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☑
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
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Massachusetts
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04-2052042
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||
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
|
||
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940 Winter Street,
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Waltham,
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Massachusetts
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02451
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
|
Trading Symbol
|
Name of exchange on which registered
|
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Common stock, $1 par value per share
|
PKI
|
The New York Stock Exchange
|
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Large accelerated filer
|
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☑
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Accelerated filer
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☐
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Non-accelerated filer
|
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Page
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PART I. FINANCIAL INFORMATION
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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PART II. OTHER INFORMATION
|
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Item 1.
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Item 1A.
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||
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Item 2.
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Item 6.
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||
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Item 1.
|
Unaudited Financial Statements
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands, except per share data)
|
||||||||||||||
|
Product revenue
|
$
|
502,114
|
|
|
$
|
495,608
|
|
|
$
|
940,836
|
|
|
$
|
943,216
|
|
|
Service revenue
|
220,403
|
|
|
207,754
|
|
|
430,418
|
|
|
404,118
|
|
||||
|
Total revenue
|
722,517
|
|
|
703,362
|
|
|
1,371,254
|
|
|
1,347,334
|
|
||||
|
Cost of product revenue
|
238,455
|
|
|
229,723
|
|
|
444,731
|
|
|
449,979
|
|
||||
|
Cost of service revenue
|
136,269
|
|
|
133,499
|
|
|
270,924
|
|
|
264,993
|
|
||||
|
Total cost of revenue
|
374,724
|
|
|
363,222
|
|
|
715,655
|
|
|
714,972
|
|
||||
|
Selling, general and administrative expenses
|
201,553
|
|
|
204,880
|
|
|
400,410
|
|
|
404,605
|
|
||||
|
Research and development expenses
|
48,344
|
|
|
47,196
|
|
|
96,324
|
|
|
93,180
|
|
||||
|
Restructuring and contract termination charges, net
|
6,161
|
|
|
—
|
|
|
13,800
|
|
|
6,578
|
|
||||
|
Operating income from continuing operations
|
91,735
|
|
|
88,064
|
|
|
145,065
|
|
|
127,999
|
|
||||
|
Interest and other expense, net
|
19,908
|
|
|
16,356
|
|
|
36,473
|
|
|
27,786
|
|
||||
|
Income from continuing operations before income taxes
|
71,827
|
|
|
71,708
|
|
|
108,592
|
|
|
100,213
|
|
||||
|
Provision for income taxes
|
2,686
|
|
|
7,035
|
|
|
3,998
|
|
|
9,505
|
|
||||
|
Income from continuing operations
|
69,141
|
|
|
64,673
|
|
|
104,594
|
|
|
90,708
|
|
||||
|
Loss on disposition of discontinued operations before income taxes
|
—
|
|
|
(551
|
)
|
|
—
|
|
|
(551
|
)
|
||||
|
Provision for income taxes on discontinued operations and dispositions
|
54
|
|
|
59
|
|
|
95
|
|
|
70
|
|
||||
|
Loss from discontinued operations and dispositions
|
(54
|
)
|
|
(610
|
)
|
|
(95
|
)
|
|
(621
|
)
|
||||
|
Net income
|
$
|
69,087
|
|
|
$
|
64,063
|
|
|
$
|
104,499
|
|
|
$
|
90,087
|
|
|
Basic earnings per share:
|
|
|
|
|
|
|
|
||||||||
|
Income from continuing operations
|
$
|
0.62
|
|
|
$
|
0.59
|
|
|
$
|
0.94
|
|
|
$
|
0.82
|
|
|
Loss from discontinued operations and dispositions
|
(0.00
|
)
|
|
(0.01
|
)
|
|
(0.00
|
)
|
|
(0.01
|
)
|
||||
|
Net income
|
$
|
0.62
|
|
|
$
|
0.58
|
|
|
$
|
0.94
|
|
|
$
|
0.82
|
|
|
Diluted earnings per share:
|
|
|
|
|
|
|
|
||||||||
|
Income from continuing operations
|
$
|
0.62
|
|
|
$
|
0.58
|
|
|
$
|
0.94
|
|
|
$
|
0.81
|
|
|
Loss from discontinued operations and dispositions
|
(0.00
|
)
|
|
(0.01
|
)
|
|
(0.00
|
)
|
|
(0.01
|
)
|
||||
|
Net income
|
$
|
0.62
|
|
|
$
|
0.57
|
|
|
$
|
0.94
|
|
|
$
|
0.81
|
|
|
Weighted average shares of common stock outstanding:
|
|
|
|
|
|
|
|
||||||||
|
Basic
|
110,845
|
|
|
110,477
|
|
|
110,694
|
|
|
110,386
|
|
||||
|
Diluted
|
111,528
|
|
|
111,452
|
|
|
111,411
|
|
|
111,391
|
|
||||
|
Cash dividends declared per common share
|
$
|
0.07
|
|
|
$
|
0.07
|
|
|
$
|
0.14
|
|
|
$
|
0.14
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Net income
|
$
|
69,087
|
|
|
$
|
64,063
|
|
|
$
|
104,499
|
|
|
$
|
90,087
|
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
|
Foreign currency translation adjustments
|
(7,320
|
)
|
|
(102,592
|
)
|
|
(4,254
|
)
|
|
(84,093
|
)
|
||||
|
Unrealized gain (loss) on securities, net of tax
|
103
|
|
|
4
|
|
|
(17
|
)
|
|
45
|
|
||||
|
Other comprehensive loss
|
(7,217
|
)
|
|
(102,588
|
)
|
|
(4,271
|
)
|
|
(84,048
|
)
|
||||
|
Comprehensive income (loss)
|
$
|
61,870
|
|
|
$
|
(38,525
|
)
|
|
$
|
100,228
|
|
|
$
|
6,039
|
|
|
|
June 30,
2019 |
|
December 30,
2018 |
||||
|
|
(In thousands, except share and per share data)
|
||||||
|
Current assets:
|
|
|
|
||||
|
Cash and cash equivalents
|
$
|
150,016
|
|
|
$
|
163,111
|
|
|
Accounts receivable, net
|
654,454
|
|
|
632,669
|
|
||
|
Inventories
|
414,330
|
|
|
338,347
|
|
||
|
Other current assets
|
118,961
|
|
|
100,507
|
|
||
|
Total current assets
|
1,337,761
|
|
|
1,234,634
|
|
||
|
