Baxter International (BAX) risk factors, FY2024 10-K

Risks Relating to Our Recent and Ongoing Strategic Actions

1. 01We are exposed to risks as a result of our strategic actions, including the recent sale of our Kidney Care business
2. 02regulations that could affect our remaining businesses; the potential for regulatory actions or investigations related to the transaction or the businesses involved; and potential negative reactions from the financial markets, ratings agencies, customers, employees, other personnel or other stakeholders
3. 03We may continue to experience difficulties with our ongoing integration of Hillrom or fail to realize the anticipated benefits of the Hillrom acquisition
4. 04If our business strategy and development activities are unsuccessful, our business, results of operations, financial condition and cash flows could be adversely affected

Risks Relating to Our Financial Performance and Our Common Stock

1. 05Global economic conditions, including inflation and supply chain disruptions, have adversely affected, and could continue to adversely affect, our operations
2. 06Our operating results and financial condition have fluctuated and may in the future continue to fluctuate
3. 07We may not achieve our financial goals
4. 08Our common stock price has fluctuated significantly and may continue to do so in the future
5. 09Our significant indebtedness requires us to use a substantial amount of our cash flow for debt service and could constrain our flexibility in responding to unanticipated or adverse business conditions and adversely affect our business, results of operations, financial condition and cash flows
6. 10Changes in foreign currency exchange rates and interest rates have had, and may in the future have, an adverse effect on our results of operations, financial condition, cash flows and liquidity
7. 11Future material impairments in the value of our goodwill, intangible assets and other long-lived assets would negatively affect our operating results
8. 12We cannot guarantee that in the future we will not further reduce the amount of dividends we pay

Risks Relating to Our Business

1. 13If we are unable to successfully introduce or monetize new and existing products or services, or fail to keep pace with changing consumer preferences and needs or advances in technology, our business, results of operations, financial condition and cash flows could be adversely affected
2. 14Issues with quality management or product quality could have an adverse effect on our business or cause a loss of customer confidence in us or our products, among other negative consequences
3. 15There is substantial competition in the product markets in which we operate and the risk of declining demand and pricing pressures could adversely affect our business, results of operations, financial condition and cash flows
4. 16contracts or for other reasons, or if we lose customers as a result of consolidation, our business, results of operations, financial condition and cash flows could be adversely affected
5. 17If we fail to attract, develop, retain and engage key employees, including a permanent CEO and other members of our senior management, our business may suffer
6. 18Pandemics and other public health emergencies, or the fear thereof, have had, and may in the future have, a material adverse effect on our business. The nature and extent of future impacts are uncertain and unpredictable

Risks Relating to Our Operations

1. 19Segments of our business are significantly dependent on major contracts with GPOs, IDNs and certain other distributors and purchasers
2. 20We may not be successful in achieving expected operating efficiencies and sustaining or improving operating expense reductions and may experience business disruptions and adverse tax consequences associated with restructuring, realignment and cost reduction activities
3. 21If we are unable to obtain sufficient components or raw materials on a timely basis or for a cost-effective price or if we experience other manufacturing, sterilization, supply or distribution difficulties, our business, results of operations, financial condition and cash flows may be adversely affected
4. 22endeavor, either alone or working closely with our suppliers, to ensure the continuity of our inputs and supplies, but these efforts may not always be successful
5. 23timely manner and such occurrences may damage our reputation and lead to decreased demand for our products and increased cost and expense to our business
6. 24Breaches and breakdowns affecting our information technology systems or protected information, including from obsolescence, cyber security breaches and data leakage, could have a material adverse effect on our business, results of operations, financial condition, cash flows, reputation and competitive position
7. 25In addition, Technology management issues arise from time-to-time as we continue to consolidate and outsource certain information technology support activities and certain computer operations and application support activities as a result of our ongoing business transformation activities and cost saving initiatives
8. 26Incorporating artificial intelligence, machine learning and other emerging technologies into our products, services and operations may result in legal and regulatory risks, reputational harm or have other adverse consequences to our business, financial condition or results of operations
9. 27Climate change, or legal, regulatory or market measures to address climate change, could adversely affect our business, results of operations, financial condition and cash flows
10. 28Our commitments, goals and disclosures related to corporate responsibility matters, and the perception of our activities in these areas, may adversely impact us, including through reputational harm
11. 29We are subject to risks associated with doing business globally
12. 30A portion of our workforce is unionized, and we could face labor disruptions that would interfere with our operations

Risks Relating to Legal and Regulatory Matters

1. 31As a participant in the healthcare industry, our operations and products, and those of our customers, are regulated by numerous government agencies, both inside and outside the United States
2. 32Increasing regulatory focus on privacy, artificial intelligence and cybersecurity issues and expanding laws could impact our business and expose us to increased liability
3. 33Public and private payers have challenged, and are expected to continue to challenge, prices charged for medical products and services. Such downward pricing pressures from any or all of these payers may result in an adverse effect on our business, results of operations, financial condition and cash flows
4. 34We could be subject to fines or damages and possible exclusion from participation in federal or state healthcare programs if we fail to comply with the laws and regulations applicable to our business
5. 35If we are unable to protect or enforce our patents or other proprietary rights, or if we become subject to claims or litigation alleging infringement of the patents or other proprietary rights of others, our competitiveness and business prospects may be materially damaged
6. 36Changes in tax laws or exposure to additional income tax liabilities may have a negative impact on our operating results
7. 37We are party to a number of pending lawsuits and other disputes which may have an adverse impact on our business, results of operations, financial condition and cash flows
8. 38Our Amended and Restated Bylaws could limit our stockholders’ ability to choose their preferred judicial forum for disputes with us or our directors, officers, or employees