What the changes say
- Government funding freezes, delays and changing priorities may reduce or postpone healthcare and life-sciences orders.
- Competition includes InteliSwab®, sample-collection products, distributor-developed offerings and customers’ internally developed devices.
- FDA disruptions, RUO classification and QMSR compliance could delay products, trigger enforcement or increase costs.
- New corporate risks include a $40 million repurchase authorization, activist stockholders, tax changes and product-mix volatility.
What changed since the prior 10-K
New
- NewRisks Relating to Products, Marketing and Sales
ORAcollect® products. Additionally, there are a number of products for the detection of antigen to SARS-CoV-2 that compete with the Company's InteliSwab® COVID-19 diagnostic test
Competitors, distributors, former customers and customers’ internal products could take share or pressure prices, revenue and margins.
- NewRisks Relating to the Company's Industry, Business and Strategy
life sciences procurement. Any reduction, delay, or uncertainty in the availability of such funding could adversely affect the purchasing patterns of these customers, impacting our business, financial condition, and results of operations
Government funding freezes, appropriations delays, policy changes and reduced BARDA or other funding could delay or cancel customer orders.
- NewRegulatory Risks
components or materials and of its distributors to sell its products could also be adversely affected if their operations are determined to be out of compliance. Such actions by the FDA and other regulatory bodies could adversely affect the Company's revenues, costs and results of operations
The FDA could reject DNAG’s “For Research Use Only” designations, alleging misbranding or adulteration and imposing penalties, recalls, seizure or injunctions.
- NewRegulatory Risks
Disruptions at the FDA and Other Government Agencies, Including Staffing Constraints, and Funding Uncertainty, Could Delay or Prevent the Development, Review, Approval, or Commercialization of Our Products and Adversely Affect Our Business
Staffing constraints, shutdowns, funding uncertainty and policy shifts at the FDA, SEC and other agencies could delay approvals, inspections and product launches.
- NewRegulatory Risks
Changes In Tax Laws Or In Their Implementation Or Interpretation May Adversely Affect Us Or Our Investors
Changes to tax laws, including the July 4, 2025 legislation, could increase taxes or require operational changes.
- NewRisks Relating to the Company's Common Stock
Share Repurchases Could Increase the Volatility of the Trading Price of Our Common Stock and Diminish Our Cash Reserves, and We Cannot Guarantee That Our Stock Repurchase Program Will Enhance Long-Term Stockholder Value
The $40 million share-repurchase authorization could reduce cash available for growth, acquisitions and working capital, while increasing share-price volatility.
- NewRisks Relating to the Company's Common Stock
Our Business Could be Negatively Affected as a Result of Actions of Activist Stockholders
Activist stockholders could divert management, disrupt operations, affect strategic direction and make it harder to retain employees or customers.
- NewRisks Relating to the Company's Common Stock
Company's sales from year-to-year. This can make it difficult to accurately forecast whether the Company will achieve its quarterly sales forecasts and can cause variability in its operating results
Sales and operating results may fluctuate with product mix, pricing and differing gross-margin contributions, making forecasts harder to achieve.
Dropped
- DroppedRisks Relating to Products, Marketing and Sales
including the potential increase to the federal minimum wage in the United States that has been recently proposed by the current administration
- DroppedRisks Relating to the Company's Industry, Business and Strategy
the Company's inability to successfully assimilate differences in foreign business practices or overcome language or cultural barriers and other inherent risks of operating in unfamiliar legal and regulatory environments
- DroppedRisks Relating to the Company's Industry, Business and Strategy
We May Fail to Realize the Anticipated Benefits of the Acquisition of Sherlock
- DroppedRegulatory Risks
On April 29, 2024, the FDA published a final rule on LDTs, in which FDA outlines its plan to end enforcement discretion for many LDTs in five stages over a four-year period
- DroppedRisks Relating to the Company's Common Stock
The Company's Ability to Sell Products Could be Adversely Affected by Competition From New and Existing Products and Services
- DroppedRisks Relating to the Company's Common Stock
Economic Volatility and Disruption Resulting from the COVID-19 Pandemic and any Future Pandemic and Health Crises Could Adversely Affect the Company’s Business, Financial Performance, Results of Operations, Cash Flow and Financial Condition or Those of Its Customers and Suppliers
- DroppedRisks Relating to the Company's Common Stock
The Increasing Prevalence of AI-based Software Presents New Risks and Could Adversely Affect Our Business and Reputation
Reworded
- 78% rewrittenRisks Relating to the Company's Industry, Business and Strategy
The Company is Subject to Risks Related to Government Funding and Customer Ordering
The discussion now identifies 2025 government funding freezes and delays and expands the potential effects on government-dependent customer orders.