Property, plant and equipment:
|
|
|
|
||||
|
At cost
|
670,821
|
|
|
680,183
|
|
||
|
Accumulated depreciation
|
(368,101
|
)
|
|
(361,593
|
)
|
||
|
Property, plant and equipment, net
|
302,720
|
|
|
318,590
|
|
||
|
Operating lease right-of-use assets
|
187,934
|
|
|
—
|
|
||
|
Intangible assets, net
|
1,282,440
|
|
|
1,199,667
|
|
||
|
Goodwill
|
3,042,049
|
|
|
2,952,608
|
|
||
|
Other assets, net
|
246,168
|
|
|
270,023
|
|
||
|
Total assets
|
$
|
6,399,072
|
|
|
$
|
5,975,522
|
|
|
Current liabilities:
|
|
|
|
||||
|
Current portion of long-term debt
|
$
|
8,205
|
|
|
$
|
14,856
|
|
|
Accounts payable
|
188,051
|
|
|
220,949
|
|
||
|
Accrued restructuring and contract termination charges
|
10,987
|
|
|
4,834
|
|
||
|
Accrued expenses and other current liabilities
|
497,426
|
|
|
528,827
|
|
||
|
Current liabilities of discontinued operations
|
2,130
|
|
|
2,165
|
|
||
|
Total current liabilities
|
706,799
|
|
|
771,631
|
|
||
|
Long-term debt
|
2,104,466
|
|
|
1,876,624
|
|
||
|
Long-term liabilities
|
716,929
|
|
|
742,312
|
|
||
|
Operating lease liabilities
|
164,011
|
|
|
—
|
|
||
|
Total liabilities
|
3,692,205
|
|
|
3,390,567
|
|
||
|
Commitments and contingencies (see Note 19)
|
|
|
|
||||
|
Stockholders’ equity:
|
|
|
|
||||
|
Preferred stock—$1 par value per share, authorized 1,000,000 shares; none issued or outstanding
|
—
|
|
|
—
|
|
||
|
Common stock—$1 par value per share, authorized 300,000,000 shares; issued and outstanding 111,071,000 shares and 110,597,000 shares at June 30, 2019 and at December 30, 2018, respectively
|
111,071
|
|
|
110,597
|
|
||
|
Capital in excess of par value
|
72,181
|
|
|
48,772
|
|
||
|
Retained earnings
|
2,704,367
|
|
|
2,602,067
|
|
||
|
Accumulated other comprehensive loss
|
(180,752
|
)
|
|
(176,481
|
)
|
||
|
Total stockholders’ equity
|
2,706,867
|
|
|
2,584,955
|
|
||
|
Total liabilities and stockholders’ equity
|
$
|
6,399,072
|
|
|
$
|
5,975,522
|
|
|
|
For the Six-Month Period Ended June 30, 2019
|
||||||||||||||||||
|
|
Common
Stock
Amount
|
|
Capital in
Excess of
Par Value
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Total
Stockholders’
Equity
|
||||||||||
|
|
(In thousands)
|
||||||||||||||||||
|
Balance, December 30, 2018
|
$
|
110,597
|
|
|
$
|
48,772
|
|
|
$
|
2,602,067
|
|
|
$
|
(176,481
|
)
|
|
$
|
2,584,955
|
|
|
Impact of adopting ASC 842 (see Note 1)
|
—
|
|
|
—
|
|
|
13,289
|
|
|
—
|
|
|
13,289
|
|
|||||
|
Net income
|
—
|
|
|
—
|
|
|
35,412
|
|
|
—
|
|
|
35,412
|
|
|||||
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
2,946
|
|
|
2,946
|
|
|||||
|
Dividends
|
—
|
|
|
—
|
|
|
(7,742
|
)
|
|
—
|
|
|
(7,742
|
)
|
|||||
|
Exercise of employee stock options and related income tax benefits
|
186
|
|
|
8,424
|
|
|
—
|
|
|
—
|
|
|
8,610
|
|
|||||
|
Issuance of common stock for employee stock purchase plans
|
19
|
|
|
1,367
|
|
|
—
|
|
|
—
|
|
|
1,386
|
|
|||||
|
Purchases of common stock
|
(57
|
)
|
|
(5,236
|
)
|
|
—
|
|
|
—
|
|
|
(5,293
|
)
|
|||||
|
Issuance of common stock for long-term incentive program
|
146
|
|
|
3,392
|
|
|
—
|
|
|
—
|
|
|
3,538
|
|
|||||
|
Stock compensation
|
—
|
|
|
1,371
|
|
|
—
|
|
|
—
|
|
|
1,371
|
|
|||||
|
Balance, March 31, 2019
|
$
|
110,891
|
|
|
$
|
58,090
|
|
|
$
|
2,643,026
|
|
|
$
|
(173,535
|
)
|
|
$
|
2,638,472
|
|
|
Net income
|
—
|
|
|
—
|
|
|
69,087
|
|
|
—
|
|
|
69,087
|
|
|||||
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,217
|
)
|
|
(7,217
|
)
|
|||||
|
Dividends
|
—
|
|
|
—
|
|
|
(7,746
|
)
|
|
—
|
|
|
(7,746
|
)
|
|||||
|
Exercise of employee stock options and related income tax benefits
|
167
|
|
|
7,777
|
|
|
—
|
|
|
—
|
|
|
7,944
|
|
|||||
|
Issuance of common stock for employee stock purchase plans
|
15
|
|
|
1,387
|
|
|
—
|
|
|
—
|
|
|
1,402
|
|
|||||
|
Purchases of common stock
|
(7
|
)
|
|
(757
|
)
|
|
—
|
|
|
—
|
|
|
(764
|
)
|
|||||
|
Issuance of common stock for long-term incentive program
|
5
|
|
|
4,384
|
|
|
—
|
|
|
—
|
|
|
4,389
|
|
|||||
|
Stock compensation
|
—
|
|
|
1,300
|
|
|
—
|
|
|
—
|
|
|
1,300
|
|
|||||
|
Balance, June 30, 2019
|
$
|
111,071
|
|
|
$
|
72,181
|
|
|
$
|
2,704,367
|
|
|
$
|
(180,752
|
)
|
|
$
|
2,706,867
|
|
|
|
For the Six-Month Period Ended July 1, 2018
|
||||||||||||||||||
|
|
Common
Stock
Amount
|
|
Capital in
Excess of
Par Value
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Total
Stockholders’
Equity
|
||||||||||
|
|
(In thousands)
|
||||||||||||||||||
|
Balance, December 31, 2017
|
$
|
110,361
|
|
|
$
|
58,828
|
|
|
$
|
2,380,517
|
|
|
$
|
(46,518
|
)
|
|
$
|
2,503,188
|
|
|
Cumulative effect of adopting ASC 606
|
—
|
|
|
—
|
|
|
10,209
|
|
|
—
|
|
|
10,209
|
|
|||||
|
Impact of adopting ASU 2016-16
|
—
|
|
|
—
|
|
|
(2,062
|
)
|
|
—
|
|
|
(2,062
|
)
|
|||||
|
Net income
|
—
|
|
|
—
|
|
|
26,024
|
|
|
—
|
|
|
26,024
|
|
|||||
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
18,540
|
|
|
18,540
|
|
|||||
|
Dividends
|
—
|
|
|
—
|
|
|
(7,736
|
)
|
|
—
|
|
|
(7,736
|
)
|
|||||
|
Exercise of employee stock options and related income tax benefits
|
173
|
|
|
7,295
|
|
|
—
|
|
|
—
|
|
|
7,468
|
|
|||||
|
Issuance of common stock for employee stock purchase plans
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Purchases of common stock
|
(58
|
)
|
|
(4,444
|
)
|
|
—
|
|
|
—
|
|
|
(4,502
|
)
|
|||||
|
Issuance of common stock for long-term incentive program
|
144
|
|
|
2,741
|
|
|
—
|
|
|
—
|
|
|
2,885
|
|
|||||
|
Stock compensation
|
—
|
|
|
1,238
|
|
|
—
|
|
|
—
|
|
|
1,238
|
|
|||||
|
Balance, April 1, 2018
|
$
|
110,620
|
|
|
$
|
65,658
|
|
|
$
|
2,406,952
|
|
|
$
|
(27,978
|
)
|
|
$
|
2,555,252
|
|
|
Net income
|
—
|
|
|
—
|
|
|
64,063
|
|
|
—
|
|
|
64,063
|
|
|||||
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
(102,588
|
)
|
|
(102,588
|
)
|
|||||
|
