1109354--3/17/2008--BRUKER

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{product, market, service}

{acquisition, growth, future}

{property, intellectual, protect}

{operation, international, foreign}

{regulation, change, law}

{cost, regulation, environmental}

{product, candidate, development}

{stock, price, operating}

{product, liability, claim}

{regulation, government, change}

{cost, contract, operation}

{customer, product, revenue}

{provision, law, control}

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We may be unable to integrate successfully the businesses of the Bruker BioSpin Group and the combined company may not realize the anticipated benefits of the acquisition because of integration difficulties and other challenges. The Bruker BioSpin Group has always operated as a private company and does not have in place the financial organization, reporting and controls necessary for a public company. Our Bruker BioSpin subsidiary operates in a mature market and has achieved a high market share and, as a result, the potential for future growth may be limited. If our products fail to achieve and sustain sufficient market acceptance across their broad intended range of applications, we will not generate expected revenue. Our products compete in markets that are subject to rapid technological change, and one or more of the technologies underlying our products could be made obsolete by new technology. Our debt may adversely affect our cash flow and may restrict our investment opportunities or limit our activities. If we are unable to recover significant development costs of one or more of our products or product lines, our business, results of operations and financial condition may suffer. Our operations are dependent upon a limited number of suppliers and contract manufacturers. Our business could be harmed if our collaborations fail to advance our product development. If we lose our strategic partners, our marketing efforts could be impaired. If we are unable to make or complete future mergers, acquisitions or strategic alliances as a part of our growth strategy, or integrate recent or future mergers, acquisitions or strategic alliances, our business development may suffer. Goodwill and other intangible assets are subject to impairment. In addition to the risks applicable to our life science and materials analysis products, our CBRN detection products are subject to a number of additional risks, including lengthy product development and contract negotiation periods and certain risks inherent in long-term government contracts. If general health care spending patterns decline, our ability to generate revenue may suffer. Any reduction in the capital resources or government funding of our customers could reduce our sales and impede our ability to generate revenue. We are subject to existing and potential additional regulation and government inquiry, which can impose burdens on our operations and narrow the markets for our products. Our success depends on our ability to operate without infringing or misappropriating the proprietary rights of others. If we are unable to effectively protect our intellectual property, third parties may use our technology, which would impair our ability to compete in our markets. We may be involved in lawsuits to protect or enforce our patents that are brought by us which could be expensive and time consuming and, if determined adversely, could adversely affect our patent position. Our manufacture and sale of products could lead to product liability claims for which we could have substantial liability. Responding to claims relating to improper handling, storage or disposal of hazardous chemicals and radioactive and biological materials which we use could be time consuming and costly. We are dependent upon various key personnel and must recruit additional qualified personnel for a number of management positions. We may not be able to maintain our sales and service staff to meet demand for our products and services. We plan significant growth, and there is a risk that we will not be able to manage this growth. We derive a significant portion of our revenue from international sales and are subject to the risks of doing business in foreign countries. We may lose money when we exchange foreign currency received from international sales into U.S. dollars. Various international tax risks could adversely affect our earnings. Armed hostilities could constrain our ability to conduct business internationally and could also disrupt our U.S. operations. Increasing prices of metal raw materials and superconducting wire could adversely affect the gross margins and profitability of our Bruker BioSpin subsidiary and its superconducting wire business. The emerging risk of liquid helium becoming scarce and significantly more expensive could dampen the demand for NMR and research MRI products. The unpredictability and fluctuation of our quarterly results may adversely affect the trading price of our common stock. Existing stockholders have significant influence over us. Other companies may have difficulty acquiring us, even if doing so would benefit our stockholders, due to provisions under our corporate charter and bylaws, as well as Delaware law.

Full 10-K form ▸

1109354--3/17/2008--BRUKER_CORP