $ 129
v3.25.0.1
SEGMENT INFORMATION Reconciliation of Reportable Results (Details) - USD ($)
$ in Millions
3 Months Ended
Jan. 31, 2025
Jan. 31, 2024
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract]    
Operating Income (Loss) $ 218 $ 221
Share-based Payment Arrangement, Expensed and Capitalized, Amount (62) (50)
Amortization of acquisition-related balances (33) (38)
Acquisition and integration costs (28) (17)
Restructuring and other (13) (29)
Income from operations 218 221
Interest income 19 23
Interest Expense 20 20
Other Nonoperating Gains (Losses) (18) 5
Income before taxes 199 229
Total segments    
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract]    
Operating Income (Loss) 354 355
Income from operations $ 354 $ 355
v3.25.0.1
SEGMENT INFORMATION ASSETS RECON (Details) - USD ($)
$ in Millions
Jan. 31, 2025
Oct. 31, 2024
Segment Reporting [Abstract]    
Cash and cash equivalents $ 2,060 $ 1,796
Long-term Investments 147 110
Long-term deferred tax assets 365 378
Finite-Lived Intangible Assets, Accumulated Amortization (1,509) (1,477)
Assets $ 9,387 $ 9,269

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