Dividends
|
—
|
|
|
—
|
|
|
(7,728
|
)
|
|
—
|
|
|
(7,728
|
)
|
|||||
|
Exercise of employee stock options and related income tax benefits
|
21
|
|
|
859
|
|
|
—
|
|
|
—
|
|
|
880
|
|
|||||
|
Issuance of common stock for employee stock purchase plans
|
21
|
|
|
1,462
|
|
|
—
|
|
|
—
|
|
|
1,483
|
|
|||||
|
Purchases of common stock
|
(1
|
)
|
|
(93
|
)
|
|
—
|
|
|
—
|
|
|
(94
|
)
|
|||||
|
Issuance of common stock for long-term incentive program
|
55
|
|
|
4,512
|
|
|
—
|
|
|
—
|
|
|
4,567
|
|
|||||
|
Stock compensation
|
—
|
|
|
1,342
|
|
|
—
|
|
|
—
|
|
|
1,342
|
|
|||||
|
Balance, July 1, 2018
|
$
|
110,716
|
|
|
$
|
73,740
|
|
|
$
|
2,463,287
|
|
|
$
|
(130,566
|
)
|
|
$
|
2,517,177
|
|
|
|
Six Months Ended
|
||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
||||
|
|
(In thousands)
|
||||||
|
Operating activities:
|
|
|
|
||||
|
Net income
|
$
|
104,499
|
|
|
$
|
90,087
|
|
|
Loss from discontinued operations and dispositions, net of income taxes
|
95
|
|
|
621
|
|
||
|
Income from continuing operations
|
104,594
|
|
|
90,708
|
|
||
|
Adjustments to reconcile income from continuing operations to net cash used in continuing operations:
|
|
|
|
||||
|
Stock-based compensation
|
12,801
|
|
|
12,148
|
|
||
|
Restructuring and contract termination charges, net
|
13,800
|
|
|
6,578
|
|
||
|
Depreciation and amortization
|
103,793
|
|
|
88,225
|
|
||
|
Loss on disposition of businesses and assets, net
|
2,469
|
|
|
—
|
|
||
|
Change in fair value of contingent consideration
|
3,161
|
|
|
7,065
|
|
||
|
Amortization of deferred debt financing costs and accretion of discount
|
1,790
|
|
|
1,519
|
|
||
|
Amortization of acquired inventory revaluation
|
5,565
|
|
|
18,160
|
|
||
|
Changes in assets and liabilities which provided (used) cash, excluding effects from companies acquired:
|
|
|
|
||||
|
Accounts receivable, net
|
(9,604
|
)
|
|
(18,768
|
)
|
||
|
Inventories
|
(50,450
|
)
|
|
(42,993
|
)
|
||
|
Accounts payable
|
(39,951
|
)
|
|
(24,384
|
)
|
||
|
Accrued expenses and other
|
(106,425
|
)
|
|
(79,831
|
)
|
||
|
Net cash provided by operating activities of continuing operations
|
41,543
|
|
|
58,427
|
|
||
|
Net cash provided by operating activities of discontinued operations
|
—
|
|
|
—
|
|
||
|
Net cash provided by operating activities
|
41,543
|
|
|
58,427
|
|
||
|
Investing activities:
|
|
|
|
||||
|
Capital expenditures
|
(36,461
|
)
|
|
(39,608
|
)
|
||
|
Purchases of investments
|
(868
|
)
|
|
—
|
|
||
|
Purchases of licenses
|
(5,000
|
)
|
|
—
|
|
||
|
Proceeds from disposition of businesses
|
550
|
|
|
173
|
|
||
|
Proceeds from surrender of life insurance policies
|
—
|
|
|
72
|
|
||
|
Activity related to acquisitions and investments, net of cash and cash equivalents acquired
|
(244,738
|
)
|
|
(40,557
|
)
|
||
|
Net cash used in investing activities of continuing operations
|
(286,517
|
)
|
|
(79,920
|
)
|
||
|
Net cash provided by investing activities of discontinued operations
|
—
|
|
|
—
|
|
||
|
Net cash used in investing activities
|
(286,517
|
)
|
|
(79,920
|
)
|
||
|
Financing activities:
|
|
|
|
||||
|
Payments on borrowings
|
(578,000
|
)
|
|
(667,000
|
)
|
||
|
Proceeds from borrowings
|
849,550
|
|
|
342,000
|
|
||
|
Proceeds from sale of senior debt
|
—
|
|
|
369,340
|
|
||
|
Payments of debt financing costs
|
(181
|
)
|
|
(2,634
|
)
|
||
|
Settlement of cash flow hedges
|
(1,659
|
)
|
|
(32,711
|
)
|
||
|
Net payments on other credit facilities
|
(9,806
|
)
|
|
(10,154
|
)
|
||
|
Payments for acquisition-related contingent consideration
|
(23,700
|
)
|
|
—
|
|
||
|
Proceeds from issuance of common stock under stock plans
|
16,554
|
|
|
8,348
|
|
||
|
Purchases of common stock
|
(6,057
|
)
|
|
(4,649
|
)
|
||
|
Dividends paid
|
(15,507
|
)
|
|
(15,471
|
)
|
||
|
Net cash provided by (used in) financing activities of continuing operations
|
231,194
|
|
|
(12,931
|
)
|
||
|
Net cash provided by financing activities of discontinued operations
|
—
|
|
|
—
|
|
||
|
Net cash provided by (used in) financing activities
|
231,194
|
|
|
(12,931
|
)
|
||
|
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
685
|
|
|
(4,351
|
)
|
||
|
Net decrease in cash, cash equivalents and restricted cash
|
(13,095
|
)
|
|
(38,775
|
)
|
||
|
Cash, cash equivalents and restricted cash at beginning of period
|
166,315
|
|
|
202,371
|
|
||
|
Cash, cash equivalents and restricted cash at end of period
|
$
|
153,220
|
|
|
$
|
163,596
|
|
|
|
|
|
|
||||
|
Supplemental disclosures of cash flow information
|
|
|
|
||||
|
Reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total shown in the condensed consolidated statements of cash flows:
|
|
|
|
||||
|
Cash and cash equivalents
|
150,016
|
|
|
163,392
|
|
||
|
Restricted cash included in other current assets
|
3,204
|
|
|
204
|
|
||
|
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows
|
$
|
153,220
|
|
|
$
|
163,596
|
|
|
|
Reportable Segments
|
||||||||||||||||||||||
|
|
Three Months Ended
|
||||||||||||||||||||||
|
|
June 30, 2019
|
|
July 1, 2018
|
||||||||||||||||||||
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Total
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Total
|
||||||||||||
|
|
(In thousands)
|
||||||||||||||||||||||
|
Primary geographical markets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Americas
|
$
|
177,974
|
|
|
$
|
105,636
|
|
|
$
|
283,610
|
|
|
$
|
170,973
|
|
|
$
|
98,395
|
|
|
$
|
269,368
|
|
|
Europe
|
123,809
|
|
|
72,646
|
|
|
196,455
|
|
|
127,646
|
|
|
69,700
|
|
|
197,346
|
|
||||||
|
Asia
|
132,184
|
|
|
110,268
|
|
|
242,452
|
|
|
132,009
|
|
|
104,639
|
|
|
236,648
|
|
||||||
|
|
$
|
433,967
|
|
|
$
|
288,550
|
|
|
$
|
722,517
|
|
|
$
|
430,628
|
|
|
$
|
272,734
|
|
|
$
|
703,362