- 73% rewrittenRisks Relating to Products, Marketing and Sales
The Company Expects to Face Increasing Competition From Other Providers of Diagnostic Tests and Sample Collection Products
The competition discussion is reframed around diagnostic tests and sample-collection products, retaining OraQuick® and Oragene® examples.
- 62% rewrittenRegulatory Risks
The Use of New And Evolving Technologies, Such As Artificial Intelligence (“AI”), In Our Offerings May Present Risks And Challenges That Can Impact Our Business Including by Posing Security Risks to Our Confidential Information, Proprietary Information, and Personal Data
AI risks expand from intellectual property and regulation to commercially available tools, cybersecurity, privacy, accuracy, bias, misinformation and data leakage.
- 61% rewrittenRegulatory Risks
FDA Regulation of Laboratory-Developed Tests and Genetic Testing Could Affect Demand For the Company's Products
The LDT discussion adds the FDA’s stated move toward regulation, including its 2010 announcement and 2014 proposed guidance.
- 52% rewrittenRisks Relating to the Economy, the Company's Financial Results, Investments, and Need for Financing
Increasing Geopolitical and Economic Risk and Tariffs Could Negatively Affect Our Ability to Maintain Sales at Existing Levels
The tariff discussion now emphasizes higher materials, component and finished-goods costs, limited-notice changes and possible retaliation.
- 45% rewrittenRegulatory Risks
Failure to Comply With FDA or Other Regulatory Requirements May Require the Company to Suspend Production or Sale of Its Products or Institute a Recall Which Could Result in Higher Costs and a Loss of Revenues
The referenced FDA quality framework changes from QSR to QMSR, while the broader compliance, inspection and recall risks remain.
- 38% rewrittenRisks Relating to Products, Marketing and Sales
The Company's Business Results Depend on Its Ability to Manage Disruptions in Its Domestic and Global Supply Chains and Distribution Channels
No substantive change; the same manufacturing, supply, distribution and supplier-disruption scenarios remain described.
- 38% rewrittenRisks Relating to Products, Marketing and Sales
The Company's Future Success Depends Upon Market Acceptance of its Existing and Future Products and Service Offerings
Product examples shift from InteliSwab®, OraQuick®, Ebola and OMNIgene® offerings to urine samples, the anticipated CT/NG test and Colli-Pee®.
- 35% rewrittenRisks Relating to Products, Marketing and Sales
The Company Expects Revenue Levels From its InteliSwab® COVID-19 Rapid Test to Continue to Decline
- 33% rewrittenRisks Relating to the Company's Common Stock
The Company May Experience Fluctuations in Its Financial Results or Fail to Meet Its Financial Projections
- 30% rewrittenRegulatory Risks
Failure to Comply With Data Protection Requirements or Privacy Laws Could Increase the Company's Costs
- 26% rewrittenRisks Relating to Products, Marketing and Sales
The Company's U.S. Government Contracts Require Compliance With Numerous Laws and Increases Its Risk and Liability
- 26% rewrittenRisks Relating to Products, Marketing and Sales
The Company's Inability to Manufacture Products in Accordance with Applicable Specifications, Performance Standards or Quality Requirements Could Adversely Affect Its Business
- 25% rewrittenRisks Relating to the Company's Industry, Business and Strategy
Customer Concentration Creates Risk for the Company's Business
- 20% rewrittenRisks Relating to the Company's Common Stock
Conditions in the Banking System and Financial Markets, Including the Failure of Banks and Financial Institutions, Could Have an Adverse Effect on the Company's Operations and Financial Results
All 69 risk factors
Headings as the filing states them, in filing order.
