Obligation Aligent Technologies 6.5% ( US00846UAC53 ) en USD

Aligent Technologies

100 % ⇌

Etas-Unis

US00846UAC53 ( en USD )

6.5% par an ( paiement semestriel )

01/11/2017 - Obligation échue

Prospectus brochure de l'obligation Agilent Technologies US00846UAC53 en USD 6.5%, échue

2 000 USD

600 000 000 USD

00846UAC5

BBB+ ( Qualité moyenne inférieure )

Baa2 ( Qualité moyenne inférieure )

Agilent Technologies est une entreprise technologique multinationale spécialisée dans les instruments de mesure, les logiciels d'analyse et les services pour les marchés des sciences de la vie, de la chimie et de l'électronique.

L'Obligation émise par Aligent Technologies ( Etas-Unis ) , en USD, avec le code ISIN US00846UAC53, paye un coupon de 6.5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/11/2017

L'Obligation émise par Aligent Technologies ( Etas-Unis ) , en USD, avec le code ISIN US00846UAC53, a été notée Baa2 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Aligent Technologies ( Etas-Unis ) , en USD, avec le code ISIN US00846UAC53, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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424B5 1 a2180379z424b5.htm 424(B)(5)
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Filed pursuant to Rule 424(b)(5)
Registration No. 333-146892
CALCULATION OF REGISTRATION FEE
Proposed
Amount of
Title of each class of securities to be registered
maximum aggregate
registration fee(1)
offering price
6.50% Senior Notes due 2017

$600,000,000

$18,420
(1)
Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended, and previously
transmitted to the Securities and Exchange Commission in connection with the securities offered from the
registration statement (Registration Number: 333-146892) by means of this final prospectus supplement.
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Filed pursuant to Rule 424(b)(5)
Registration No. 333-146892
Prospectus Supplement
(To Prospectus dated October 24, 2007)

Agilent Technologies, Inc.
$600,000,000
6.50% Senior Notes due 2017
Interest payable on May 1 and November 1
Issue price: 99.600%
Agilent Technologies, Inc. is offering $600,000,000 aggregate principal amount of its 6.50% Senior Notes due
2017 (the "notes"). The notes will bear interest at a rate of 6.50% per annum and will mature on November 1,
2017.
Interest on the notes will be payable semiannually on May 1 and November 1 of each year and will accrue from
October 29, 2007. Agilent Technologies, Inc. may redeem the notes in whole or in part at any time prior to their
maturity at the redemption prices described in this prospectus supplement on page S-23. Upon the occurrence of
a "change of control repurchase event," Agilent Technologies, Inc. will be required to make an offer to
repurchase the notes at a price equal to 101% of their principal amount plus accrued and unpaid interest to, but
not including, the date of repurchase.
The notes will be senior unsecured obligations of Agilent Technologies, Inc. and will rank equally with all of its
other senior unsecured indebtedness. The notes will not be guaranteed by any of our subsidiaries. The notes are
being offered globally for sale in jurisdictions where it is lawful to make such offers and sales. The notes will be
issued in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof.
See "Risk Factors" beginning on page S-8 for a discussion of certain risks that you should consider in
connection with an investment in the notes.
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Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of the notes or determined that this prospectus supplement or the accompanying prospectus is
accurate or complete. Any representation to the contrary is a criminal offense.
Price to
Underwriting
Proceeds

Public

Discounts

to Us
Per Note

99.600%

0.650%

98.950%
Total

$597,600,000

$3,900,000

$593,700,000
The notes will not be listed on any securities exchange. Currently, there is no public market for the notes.
We expect that delivery of the notes will be made to investors in registered book-entry form only through the
facilities of The Depository Trust Company ("DTC"), Clearstream Banking, société anonyme ("Clearstream,
Luxembourg"), and Euroclear Bank, S.A./N.V., as operator of the Euroclear System ("Euroclear"), on or about
October 29, 2007.
Joint Book-Running Managers
Citi