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Primary end-markets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Diagnostics
|
$
|
—
|
|
|
$
|
288,550
|
|
|
$
|
288,550
|
|
|
$
|
—
|
|
|
$
|
272,734
|
|
|
$
|
272,734
|
|
|
Life sciences
|
241,862
|
|
|
—
|
|
|
241,862
|
|
|
233,906
|
|
|
—
|
|
|
233,906
|
|
||||||
|
Applied markets
|
192,105
|
|
|
—
|
|
|
192,105
|
|
|
196,722
|
|
|
—
|
|
|
196,722
|
|
||||||
|
|
$
|
433,967
|
|
|
$
|
288,550
|
|
|
$
|
722,517
|
|
|
$
|
430,628
|
|
|
$
|
272,734
|
|
|
$
|
703,362
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Timing of revenue recognition
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Products and services transferred at a point in time
|
$
|
316,713
|
|
|
$
|
267,450
|
|
|
$
|
584,163
|
|
|
$
|
312,994
|
|
|
$
|
252,463
|
|
|
$
|
565,457
|
|
|
Services transferred over time
|
117,254
|
|
|
21,100
|
|
|
138,354
|
|
|
117,634
|
|
|
20,271
|
|
|
137,905
|
|
||||||
|
|
$
|
433,967
|
|
|
$
|
288,550
|
|
|
$
|
722,517
|
|
|
$
|
430,628
|
|
|
$
|
272,734
|
|
|
$
|
703,362
|
|
|
|
Reportable Segments
|
||||||||||||||||||||||
|
|
Six Months Ended
|
||||||||||||||||||||||
|
|
June 30, 2019
|
|
July 1, 2018
|
||||||||||||||||||||
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Total
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Total
|
||||||||||||
|
|
(In thousands)
|
||||||||||||||||||||||
|
Primary geographical markets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Americas
|
$
|
340,391
|
|
|
$
|
203,644
|
|
|
$
|
544,035
|
|
|
$
|
328,467
|
|
|
$
|
186,929
|
|
|
$
|
515,396
|
|
|
Europe
|
231,415
|
|
|
138,504
|
|
|
369,919
|
|
|
247,019
|
|
|
137,412
|
|
|
384,431
|
|
||||||
|
Asia
|
250,994
|
|
|
206,306
|
|
|
457,300
|
|
|
251,667
|
|
|
195,840
|
|
|
447,507
|
|
||||||
|
|
$
|
822,800
|
|
|
$
|
548,454
|
|
|
$
|
1,371,254
|
|
|
$
|
827,153
|
|
|
$
|
520,181
|
|
|
$
|
1,347,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Primary end-markets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Diagnostics
|
$
|
—
|
|
|
$
|
548,454
|
|
|
$
|
548,454
|
|
|
$
|
—
|
|
|
$
|
520,181
|
|
|
$
|
520,181
|
|
|
Life sciences
|
459,239
|
|
|
—
|
|
|
459,239
|
|
|
453,616
|
|
|
—
|
|
|
453,616
|
|
||||||
|
Applied markets
|
363,561
|
|
|
—
|
|
|
363,561
|
|
|
373,537
|
|
|
—
|
|
|
373,537
|
|
||||||
|
|
$
|
822,800
|
|
|
$
|
548,454
|
|
|
$
|
1,371,254
|
|
|
$
|
827,153
|
|
|
$
|
520,181
|
|
|
$
|
1,347,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Timing of revenue recognition
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Products and services transferred at a point in time
|
$
|
592,151
|
|
|
$
|
506,697
|
|
|
$
|
1,098,848
|
|
|
$
|
595,078
|
|
|
$
|
478,294
|
|
|
$
|
1,073,372
|
|
|
Services transferred over time
|
230,649
|
|
|
41,757
|
|
|
272,406
|
|
|
232,075
|
|
|
41,887
|
|
|
273,962
|
|
||||||
|
|
$
|
822,800
|
|
|
$
|
548,454
|
|
|
$
|
1,371,254
|
|
|
$
|
827,153
|
|
|
$
|
520,181
|
|
|
$
|
1,347,334
|
|
|
|
2019 Acquisitions
|
||
|
|
(In thousands)
|
||
|
Fair value of business combination:
|
|
||
|
Cash payments
|
$
|
257,970
|
|
|
Working capital and other adjustments
|
—
|
|
|
|
Less: cash acquired
|
(13,866
|
)
|
|
|
Total
|
$
|
244,104
|
|
|
Identifiable assets acquired and liabilities assumed:
|
|
||
|
Current assets
|
$
|
46,003
|
|
|
Property, plant and equipment
|
5,309
|
|
|
|
Other assets
|
529
|
|
|
|
Identifiable intangible assets:
|
|
||
|
Core technology
|
115,467
|
|
|
|
Trade names
|
5,600
|
|
|
|
Customer relationships
|
40,200
|
|
|
|
Goodwill
|
85,483
|
|
|
|
Deferred taxes
|
(46,140
|
)
|
|
|
Deferred revenue
|
(83
|
)
|
|
|
Liabilities assumed
|
(8,264
|
)
|
|
|
Total
|
$
|
244,104
|
|
|
|
2018 Acquisitions
|
||
|
|
(In thousands)
|
||
|
Fair value of business combination:
|
|
||
|
Cash payments
|
$
|
95,950
|
|
|
Other liability
|
3,354
|
|
|
|
Contingent consideration
|
6,200
|
|
|
|
Working capital and other adjustments
|
262
|
|
|
|
Less: cash acquired
|
(1,132
|
)
|
|
|
Total
|
$
|
104,634
|
|
|
Identifiable assets acquired and liabilities assumed:
|
|
||
|
Current assets
|
$
|
6,079
|
|
|
Property, plant and equipment
|
1,166
|
|
|
|
Other assets
|
891
|
|
|
|
Identifiable intangible assets:
|
|
||
|
Core technology
|
34,021
|
|
|
|
Trade names
|
1,070
|
|
|
|
Customer relationships
|
10,200
|
|
|
|
Goodwill
|
65,003
|
|
|
|
Deferred taxes
|
(8,923
|
)
|
|
|
Debt assumed
|
(461
|
)
|
|
|
Liabilities assumed
|
(4,412
|
)
|
|
|
Total
|
$
|
104,634
|
|
|
|
Workforce Reductions
|
|
Total
|
|
(Expected) Date Payments Substantially Completed by
|
|||||||||||
|
|
Headcount Reduction
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
|
Severance
|
|
|||||||
|
|
|
|
|
|
||||||||||||
|
|
(In thousands, except headcount data)
|
|
|
|
||||||||||||
|
Q2 2019 Plan
|
44
|
|
$
|
4,461
|
|
|
$
|
1,129
|
|
|
$
|
5,590
|
|
|
Q1 FY2020
|
|
|
Q1 2019 Plan
|
105
|
|
6,001
|
|
|
1,459
|
|
|
7,460
|
|
|
Q4 FY2019
|
|
|||
|
Q4 2018 Plan
|
1
|
|
348
|
|
|
—
|
|
|
348
|
|
|
Q1 FY2019
|
|
|||
|
Q3 2018 Plan
|
61
|
|
1,146
|
|
|
618
|
|
|
1,764
|
|
|
Q4 FY2019
|
|
|||
|
Q1 2018 Plan
|
47
|
|
5,096
|
|
|
902
|
|
|
5,998
|
|
|
Q4 FY2019
|
|
|||
|
|
Balance at December 30, 2018
|
|
2019 Charges
|
|
2019 Changes in Estimates, Net
|
|
2019 Amounts Paid
|
|
Balance at June 30, 2019
|
|||||||||||
|
|
(In thousands)
|
|||||||||||||||||||
|
Severance:
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Q2 2019 Plan
|
$
|
—
|
|
|
$
|
5,590
|
|
|
$
|
—
|
|
|
$
|
(590
|
)
|
|
$
|
5,000
|
|
|
|
Q1 2019 Plan
|
—
|
|
|
7,460
|
|
|
23
|
|
|
(3,940
|
)
|
|
3,543
|
|
||||||
|
Q4 2018 Plan
|
348
|
|
|
—
|
|
|
—
|
|
|
(348
|
)
|
|
—
|
|
||||||
|
Q3 2018 Plan
|
1,415
|
|
|
—
|
|
|
275
|
|
|
(1,196
|
)
|
|
494
|
|
||||||
|
Q1 2018 Plan
|
1,609
|
|
|
—
|
|
|
—
|
|
|
(282
|
)
|
|
1,327
|
|
||||||
|