Risks Relating to Products, Marketing and Sales
- 01Changes in the Genomics Market May Adversely Affect the Company's Business
- 02The Company's Future Success Depends Upon Market Acceptance of its Existing and Future Products and Service Offerings38% rewritten
- 03If Acceptance and Adoption of Oral Fluid Testing and Collection Products Does Not Continue, the Company's Future Results May Suffer
- 04The Company Expects to Face Increasing Competition From Other Providers of Diagnostic Tests and Sample Collection Products73% rewritten
- 05ORAcollect® products. Additionally, there are a number of products for the detection of antigen to SARS-CoV-2 that compete with the Company's InteliSwab® COVID-19 diagnostic testNew
- 06The Company's Product Sales Cycles Can be Lengthy, and May Depend on Public Funding, Which Can Cause Variability and Unpredictability in the Company's Operating Results
- 07The Company's Inability To Expand International Sales Could Adversely Affect its Business and Results of Operations
- 08The Company's International Presence May Increase Its Risks and Expose Its Business to Regulatory, Cultural or Other Restraints
- 09The Company's U.S. Government Contracts Require Compliance With Numerous Laws and Increases Its Risk and Liability26% rewritten
- 10The Company's Inability to Manufacture Products in Accordance with Applicable Specifications, Performance Standards or Quality Requirements Could Adversely Affect Its Business26% rewritten
- 11The Company's Business Will Suffer if It Does Not Effectively Manage Challenges to Its Manufacturing Processes and It May be Unable to Successfully Scale-Up Manufacturing of Its Products in Sufficient Quality and Quantity to Meet Demand, Which Would Negatively Impact Revenue Expectations
- 12The Company's Business Results Depend on Its Ability to Manage Disruptions in Its Domestic and Global Supply Chains and Distribution Channels38% rewritten
- 13Certain of the Company's Products Depend on Components From a Sole-Source Supplier, the Loss of Which Would Cause the Company to be Unable to Deliver Such Products
- 14The Company's U.S. Government Contracts May Affect Its Intellectual Property Rights
- 15The Company's U.S. Government Contracts and Related Administrative Processes Are Subject to Audits and Cost Adjustments by the Federal Government
- 16The Company Expects Revenue Levels From its InteliSwab® COVID-19 Rapid Test to Continue to Decline35% rewritten
- 17Marketing of the Company's COVID-19 Tests and Collection Kits Under EUAs from the FDA Is Subject To Certain Limitations and the Company Is Required To Maintain Compliance with the Terms of the EUA, Among Other Things, and the Continuance of the EUAs Is Subject To Government Discretion
Risks Relating to the Company's Industry, Business and Strategy
- 18Consolidation in the Healthcare Industry Could Adversely Affect the Company's Future Revenues and Operating Results
- 19The Company's Research, Development and Commercialization Efforts May Not Succeed and Its Competitors May Develop and Commercialize More Effective or Successful Offerings
- 20Customer Concentration Creates Risk for the Company's Business25% rewritten
- 21The Company is Subject to Risks Related to Government Funding and Customer Ordering78% rewritten
- 22life sciences procurement. Any reduction, delay, or uncertainty in the availability of such funding could adversely affect the purchasing patterns of these customers, impacting our business, financial condition, and results of operationsNew
- 23Acquisitions or Investments May Not Generate the Expected Benefits and Could Disrupt the Company's Ongoing Business, Distract Its Management, Increase Its Expenses and Adversely Affect Its Business
- 24The Company's Revenues Could be Affected by Third-Party Reimbursement Policies and Potential Cost Constraints
- 25Changes in Healthcare Regulation Could Affect the Company's Revenues, Costs and Financial Condition
- 26New or Changed Testing Guidelines Could Affect Sales of the Company's Diagnostic Products
- 27Reductions in Government Funding and Research Budgets Could Adversely Affect the Company's Business and Financial Results
Risks Relating to the Company's Reliance on Third Parties
- 28The Company's Failure to Maintain Existing Distribution Channels, or Develop New Distribution Channels, May Result in Lower Revenues
- 29The Company has marketed many of its products by collaborating with laboratories, diagnostic companies and distributors. Its sales depend to a substantial degree on its ability to sell products to these customers and on the marketing and distribution abilities of the companies with which it collaborates
- 30The Company May Need Strategic Partners to Assist in Developing and Commercializing Some of Its Products
Risks Relating to Intellectual Property
- 31The Company's Success Depends on Its Ability to Protect Its Proprietary Technology
- 32The Company May Become Involved in Intellectual Property Disputes, Which Could Increase Its Costs and Limit or Eliminate Its Ability to Sell Products, Provide Services or Use Certain Technologies
Regulatory Risks
- 33The Need to Obtain Regulatory Approvals, Clearances, Authorizations or Certifications Could Increase the Company's Costs and Adversely Affect Its Financial Performance
- 34Failure to Comply With FDA or Other Regulatory Requirements May Require the Company to Suspend Production or Sale of Its Products or Institute a Recall Which Could Result in Higher Costs and a Loss of Revenues45% rewritten
