filings.toolsTeradyne (TER) 10-K risk factor changes: FY2022 vs FY2021
The 2022-12-31 10-K against the 2021-12-31 one, compared heading by heading and sentence by sentence.
All filing items1,167 rewritten582 added710 removed2,125 unchanged
Summary
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- Item 1A headings could not be compared: the parser did not find an Item 1A in both filings.
- Sentence by sentence, 582 added, 710 removed, 1,167 rewritten and 2,125 unchanged across 1 item that differ.
Sentences by item
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| Item | Added | Removed | Rewritten | Unchanged |
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| Full document | 582 | 710 | 1,167 | 2,125 |
Underlined words on a shaded ground are new in FY2022; struck-through words were in FY2021. Sentences that are wholly new or wholly gone are labelled rather than marked.
Full document
1,167 rewritten, 582 added, 710 removed, 2,125 unchanged
[added: |] For the [removed: fiscal year ended] [added: Year Ended] December 31, 2021 [added: (1) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]
[removed: Large accelerated filer ☒ Accelerated filer ☐] [added: |] Non-accelerated filer [added: | |] ☐ [added: | |] Smaller reporting company [removed: ☐ Emerging growth company] [added: | |] ☐ [added: |]
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) [added: by the registered public accounting firm that prepared or issued its audit report.]
The aggregate market value of the voting stock held by non-affiliates of the registrant as of July [removed: 2, 2021,] [added: 1, 2022,] was approximately [removed: $16.9] [added: $10.0] billion based upon the closing price of the registrant’s Common Stock on the Nasdaq Stock Market on that date.
The number of shares outstanding of the registrant’s only class of Common Stock as of February [removed: 16, 2022,] [added: 17, 2023,] was [removed: 162,417,046 shares.][added: 156,047,868]
Portions of the registrant’s proxy statement in connection with its [removed: 2022] [added: 2023] annual meeting of shareholders are incorporated by reference into Part III of this Form [added: 10-K.]
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| [removed: [PART I.](#toc213661_1)] [added: PART I.] | | | | | | |
| [removed: Item 1. | | [Business](#toc213661_2) | | | 1] [added: Item 1:] | [added: *Business*] |
| Item 1A. | | [Risk [removed: Factors](#toc213661_3)] [added: Factors](#tx414778_2)] | | | 13 | |
| Item 1B. | | [Unresolved Staff [removed: Comments](#toc213661_4)] [added: Comments](#tx414778_3)] | | | [removed: 25] [added: 27] | |
| [removed: Item 2. | | [Properties](#toc213661_5) | | | 25] [added: Item 2:] | [added: *Properties*] |
| [removed: Item 3. | | [Legal Proceedings](#toc213661_6) | | | 26] [added: Item 3:] | [added: *Legal Proceedings*] |
| [removed: Item 4. |] [added: Item 4:] | [removed: [Mine] [added: *Mine] Safety [removed: Disclosure](#toc213661_7) | | | 26 |] [added: Disclosure*] |
| [removed: [PART II.](#toc213661_8)] [added: PART II.] | | | | | | |
| [removed: Item 5. |] [added: Item 5:] | [removed: [Market] [added: *Market] for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity [removed: Securities](#toc213661_9) | | | 27 |] [added: Securities*] |
| [removed: Item 6. | | [(Reserved)](#toc213661_10) | | | 27] [added: Item 6:] | [added: *(Reserved)*] |
| Item 7. | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operation](#toc213661_11)] [added: Operation](#tx414778_9)] | | | [removed: 27] [added: 28] | |
| Item 7A. | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#toc213661_12)] [added: Risk](#tx414778_10)] | | | [removed: 42] [added: 43] | |
| Item 8. | | [Financial Statements and Supplementary [removed: Data](#toc213661_13)] [added: Data](#tx414778_11)] | | | [removed: 44] [added: 45] | |
| Item 9. | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#toc213661_14)] [added: Disclosure](#tx414778_12)] | | | [removed: 103] [added: 102] | |
| Item 9A. | | [Controls and [removed: Procedures](#toc213661_15)] [added: Procedures](#tx414778_13)] | | | [removed: 103] [added: 102] | |
| Item 9B. | | [Other [removed: Information](#toc213661_16)] [added: Information](#tx414778_14)] | | | [removed: 103] [added: 102] | |
| Item 9C. | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#toc213661_27)] [added: Inspections](#tx414778_15)] | | | [removed: 103] [added: 102] | |
| [removed: [PART III.](#toc213661_17)] [added: PART III.] | | | | | | |
| Item 10. | | [Directors, Executive Officers and Corporate [removed: Governance](#toc213661_18)] [added: Governance](#tx414778_16)] | | | [removed: 104] [added: 103] | |
| Item 11. | | [Executive [removed: Compensation](#toc213661_19)] [added: Compensation](#tx414778_17)] | | | [removed: 104] [added: 103] | |
| Item 12. | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#toc213661_20)] [added: Matters](#tx414778_18)] | | | [removed: 104] [added: 103] | |
| Item 13. | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#toc213661_21)] [added: Independence](#tx414778_19)] | | | [removed: 104] [added: 103] | |
| Item 14. | | [Principal Accountant Fees and [removed: Services](#toc213661_22)] [added: Services](#tx414778_20)] | | | [removed: 104] [added: 103] | |
| [removed: [PART IV.](#toc213661_23)] [added: PART IV.] | | | | | | |
| Item 15. | | [Exhibits and Financial Statement [removed: Schedule](#toc213661_24)] [added: Schedule](#tx414778_21)] | | | [removed: 105] [added: 104] | |
| Item 16. | | [Form 10-K [removed: Summary](#toc213661_25)] [added: Summary](#tx414778_22)] | | | [removed: 106] [added: 105] | |
FORM [added: 10-K]
[added: This Annual Report on Form 10-K] contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act and Section 21E of the Securities Exchange Act.