Previous Plans
|
2,671
|
|
|
—
|
|
|
—
|
|
|
(941
|
)
|
|
1,730
|
|
||||||
|
Restructuring
|
6,043
|
|
|
13,050
|
|
—
|
|
298
|
|
|
(7,297
|
)
|
|
12,094
|
|
|||||
|
Contract Termination
|
137
|
|
|
402
|
|
|
50
|
|
|
(401
|
)
|
|
188
|
|
||||||
|
Total Restructuring and Contract Termination
|
$
|
6,180
|
|
|
$
|
13,452
|
|
|
$
|
348
|
|
|
$
|
(7,698
|
)
|
|
$
|
12,282
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Interest income
|
$
|
(350
|
)
|
|
$
|
(173
|
)
|
|
$
|
(633
|
)
|
|
$
|
(438
|
)
|
|
Interest expense
|
17,207
|
|
|
16,411
|
|
|
33,057
|
|
|
34,061
|
|
||||
|
Loss on disposition of businesses and assets, net
|
336
|
|
|
—
|
|
|
2,469
|
|
|
—
|
|
||||
|
Other expense (income), net
|
2,715
|
|
|
118
|
|
|
1,580
|
|
|
(5,837
|
)
|
||||
|
Total interest and other expense, net
|
$
|
19,908
|
|
|
$
|
16,356
|
|
|
$
|
36,473
|
|
|
$
|
27,786
|
|
|
|
June 30,
2019 |
|
December 30,
2018 |
||||
|
|
(In thousands)
|
||||||
|
Raw materials
|
$
|
144,484
|
|
|
$
|
119,115
|
|
|
Work in progress
|
30,314
|
|
|
18,110
|
|
||
|
Finished goods
|
239,532
|
|
|
201,122
|
|
||
|
Total inventories
|
$
|
414,330
|
|
|
$
|
338,347
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Continuing operations
|
$
|
2,686
|
|
|
$
|
7,035
|
|
|
$
|
3,998
|
|
|
$
|
9,505
|
|
|
Discontinued operations
|
54
|
|
|
59
|
|
|
95
|
|
|
70
|
|
||||
|
Total
|
$
|
2,740
|
|
|
$
|
7,094
|
|
|
$
|
4,093
|
|
|
$
|
9,575
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||
|
|
(In thousands)
|
||||||||||
|
Number of common shares—basic
|
110,845
|
|
|
110,477
|
|
|
110,694
|
|
|
110,386
|
|
|
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||
|
Stock options
|
559
|
|
|
786
|
|
|
595
|
|
|
824
|
|
|
Restricted stock awards
|
124
|
|
|
189
|
|
|
122
|
|
|
181
|
|
|
Number of common shares—diluted
|
111,528
|
|
|
111,452
|
|
|
111,411
|
|
|
111,391
|
|
|
Number of potentially dilutive securities excluded from calculation due to antidilutive impact
|
291
|
|
|
346
|
|
|
388
|
|
|
339
|
|
|
•
|
Discovery & Analytical Solutions. Provides products and services targeted towards the life sciences and applied markets.
|
|
•
|
Diagnostics. Develops diagnostics, tools and applications focused on clinically-oriented customers, especially within the reproductive health, immunodiagnostics and applied genomics markets. The Diagnostics segment serves the diagnostics market.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Discovery & Analytical Solutions
|
|
|
|
|
|
|
|
||||||||
|
Product revenue
|
$
|
259,514
|
|
|
$
|
263,325
|
|
|
$
|
482,304
|
|
|
$
|
501,020
|
|
|
Service revenue
|
174,453
|
|
|
167,303
|
|
|
340,496
|
|
|
326,133
|
|
||||
|
Total revenue
|
433,967
|
|
|
430,628
|
|
|
822,800
|
|
|
827,153
|
|
||||
|
Operating income from continuing operations
|
57,689
|
|
|
64,665
|
|
|
94,616
|
|
|
100,862
|
|
||||
|
Diagnostics
|
|
|
|
|
|
|
|
||||||||
|
Product revenue
|
242,600
|
|
|
232,283
|
|
|
458,532
|
|
|
442,196
|
|
||||
|
Service revenue
|
45,950
|
|
|
40,451
|
|
|
89,922
|
|
|
77,985
|
|
||||
|
Total revenue
|
288,550
|
|
|
272,734
|
|
|
548,454
|
|
|
520,181
|
|
||||
|
Operating income from continuing operations
|
49,255
|
|
|
38,780
|
|
|
80,741
|
|
|
57,174
|
|
||||
|
Corporate
|
|
|
|
|
|
|
|
||||||||
|
Operating loss from continuing operations
|
(15,209
|
)
|
|
(15,381
|
)
|
|
(30,292
|
)
|
|
(30,037
|
)
|
||||
|
Continuing Operations
|
|
|
|
|
|
|
|
||||||||
|
Product revenue
|
502,114
|
|
|
495,608
|
|
|
940,836
|
|
|
943,216
|
|
||||
|
Service revenue
|
220,403
|
|
|
207,754
|
|
|
430,418
|
|
|
404,118
|
|
||||
|
Total revenue
|
722,517
|
|
|
703,362
|
|
|
1,371,254
|
|
|
1,347,334
|
|
||||
|
Operating income from continuing operations
|
91,735
|
|
|
88,064
|
|
|
145,065
|
|
|
127,999
|
|
||||
|
Interest and other expense, net (see Note 5)
|
19,908
|
|
|
16,356
|
|
|
36,473
|
|
|
27,786
|
|
||||
|
Income from continuing operations before income taxes
|
$
|
71,827
|
|
|
$
|
71,708
|
|
|
$
|
108,592
|
|
|
$
|
100,213
|
|
|
|
June 30,
2019 |
|
December 30,
2018 |
||||
|
|
(In thousands)
|
||||||
|
Foreign currency translation adjustments
|
$
|
(180,713
|
)
|
|
$
|
(176,459
|
)
|
|
Unrecognized prior service costs, net of income taxes
|
245
|
|
|
245
|
|
||
|
Unrealized net losses on securities, net of income taxes
|
(284
|
)
|
|
(267
|
)
|
||
|
Accumulated other comprehensive loss
|
$
|
(180,752
|
)
|
|
$
|
(176,481
|
)
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Cost of revenue
|
$
|
377
|
|
|
$
|
358
|
|
|
$
|
711
|
|
|
$
|
663
|
|
|
Research and development expenses
|
333
|
|
|
386
|
|
|
624
|
|
|
694
|
|
||||
|
Selling, general and administrative expenses
|
5,993
|
|
|
6,072
|
|
|
11,466
|
|
|
10,791
|
|
||||
|
Total stock-based compensation expense
|
$
|
6,703
|
|
|
$
|
6,816
|
|
|
$
|
12,801
|
|
|
$
|
12,148
|
|
|
|
Three and Six Months Ended
|
||||
|
|
June 30,
2019 |
|
July 1,
2018 |
||
|
Risk-free interest rate
|
1.9
|
%
|
|
2.9
|
%
|
|
Expected dividend yield
|
0.3
|
%
|
|
0.4
|
%
|
|
Expected term
|
5 years
|
|
|
5 years
|
|
|
Expected stock volatility
|
22.8
|
%
|
|
20.7
|
%
|
|
|
Number
of
Shares
|
|
Weighted-
Average Exercise
Price
|
|
Weighted-Average
Remaining
Contractual
Term
|
|
Total
Intrinsic
Value
|
|||||
|
|
(In thousands)
|
|
|
|
(In years)
|
|
(In millions)
|
|||||
|
Outstanding at December 30, 2018
|
1,765
|
|
|
$
|
52.91
|
|
|
|
|
|
||
|
Granted
|
302
|
|
|
93.67
|
|
|
|
|
|
|||
|
Exercised
|
(353
|
)
|
|
46.92
|
|
|
|
|
|
|||
|
Forfeited
|
(60
|
)
|
|
77.35
|
|
|
|
|
|
|||
|
Outstanding at June 30, 2019
|
1,654
|
|
|
$
|
60.74
|
|
|
4.4
|
|
$
|
58.9
|
|
|
Exercisable at June 30, 2019
|
1,002
|
|
|
$
|
48.57
|
|
|
3.3
|
|
$
|
47.8
|
|
|
|
Number of
Shares
|
|
Weighted-
Average
Grant-
Date Fair
Value
|
|||
|
|