- 35components or materials and of its distributors to sell its products could also be adversely affected if their operations are determined to be out of compliance. Such actions by the FDA and other regulatory bodies could adversely affect the Company's revenues, costs and results of operationsNew
- 36The Company's Inability to Respond to Changes in Regulatory Requirements Could Adversely Affect Its Business
- 37The Company Is Subject to Numerous Government Regulations in Addition to FDA Requirements, Which Could Increase the Company's Costs and Affect Its Operations
- 38Disruptions at the FDA and Other Government Agencies, Including Staffing Constraints, and Funding Uncertainty, Could Delay or Prevent the Development, Review, Approval, or Commercialization of Our Products and Adversely Affect Our BusinessNew
- 39Failure to Comply With Privacy, Security and Breach Notification Regulations May Increase the Company's Costs
- 40Failure to Comply With Data Protection Requirements or Privacy Laws Could Increase the Company's Costs30% rewritten
- 41Changes In Tax Laws Or In Their Implementation Or Interpretation May Adversely Affect Us Or Our InvestorsNew
- 42The Use of New And Evolving Technologies, Such As Artificial Intelligence (“AI”), In Our Offerings May Present Risks And Challenges That Can Impact Our Business Including by Posing Security Risks to Our Confidential Information, Proprietary Information, and Personal Data62% rewritten
- 43FDA Regulation of Laboratory-Developed Tests and Genetic Testing Could Affect Demand For the Company's Products61% rewritten
- 44The Company's International Sales Create Potential Exposure Under Anti-Corruption Laws
Risks Relating to the Economy, the Company's Financial Results, Investments, and Need for Financing
- 45The Company Has Experienced Losses in the Past and May Not Be Able to Again Achieve and Maintain Profitable Operations
- 46Increasing Geopolitical and Economic Risk and Tariffs Could Negatively Affect Our Ability to Maintain Sales at Existing Levels52% rewritten
- 47An Impairment of Goodwill and Intangible Assets Could Reduce the Company's Earnings
- 48Changes in Foreign Currency Exchange Rates Could Negatively Affect the Company's Operating Results
Risks Relating to the Company's Common Stock
- 49The Company's Stock Price Could Continue to be Volatile
- 50Share Repurchases Could Increase the Volatility of the Trading Price of Our Common Stock and Diminish Our Cash Reserves, and We Cannot Guarantee That Our Stock Repurchase Program Will Enhance Long-Term Stockholder ValueNew
- 51Future Sales of the Company's Common Stock by Existing Stockholders, Executive Officers or Directors Could Depress the Market Price of Its Common Stock and Make It More Difficult for the Company to Sell Stock in the Future
- 52Because the Company Does Not Intend to Pay Cash Dividends on Its Common Stock, an Investor in the Company's Common Stock Will Benefit Only if the Its Common Stock Appreciates in Value
- 53Certain Provisions in the Company's Certificate of Incorporation and Bylaws and Under Delaware Law Could Make a Third-Party Acquisition of the Company Difficult
- 54Our Business Could be Negatively Affected as a Result of Actions of Activist StockholdersNew
- 55The Company May Face Product Liability Claims for Injuries Resulting From the Use of Its Products
- 56Performance of the Company's Products May Affect Its Revenues, Stock Price and Reputation
- 57Failure to Achieve the Company's Financial and Strategic Objectives Could Have a Material Adverse Impact on Its Business Prospects
- 58If the Company Fails To Establish and Maintain Proper And Effective Internal Control Over Financial Reporting, Its Operating Results and Its Ability to Operate Its Business Could Be Harmed
- 59If the Company Loses Key Personnel or Is Unable to Attract and Retain Qualified Personnel as Necessary, Its Business Could be Harmed
- 60Increases in Demand for the Company's Products and Services Could Require It to Expend Considerable Resources or Harm Its Customer Relationships if It Is Unable to Meet That Demand
- 61The Company Relies on Information Technology in Its Operations and Any Material Failure, Inadequacy, Interruption or Security Breach of that Technology Could Harm Its Ability to Efficiently Operate Its Business
- 62Cybersecurity Incidents and Other Disruptions Could Compromise the Company's Information, Expose It to Liability and Harm Its Reputation and Business
- 63Federal and State Laws Pertaining to Healthcare Fraud and Abuse Could Adversely Affect the Company's Business, Financial Condition and Results of Operations
- 64The Company May Experience Fluctuations in Its Financial Results or Fail to Meet Its Financial Projections33% rewritten
- 65Company's sales from year-to-year. This can make it difficult to accurately forecast whether the Company will achieve its quarterly sales forecasts and can cause variability in its operating resultsNew
- 66The Company May Require Future Additional Capital
- 67Conditions in the Banking System and Financial Markets, Including the Failure of Banks and Financial Institutions, Could Have an Adverse Effect on the Company's Operations and Financial Results20% rewritten
- 68Terrorist Attacks, Natural Disasters, Public Health Crises, Political Unrest or Other Catastrophic Events Outside of the Company's Control May Adversely Affect Its Business
- 69Future Sales of Shares of the Company's Common Stock Could Adversely Affect the Trading Price of Its Common Stock and Its Ability to Raise Funds in New Equity Offerings
Other Orasure Technologies 10-Ks
- FY2024 10-K risk factors68 risks
The company relies heavily on genomics, COVID-19 testing revenues, and specific government contracts.
Filed Mar 07, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.