1049502--2/27/2009--MKS_INSTRUMENTS

related topics

{customer, product, revenue}

{operation, international, foreign}

{property, intellectual, protect}

{stock, price, operating}

{condition, economic, financial}

{tax, income, asset}

{regulation, change, law}

{product, market, service}

{gas, price, oil}

{personnel, key, retain}

{acquisition, growth, future}

{provision, law, control}

{competitive, industry, competition}

{regulation, government, change}

Our business depends substantially on capital spending in the semiconductor industry which is characterized by periodic fluctuations that may cause a reduction in demand for our products. MKS is exposed to risks associated with the ongoing financial crisis and weakening global economy. Our quarterly operating results have fluctuated, and are likely to continue to vary significantly, which may result in volatility in the market price of our common stock. The loss of net sales to any one of our major customers would likely have a material adverse effect on us. As part of our business strategy, we have entered into and may enter into or seek to enter into business combinations and acquisitions that may be difficult and costly to integrate, may be disruptive to our business, may dilute stockholder value or may divert management attention. An inability to convince semiconductor device manufacturers to specify the use of our products to our customers that are semiconductor capital equipment manufacturers would weaken our competitive position. If our products are not designed into successive generations of our customers products, we will lose significant net sales during the lifespan of those products. The semiconductor industry is subject to rapid demand shifts which are difficult to predict. As a result, our inability to expand our manufacturing capacity in response to these rapid shifts may cause a reduction in our market share. A material amount of our assets represents goodwill and intangible assets, and our net income will be reduced if our goodwill or intangible assets become impaired. We operate in a highly competitive industry. We have significant foreign operations, and outsource certain operations offshore, which pose significant risks. Unfavorable currency exchange rate fluctuations may lead to lower operating margins or may cause us to raise prices, which could result in reduced sales. Changes in tax rates or tax liabilities could affect results of operations. Key personnel may be difficult to attract and retain. Our proprietary technology is important to the continued success of our business. Our failure to protect this proprietary technology may significantly impair our competitive position. Protection of our intellectual property rights may result in costly litigation. The market price of our common stock has fluctuated and may continue to fluctuate for reasons over which we have no control. Our dependence on sole, limited source suppliers, and international suppliers, could affect our ability to manufacture products and systems. We are subject to governmental regulations. If we fail to comply with these regulations, our business could be harmed. Some provisions of our restated articles of organization, as amended, our amended and restated by-laws and Massachusetts law could discourage potential acquisition proposals and could delay or prevent a change in control of us. Changes in financial accounting standards may adversely affect our reported results of operations.

Full 10-K form ▸

1049502--2/27/2009--MKS_INSTRUMENTS_INC