(In thousands)
|
|
|
|||
|
Nonvested at December 30, 2018
|
465
|
|
|
$
|
61.72
|
|
|
Granted
|
160
|
|
|
94.90
|
|
|
|
Vested
|
(207
|
)
|
|
54.57
|
|
|
|
Forfeited
|
(35
|
)
|
|
73.85
|
|
|
|
Nonvested at June 30, 2019
|
383
|
|
|
$
|
78.45
|
|
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Consolidated
|
||||||
|
|
(In thousands)
|
||||||||||
|
Balance at December 30, 2018
|
$
|
1,334,992
|
|
|
$
|
1,617,616
|
|
|
$
|
2,952,608
|
|
|
Foreign currency translation
|
(615
|
)
|
|
(784
|
)
|
|
(1,399
|
)
|
|||
|
Acquisitions, earn-outs and other
|
17,664
|
|
|
73,176
|
|
|
90,840
|
|
|||
|
Balance at June 30, 2019
|
$
|
1,352,041
|
|
|
$
|
1,690,008
|
|
|
$
|
3,042,049
|
|
|
|
June 30,
2019 |
|
December 30,
2018 |
||||
|
|
(In thousands)
|
||||||
|
Patents
|
$
|
30,843
|
|
|
$
|
42,646
|
|
|
Less: Accumulated amortization
|
(26,701
|
)
|
|
(37,753
|
)
|
||
|
Net patents
|
4,142
|
|
|
4,893
|
|
||
|
Trade names and trademarks
|
83,127
|
|
|
78,146
|
|
||
|
Less: Accumulated amortization
|
(36,837
|
)
|
|
(33,801
|
)
|
||
|
Net trade names and trademarks
|
46,290
|
|
|
44,345
|
|
||
|
Licenses
|
58,486
|
|
|
53,305
|
|
||
|
Less: Accumulated amortization
|
(47,699
|
)
|
|
(45,550
|
)
|
||
|
Net licenses
|
10,787
|
|
|
7,755
|
|
||
|
Core technology
|
654,884
|
|
|
540,911
|
|
||
|
Less: Accumulated amortization
|
(293,401
|
)
|
|
(265,744
|
)
|
||
|
Net core technology
|
361,483
|
|
|
275,167
|
|
||
|
Customer relationships
|
1,117,420
|
|
|
1,089,527
|
|
||
|
Less: Accumulated amortization
|
(329,617
|
)
|
|
(293,964
|
)
|
||
|
Net customer relationships
|
787,803
|
|
|
795,563
|
|
||
|
IPR&D
|
1,351
|
|
|
1,360
|
|
||
|
Net amortizable intangible assets
|
1,211,856
|
|
|
1,129,083
|
|
||
|
Non-amortizing intangible asset:
|
|
|
|
||||
|
Trade name
|
70,584
|
|
|
70,584
|
|
||
|
Total
|
$
|
1,282,440
|
|
|
$
|
1,199,667
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Balance at beginning of period
|
$
|
8,159
|
|
|
$
|
8,786
|
|
|
$
|
8,393
|
|
|
$
|
9,050
|
|
|
Provision charged to income
|
2,934
|
|
|
3,515
|
|
|
5,702
|
|
|
6,685
|
|
||||
|
Payments
|
(3,283
|
)
|
|
(3,490
|
)
|
|
(6,537
|
)
|
|
(6,967
|
)
|
||||
|
Adjustments to previously provided warranties, net
|
149
|
|
|
446
|
|
|
419
|
|
|
336
|
|
||||
|
Foreign currency translation and acquisitions
|
26
|
|
|
(314
|
)
|
|
8
|
|
|
(161
|
)
|
||||
|
Balance at end of period
|
$
|
7,985
|
|
|
$
|
8,943
|
|
|
$
|
7,985
|
|
|
$
|
8,943
|
|
|
|
Defined Benefit
Pension Benefits
|
|
Postretirement
Medical Benefits
|
||||||||||||
|
|
Three Months Ended
|
||||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Service and administrative costs
|
$
|
1,629
|
|
|
$
|
1,712
|
|
|
$
|
22
|
|
|
$
|
26
|
|
|
Interest cost
|
4,150
|
|
|
4,057
|
|
|
29
|
|
|
30
|
|
||||
|
Expected return on plan assets
|
(6,161
|
)
|
|
(7,310
|
)
|
|
(294
|
)
|
|
(313
|
)
|
||||
|
Amortization of prior service costs
|
(38
|
)
|
|
(41
|
)
|
|
—
|
|
|
—
|
|
||||
|
Net periodic pension credit
|
$
|
(420
|
)
|
|
$
|
(1,582
|
)
|
|
$
|
(243
|
)
|
|
$
|
(257
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Defined Benefit
Pension Benefits
|
|
Postretirement
Medical Benefits
|
||||||||||||
|
|
Six Months Ended
|
||||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Service cost
|
$
|
3,262
|
|
|
$
|
3,468
|
|
|
$
|
44
|
|
|
$
|
53
|
|
|
Interest cost
|
8,309
|
|
|
8,161
|
|
|
58
|
|
|
60
|
|
||||
|
Expected return on plan assets
|
(12,337
|
)
|
|
(14,656
|
)
|
|
(588
|
)
|
|
(627
|
)
|
||||
|
Amortization of prior service costs
|
(77
|
)
|
|
(82
|
)
|
|
—
|
|
|
—
|
|
||||
|
Net periodic benefit credit
|
$
|
(843
|
)
|
|
$
|
(3,109
|
)
|
|
$
|
(486
|
)
|
|
$
|
(514
|
)
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Balance at beginning of period
|
$
|
(34,349
|
)
|
|
$
|
(65,445
|
)
|
|
$
|
(69,661
|
)
|
|
$
|
(65,328
|
)
|
|
Additions
|
—
|
|
|
(1,700
|
)
|
|
—
|
|
|
(1,700
|
)
|
||||
|
Amounts paid and foreign currency translation
|
147
|
|
|
—
|
|
|
38,561
|
|
|
—
|
|
||||
|
Change in fair value (included within selling, general and administrative expenses)
|
(59
|
)
|
|
(6,948
|
)
|
|
(3,161
|
)
|
|
(7,065
|
)
|
||||
|
Balance at end of period
|
$
|
(34,261
|
)
|
|
$
|
(74,093
|
)
|
|
$
|
(34,261
|
)
|
|
$
|
(74,093
|
)
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||
|
|
June 30,
2019 |
|
June 30,
2019 |
|||
|
|
(In thousands)
|
|||||
|
Lease cost:
|
|
|
|
|||
|
Operating lease cost
|
$
|
16,375
|
|
|
29,920
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||
|
|
June 30,
2019 |
|
June 30,
2019 |
|||
|
|
(In thousands)
|
|||||
|
|
|
|
|
|||
|
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
|
|||
|
Operating cash flows from operating leases
|
$
|
13,390
|
|
|
24,725
|
|
|
|
June 30,
2019 |
||
|
|
(In thousands, except lease term and discount rate)
|
||
|
Operating Leases:
|
|
||
|
Operating lease right-of-use assets
|
$
|
187,934
|
|
|
|
|
|
|
|
Accrued expenses and other current liabilities
|
$
|
40,286
|
|
|
Operating lease liabilities
|
164,011
|
|
|
|
Total operating liabilities
|
$
|
204,297
|
|
|
|
|
||
|
Weighted Average Remaining Lease Term in Years
|
|
||
|
Operating leases
|
7.6
|
||
|
|
|
||
|
Weighted Average Remaining Discount Rate
|
|
||
|
Operating leases
|
3.3%
|
||
|
|
Operating Leases
|
||
|
|
(In thousands)
|
||
|
2019
|
$
|
25,103
|
|
|
2020
|
43,706
|
|
|
|
2021
|
36,376
|
|
|
|
2022
|
25,315
|
|
|
|
2023
|
20,073
|
|
|
|
2024
|
17,954
|
|
|
|
2025 and thereafter
|
65,823
|
|
|
|
Total lease payments
|
234,350
|
|
|
|
Less imputed interest
|
(30,053
|
)
|
|
|
Total
|
$
|
204,297
|
|
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
|
•
|
Discovery & Analytical Solutions. Provides products and services targeted towards the life sciences and applied markets.