JPMorgan
Co-Managers
Banc of America Securities LLC

Credit Suisse

Lehman Brothers

Utendahl Capital Markets, L.P.
October 24, 2007
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In making your investment decision, you should rely only on the information contained or
incorporated by reference in this prospectus supplement and the accompanying prospectus. We have not,
and the underwriters have not, authorized anyone to provide you with different information. If anyone
provides you with different or inconsistent information, you should not rely on it. We are not, and the
underwriters are not, making an offer of these securities in any state where the offer or sale is not
permitted. You should assume that the information provided in this prospectus supplement, the
accompanying prospectus or the documents incorporated by reference in this prospectus supplement and
in the accompanying prospectus is accurate only as of their respective dates. Our business, financial
condition, results of operations and prospects may have changed since those dates.
TABLE OF CONTENTS
Prospectus Supplement
Page

About This Prospectus Supplement

ii
Offering Summary

S-1
Risk Factors

S-8
Special Note About Forward-Looking Statements

S-19
Use of Proceeds

S-20
Capitalization

S-20
Description of Notes

S-21
Certain Material U.S. Federal Income Tax Consequences

S-32
Underwriting

S-35
Legal Matters

S-37
Experts

S-37
Where You Can Find More Information

S-37
Incorporation by Reference

S-37
Prospectus
About This Prospectus

1
Special Note About Forward-Looking Statements

3
The Company

4
Risk Factors

4
Use of Proceeds

5
Ratio of Earnings to Fixed Charges

5
Description of Debt Securities

6
Plan of Distribution

16
Legal Matters

18
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Experts

18
Where You Can Find More Information

18
Incorporation by Reference

18
i
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ABOUT THIS PROSPECTUS SUPPLEMENT
This document consists of two parts. The first part is the prospectus supplement, which describes the
specific terms of this offering. The second part is the accompanying prospectus, which describes more general
information, some of which may not apply to this offering. If the information set forth in this prospectus
supplement differs in any way from the information set forth in the accompanying prospectus, you should rely on
the information set forth in this prospectus supplement. You should read both this prospectus supplement and the
accompanying prospectus, together with the documents identified under the captions "Where You Can Find More
Information" and "Incorporation By Reference."
ii
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OFFERING SUMMARY
The following summary highlights selected information contained elsewhere in this prospectus supplement,
the accompanying prospectus and the documents incorporated by reference and may not contain all of the
information that is important to you. We encourage you to read this prospectus supplement and the
accompanying prospectus, together with the documents identified under the captions "Where You Can Find More
Information" and "Incorporation by Reference" in their entirety. You should pay special attention to the "Risk
Factors" section of this prospectus supplement and the "Risk Factors" section in the accompanying prospectus.
Unless otherwise indicated, use in this prospectus supplement of the terms:
·
"Agilent," "we," "us," "our" and "our company" refer to Agilent Technologies, Inc., a Delaware
corporation, and, unless the context otherwise requires, its consolidated subsidiaries;
·
"fiscal year" refers to a twelve month period ended October 31; and
·
"Issuer" refers to Agilent Technologies, Inc. and not any of its subsidiaries.
Our Company
Agilent Technologies, Inc. is a premier measurement company providing core electronic measurement and
bio-analytical solutions to the communications, electronics, life sciences and chemical analysis industries. We
were incorporated in Delaware in May 1999 and prior to our initial public offering, our operations comprised
Hewlett-Packard's test and measurement, semiconductor products, healthcare solutions and chemical analysis
businesses, related portions of Hewlett-Packard Laboratories, and associated infrastructure.
We currently have two businesses, the electronic measurement business and the bio-analytical measurement
business:
·
Our electronic measurement business focuses on the communications and electronics industries,
providing standard and customized solutions that are used in the design, development,
manufacture, installation, deployment and operation of electronic equipment and systems and
communications networks and services. Electronic measurement products include standard and
customized electronic measurement instruments and systems, monitoring, management and
optimization tools for communications networks and services, software design tools and related
services. Our electronic measurement business generated revenues of $3.3 billion in fiscal 2006
and $2.5 billion in the nine months ended July 31, 2007.
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·
Our bio-analytical measurement business focuses on life sciences, environmental, chemical, food
and petrochemical industries. It provides application-focused solutions that include instruments,
software, consumables and services that enable customers to identify, quantify and analyze the