Forward-looking statements involve risks and uncertainties, including, but not limited to, those discussed in the section entitled “Risk Factors” of this annual report on Form [added: 10-K and elsewhere, and in other reports we file with the Securities and Exchange Commission (“SEC”).]
| Item [removed: 1:] [added: 1.] | [removed: Business] | [added: [Business](#tx414778_1) | | | 2 | |]
Teradyne, Inc. (“Teradyne”) was founded in 1960 and is a leading global supplier of [removed: automation equipment for] [added: automated] test [added: equipment] and [removed: industrial applications.][added: robotics solutions.]
[removed: We design, develop, manufacture and sell] [added: Our] automatic test systems [added: are] used to test semiconductors, wireless products, data storage and complex electronics systems in many industries including consumer electronics, wireless, automotive, industrial, computing, communications, and aerospace and defense industries.
[removed: Our industrial automation] [added: Teradyne’s robotics] products include collaborative robotic arms, autonomous mobile [removed: robots (“AMRs”)] [added: robots,] and advanced robotic control software used by global manufacturing, logistics and [removed: light] industrial customers to improve quality, increase manufacturing and material handling efficiency and decrease manufacturing and logistics costs.
##### [Table of Contents](#toc)
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b).
| Large accelerated filer | | ☒ | | Accelerated filer | | ☐ |
| | | | | Emerging growth company | | ☐ |
shares.
##### [Table of Contents](#toc)
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| | | [Signatures](#tx414778_23) | | | 111 | |
##### [Table of Contents](#toc)
##### [Table of Contents](#toc)
We design, develop, manufacture and sell automatic test systems and robotics products.
| | • | | robotics (“Robotics”) products. |
While the depth of the slowdown and the timing of the recovery are uncertain, we expect the ramp of 3 nanometer process technology starting in 2023 followed by gate-all-around process technology, increasing multichip packaging, additional device complexity and unit growth will drive additional demand for test over our four year forecast period.
Our Robotics segment consists of Universal Robots A/S (“UR”), a leading supplier of collaborative robotic arms and Mobile Industrial Robots A/S (“MiR”), a leading maker of autonomous mobile robots (“AMRs”) for industrial automation.
In September 2022, we merged MiR and AutoGuide, LLC (“AutoGuide”), a maker of high payload AMRs, to become a single supplier of AMRs.
We expect Robotics sales channel expansion combined with new products to drive growth in 2023.
Both our test and robotics businesses may continue to be influenced by supply constraints, which could impact our revenue and costs in 2023.
In 2022, inflation had minimal effect on our results.
In 2022, we were unable to supply approximately $20 million of revenue in our test businesses for which we had customer demand.
Our financial statements are denominated in U.S. dollars.
While the majority of our revenues are in U.S. dollars, approximately 70 percent of our Robotics revenue is denominated in foreign currencies.
In 2022, the strengthening of the U.S. dollar was a factor in lower than forecasted revenues in our Robotics segment.
Continued strengthening of the U.S. dollar would adversely affect Robotics revenue growth in 2023.
##### [Table of Contents](#toc)
##### [Table of Contents](#toc)
These markets include mobile phones and tablets, PCs, servers, networking and automotive electronics.
##### [Table of Contents](#toc)
##### [Table of Contents](#toc)
*Robotics*
##### [Table of Contents](#toc)
In 2022, Universal Robots introduced the first of its next generation industrial collaborative robots, the UR20.
This model, which begins shipment in the first half of 2023, has a 1750 millimeter reach and 20 kg payload capacity.
UR20 handles more tasks, fits more applications and assists in more environments.
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by the registered public accounting firm that prepared or issued its audit report.
10-K.
| | | [Signatures](#toc213661_26) | | | 112 | |
10-K
This Annual Report on Form
and elsewhere, and in other reports we file with the Securities and Exchange Commission (“SEC”).
| | • | | industrial automation (“Industrial Automation”) products. |
In 2021, revenue in our test businesses exceeded our plan as a result of increased Semiconductor Test demand and broad-based growth in our Wireless Test and Storage Test businesses.
end-markets.
We expect this demand to accelerate in 2023 as a result of the expected ramp in volume production of semiconductor devices using 3 nanometer manufacturing technology.
In 2021, our Industrial Automation segment returned to growth following the global industrial downturn as well as the impact of the
COVID-19
pandemic in 2020.
We expect our UR and MiR businesses to continue to grow in 2022, while our AutoGuide business will focus on continuing to invest to scale and integrate high payload AMR solutions.
We make available, free of charge, copies of our filings with the SEC, including our annual reports on Form
10-K,
quarterly reports on Form
10-Q,
current reports on Form
8-K
Semiconductor devices span a broad range of functionality, from very simple
low-cost
These markets include smartphones, cell phones, tablets, set top boxes, HDTVs, game controllers, computer graphics, and automotive controllers to name a few.
In 2019, we introduced our next generation UltraFLEX
Plus
tester, the newest member of the UltraFLEX family, UltraFLEX
uses the new PACE
TM
Our J750
IG-XL
test system.
Our proprietary SmartPin
The newest products from the platform include the
ETS-88,
ETS-800,
a high performance multi-site production test system to test high complexity power devices in automotive, industrial and consumer applications.
In-Circuit-Test
(“ICT”) and device programming of printed circuit board assemblies.
An excerpt. Shown here: 40 of 1,167 rewritten, 40 of 582 added and 40 of 710 removed. The counts are complete. For every sentence, read Full document in the FY2022 filing and the FY2021 filing.