|
|
•
|
Diagnostics. Develops diagnostics, tools and applications focused on clinically-oriented customers, especially within the reproductive health, immunodiagnostics and applied genomics markets. The Diagnostics segment serves the diagnostics market.
|
|
|
Workforce Reductions
|
|
Total
|
|
(Expected) Date Payments Substantially Completed by
|
|||||||||||
|
|
Headcount Reduction
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
|
Severance
|
|
|||||||
|
|
|
|
|
|
||||||||||||
|
|
(In thousands, except headcount data)
|
|
|
|
||||||||||||
|
Q2 2019 Plan
|
44
|
|
$
|
4,461
|
|
|
$
|
1,129
|
|
|
$
|
5,590
|
|
|
Q1 FY2020
|
|
|
Q1 2019 Plan
|
105
|
|
6,001
|
|
|
1,459
|
|
|
7,460
|
|
|
Q4 FY2019
|
|
|||
|
Q4 2018 Plan
|
1
|
|
348
|
|
|
—
|
|
|
348
|
|
|
Q1 FY2019
|
|
|||
|
Q3 2018 Plan
|
61
|
|
1,146
|
|
|
618
|
|
|
1,764
|
|
|
Q4 FY2019
|
|
|||
|
Q1 2018 Plan
|
47
|
|
5,096
|
|
|
902
|
|
|
5,998
|
|
|
Q4 FY2019
|
|
|||
|
|
Balance at December 30, 2018
|
|
2019 Charges
|
|
2019 Changes in Estimates, Net
|
|
2019 Amounts Paid
|
|
Balance at June 30, 2019
|
|||||||||||
|
|
(In thousands)
|
|||||||||||||||||||
|
Severance:
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Q2 2019 Plan
|
$
|
—
|
|
|
$
|
5,590
|
|
|
$
|
—
|
|
|
$
|
(590
|
)
|
|
$
|
5,000
|
|
|
|
Q1 2019 Plan
|
—
|
|
|
7,460
|
|
|
23
|
|
|
(3,940
|
)
|
|
3,543
|
|
||||||
|
Q4 2018 Plan
|
348
|
|
|
—
|
|
|
—
|
|
|
(348
|
)
|
|
—
|
|
||||||
|
Q3 2018 Plan
|
1,415
|
|
|
—
|
|
|
275
|
|
|
(1,196
|
)
|
|
494
|
|
||||||
|
Q1 2018 Plan
|
1,609
|
|
|
—
|
|
|
—
|
|
|
(282
|
)
|
|
1,327
|
|
||||||
|
Previous Plans
|
2,671
|
|
|
—
|
|
|
—
|
|
|
(941
|
)
|
|
1,730
|
|
||||||
|
Restructuring
|
6,043
|
|
|
13,050
|
|
—
|
|
298
|
|
|
(7,297
|
)
|
|
12,094
|
|
|||||
|
Contract Termination
|
137
|
|
|
402
|
|
|
50
|
|
|
(401
|
)
|
|
188
|
|
||||||
|
Total Restructuring and Contract Termination
|
$
|
6,180
|
|
|
$
|
13,452
|
|
|
$
|
348
|
|
|
$
|
(7,698
|
)
|
|
$
|
12,282
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
2019 |
|
July 1,
2018 |
|
June 30,
2019 |
|
July 1,
2018 |
||||||||
|
|
(In thousands)
|
||||||||||||||
|
Interest income
|
$
|
(350
|
)
|
|
$
|
(173
|
)
|
|
$
|
(633
|
)
|
|
$
|
(438
|
)
|
|
Interest expense
|
17,207
|
|
|
16,411
|
|
|
33,057
|
|
|
34,061
|
|
||||
|
Loss on disposition of businesses and assets, net
|
336
|
|
|
—
|
|
|
2,469
|
|
|
—
|
|
||||
|
Other expense (income), net
|
2,715
|
|
|
118
|
|
|
1,580
|
|
|
(5,837
|
)
|
||||
|
Total interest and other expense, net
|
$
|
19,908
|
|
|
$
|
16,356
|
|
|
$
|
36,473
|
|
|
$
|
27,786
|
|
|
•
|
changes in sales due to weakness in markets in which we sell our products and services, and
|
|
•
|
changes in our working capital requirements and capital expenditures.
|
|
•
|
financial covenants contained in the financial instruments controlling our borrowings that limit our total borrowing capacity,
|
|
•
|
increases in interest rates applicable to our outstanding variable rate debt,
|
|
•
|
a ratings downgrade that could limit the amount we can borrow under our senior unsecured revolving credit facility and our overall access to the corporate debt market,
|
|
•
|
increases in interest rates or credit spreads, as well as limitations on the availability of credit, that affect our ability to borrow under future potential facilities on a secured or unsecured basis,
|
|
•
|
a decrease in the market price for our common stock, and
|
|
•
|
volatility in the public debt and equity markets.
|
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
|
Item 4.
|
Controls and Procedures
|
|
Item 1.
|
Legal Proceedings
|
|
Item 1A.
|
Risk Factors
|
|
•
|
accurately anticipate customer needs,
|
|
•
|
innovate and develop new reliable technologies and applications,
|
|
•
|
receive regulatory approvals in a timely manner,
|
|
•
|
successfully commercialize new technologies in a timely manner,
|
|
•
|
price our products competitively, and manufacture and deliver our products in sufficient volumes and on time, and
|
|
•
|
differentiate our offerings from our competitors’ offerings.
|
|
•
|
competition among buyers and licensees,
|
|
•
|
the high valuations of businesses and technologies,
|
|
•
|
the need for regulatory and other approval, and
|
|
•
|
our inability to raise capital to fund these acquisitions.
|
|
•
|
demand for and market acceptance of our products,
|
|
•
|
competitive pressures resulting in lower selling prices,
|
|
•
|
changes in the level of economic activity in regions in which we do business,
|
|
•
|
changes in general economic conditions or government funding,
|
|
•
|
settlements of income tax audits,
|
|
•
|
expenses incurred in connection with claims related to environmental conditions at locations where we conduct or formerly conducted operations,
|
|
•
|
contract termination and litigation costs,
|
|
•
|
differing tax laws and changes in those laws, or changes in the countries in which we are subject to taxation,
|
|
•
|
changes in our effective tax rate,
|
|
•
|
changes in industries, such as pharmaceutical and biomedical,
|
|
•
|
changes in the portions of our revenue represented by our various products and customers,
|
|
•
|
our ability to introduce new products,
|
|
•
|
our competitors’ announcement or introduction of new products, services or technological innovations,
|
|
•
|
costs of raw materials, energy or supplies,
|
|
•
|
changes in healthcare or other reimbursement rates paid by government agencies and other third parties for certain of our products and services,
|
|
•
|
our ability to realize the benefit of ongoing productivity initiatives,
|
|
•
|
changes in the volume or timing of product orders,
|
|
•
|
fluctuation in the expense related to the mark-to-market adjustment on postretirement benefit plans,
|
|
•
|
changes in our assumptions underlying future funding of pension obligations,
|
|
•
|
changes in assumptions used to determine contingent consideration in acquisitions, and
|
|
•
|
changes in foreign currency exchange rates.