physical and biological properties of substances and products. Our key product categories include
microarrays, microfluidics, gas chromatography, liquid chromatography, mass spectrometry,
software and informatics, and related consumables, reagents and services. Our bio-analytical
measurement business generated revenues of $1.7 billion in fiscal 2006 and $1.4 billion in the
nine months ended July 31, 2007.
In fiscal year 2006 and 2007, we completed several transactions aimed at increasing our focus on our core
electronic measurement and bio-analytical measurement businesses. In December 2005, we completed the sale of
our semiconductor products business to Avago Technologies Ltd. for approximately $2.6 billion in cash. In
June 2006, we transferred substantially all of the assets and liabilities of our semiconductor test solutions
business to a separate company, Verigy Ltd. ("Verigy"); we then divested this company through an initial public
offering and subsequent distribution to our
S-1
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stockholders. This fiscal year we have completed several acquisitions, including the acquisition of Stratagene
Corporation in June 2007 for $252.0 million in cash. Stratagene is a leading developer, manufacturer and
marketer of specialized life science research and diagnostic products. We expect the addition of Stratagene's core
strengths to allow us to better serve life sciences customers by tuning our mutual products to improve specific
application solutions.
Having completed the disposal of our semiconductor-related businesses, we are less exposed to the highly
cyclical semiconductor market. Therefore, we expect that our current operating model will experience lower
cyclicality in revenue and costs than we experienced prior to our divestitures. Our continued focus is to increase
our revenue at a faster rate than the rate of growth of the electronic measurement and bio-analytical measurement
markets, primarily through increasing market share, expanding our served market size with new products and
channels and complementary acquisitions. Our primary strategy is to pursue profitable growth by expanding our
leadership in core markets and seeking revenue growth opportunities in adjacent markets.
In the electronic measurement market, we anticipate continued opportunities for growth to be driven by our
customers' expansion of wireless 3G coverage and services as well as by opportunities in broadband access,
voice-over-internet-protocol and fiber-to-the-home, all fueled by consumer demand for voice/data/video
converged services. We also expect opportunities for growth as homeland security drives demand for
surveillance products and as research and development and electronic manufacturing drives demand for
measurement products in Asia. In the bio-analytical measurement market, we anticipate key market drivers will
include life science applications such as genomics, metabolomics and proteomics, secular growth opportunities in
developing countries such as China and India, and in Eastern Europe, generic and biologic drug market
expansion, continued worldwide academic and government investment, new regulations in environmental, food
and forensic testing and petrochemical-related investments.
Agilent has a highly diversified global customer base and no one customer represented more than 3% of
total consolidated net revenues in the nine months ended July 31, 2007. Our electronic measurement customers
include contract manufacturers, handset manufacturers, network equipment manufacturers who design, develop,
manufacture and install network equipment, and service providers who implement, maintain and manage
communication networks and services. Our bio-analytic customers include pharmaceutical and biotechnology
companies, contract research and contract manufacturing organizations, academic and governmental
organizations, petro-chemical refiners and bio-agricultural companies. We sell our products through direct sales,
sales agents, distributors, resellers, manufacturer's representatives, telesales and electronic commerce.
We conduct centralized research through Agilent Technologies Laboratories, which conducts applied
research that leads to technology that can be transferred to our existing businesses in communications,
electronics, life sciences and chemical analysis, and research that creates new businesses in adjacent markets
within our fields of interest. Agilent Labs also provides technology integration across our company.
Of our total net revenue of $4.0 billion for the nine months ended July 31, 2007, we generated 34 percent in
the United States and 66 percent outside the United States. As of July 31, 2007, we employed approximately
19,400 people worldwide. Our primary research, development and manufacturing sites are in California,
Colorado, Delaware and Washington in the U.S. and in China, Germany, Japan, Malaysia, Singapore and the
United Kingdom.
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Our principal executive offices are located at 5301 Stevens Creek Boulevard, Santa Clara, California 95051.
Our telephone number at that location is (408) 553-7777. Our home page on the Internet is www.agilent.com.
Other than the information expressly set forth in this prospectus, the information contained, or referred to, on our
website is not part of this prospectus or any accompanying prospectus supplement.
S-2
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