|
|
•
|
changes in actual, or from projected, foreign currency exchange rates,
|
|
•
|
changes in a country’s or region’s political or economic conditions, particularly in developing or emerging markets,
|
|
•
|
longer payment cycles of foreign customers and timing of collections in foreign jurisdictions,
|
|
•
|
trade protection measures including embargoes and tariffs, such as the tariffs recently implemented by the U.S. government on certain imports from China and by the Chinese government on certain imports from the U.S., the extent and impact of which have yet to be fully determined,
|
|
•
|
import or export licensing requirements and the associated potential for delays or restrictions in the shipment of our products or the receipt of products from our suppliers,
|
|
•
|
policies in foreign countries benefiting domestic manufacturers or other policies detrimental to companies headquartered in the United States,
|
|
•
|
differing tax laws and changes in those laws, or changes in the countries in which we are subject to tax,
|
|
•
|
adverse income tax audit settlements or loss of previously negotiated tax incentives,
|
|
•
|
differing business practices associated with foreign operations,
|
|
•
|
difficulty in transferring cash between international operations and the United States,
|
|
•
|
difficulty in staffing and managing widespread operations,
|
|
•
|
differing labor laws and changes in those laws,
|
|
•
|
differing protection of intellectual property and changes in that protection,
|
|
•
|
expanded enforcement of laws related to data protection and personal privacy,
|
|
•
|
increasing global enforcement of anti-bribery and anti-corruption laws, and
|
|
•
|
differing regulatory requirements and changes in those requirements.
|
|
•
|
requiring us to dedicate significant cash flow from operations to the payment of principal and interest on our debt, which reduces the funds we have available for other purposes, such as acquisitions and stock repurchases;
|
|
•
|
reducing our flexibility in planning for or reacting to changes in our business and market conditions;
|
|
•
|
exposing us to interest rate risk as a portion of our debt obligations are at variable rates;
|
|
•
|
increasing our foreign currency risk as a portion of our debt obligations are in denominations other than the US dollar; and
|
|
•
|
increasing the chances of a downgrade of our debt ratings due to the amount or intended purpose of our debt obligations.
|
|
•
|
pay dividends on, redeem or repurchase our capital stock,
|
|
•
|
sell assets,
|
|
•
|
incur obligations that restrict our subsidiaries’ ability to make dividend or other payments to us,
|
|
•
|
guarantee or secure indebtedness,
|
|
•
|
enter into transactions with affiliates, and
|
|
•
|
consolidate, merge or transfer all, or substantially all, of our assets and the assets of our subsidiaries on a consolidated basis.
|
|
•
|
operating results that vary from our financial guidance or the expectations of securities analysts and investors,
|
|
•
|
the financial performance of the major end markets that we target,
|
|
•
|
the operating and securities price performance of companies that investors consider to be comparable to us,
|
|
•
|
announcements of strategic developments, acquisitions and other material events by us or our competitors, and
|
|
•
|
changes in global financial markets and global economies and general market conditions, such as interest or foreign exchange rates, commodity and equity prices and the value of financial assets.
|
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
|
|
Issuer Repurchases of Equity Securities
|
||||||||||||
|
Period
|
Total Number
of Shares
Purchased(1)
|
|
Average Price
Paid Per
Share
|
|
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs(2)
|
|
Maximum Number (or Approximate Dollar Value)
Shares that May Yet
Be Purchased
Under the Plans or
Programs
|
||||||
|
April 1, 2019—April 28, 2019
|
505
|
|
|
$
|
97.78
|
|
|
—
|
|
|
$
|
197,803,699
|
|
|
April 29, 2019—May 26, 2019
|
7,678
|
|
|
91.95
|
|
|
—
|
|
|
197,803,699
|
|
||
|
May 27 2019—June 30, 2019
|
96
|
|
|
92.94
|
|
|
—
|
|
|
197,803,699
|
|
||
|
Activity for quarter ended June 30, 2019
|
8,279
|
|
|
$
|
92.32
|
|
|
—
|
|
|
$
|
197,803,699
|
|
|
(1)
|
Our Board of Directors (our "Board") has authorized us to repurchase shares of common stock to satisfy minimum statutory tax withholding obligations in connection with the vesting of restricted stock awards and restricted stock unit awards granted pursuant to our equity incentive plans and to satisfy obligations related to the exercise of stock options made pursuant to our equity incentive plans. During the three months ended June 30, 2019, we repurchased 8,279 shares of common stock for this purpose at an aggregate cost of $0.8 million. During the six months ended June 30, 2019, we repurchased 65,568 shares of common stock for this purpose at an aggregate cost of $6.1 million. The repurchased shares have been reflected as additional authorized but unissued shares, with the payments reflected in common stock and capital in excess of par value.
|
|
(2)
|
On July 23, 2018, our Board authorized us to repurchase shares of common stock for an aggregate amount up to $250.0 million under a stock repurchase program (the "Repurchase Program"). The Repurchase Program will expire on July 23, 2020 unless terminated earlier by our Board and may be suspended or discontinued at any time. During the three and six months ended June 30, 2019, we had no stock repurchases under the Repurchase Program. As of June 30, 2019, $197.8 million remained available for aggregate repurchases of shares under the Repurchase Program.
|
|
Item 6.
|
Exhibits
|
|
Exhibit
Number
|
|
Exhibit Name
|
|
|
|
|
|
10.1
|
|
|
|
|
|
|
|
10.2
|
|
|
|
|
|
|
|
10.3
|
|
|
|
|
|
|
|
10.4
|
|
|
|
|
|
|
|
10.5
|
|
|
|
|
|
|
|
10.6
|
|
|
|
|
|
|
|
10.7
|
|
|
|
|
|
|
|
10.8
|
|
|
|
|
|
|
|
31.1
|
|
|
|
|
|
|
|
31.2
|
|
|
|
|
|
|
|
32.1
|
|
|
|
|
|
|
|
101.INS
|
|
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
|
101.SCH
|
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
|
101.CAL
|
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
|
|
101.DEF
|
|
Inline XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
|
|
101.LAB
|
|
Inline XBRL Taxonomy Extension Labels Linkbase Document.
|
|
|
|
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101.PRE
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Inline XBRL Taxonomy Extension Presentation Linkbase Document.
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104
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Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
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PERKINELMER, INC.
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August 6, 2019
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By:
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/s/ JAMES M. MOCK
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James M. Mock
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
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PERKINELMER, INC.
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August 6, 2019
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By:
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/s/ ANDREW OKUN
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Andrew Okun
Vice President and Chief Accounting Officer
(Principal Accounting Officer)
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1.
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I have reviewed this Quarterly Report on Form 10-Q of PerkinElmer, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date:
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August 6, 2019
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/s/ ROBERT F. FRIEL
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Robert F. Friel
Chairman and Chief Executive Officer
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1.
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I have reviewed this Quarterly Report on Form 10-Q of PerkinElmer, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date:
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August 6, 2019
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/s/ JAMES M. MOCK
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James M. Mock
Senior Vice President and
Chief Financial Officer
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Dated:
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August 6, 2019
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/S/ ROBERT F. FRIEL
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Robert F. Friel
Chairman and Chief Executive Officer
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Dated:
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August 6, 2019
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/S/ JAMES M. MOCK
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James M. Mock
Senior Vice President and
Chief Financial Officer
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