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☑
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 29, 2019
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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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For the transition period from _____ to ________
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Massachusetts
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04-2052042
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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
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Trading Symbol (s)
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Name of Each Exchange on Which Registered
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Common Stock, $1 Par Value
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PKI
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The New York Stock Exchange
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1.875% Notes due 2026
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PKI 21A
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The New York Stock Exchange
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0.600% Notes due 2021
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PKI 21B
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The New York Stock Exchange
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Large accelerated filer
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ý
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Accelerated filer
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Non-accelerated filer
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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
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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Item 16.
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Item 1.
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Business
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Achieving significant growth in both of our core business segments, Discovery & Analytical Solutions and Diagnostics, through strategic acquisitions and licensing;
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Accelerating innovation through both internal research and development and third-party collaborations and alliances;
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Strengthening our position within key markets by expanding our global product and service offerings and maintaining superior product quality;
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Utilizing our share repurchase programs to help drive shareholder value; and
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Attracting, retaining and developing talented and engaged employees.
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Radiometric detection solutions, including over 1,100 radiochemicals and the Tri-carb® and Quantulus™ GCT families of liquid scintillation analyzers, Wizard2® Gamma counters and MicroBeta2® plate based LSA, which are used for beta, gamma and luminescence counting in microplate and vial formats utilized in research, environmental and drug discovery applications.
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The Opera Phenix® high content screening system, which is used for sensitive and high speed phenotypic drug screening of complex cellular models.
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The Operetta® CLS™ high content analysis system, which enables scientists to reveal fine sub-cellular details from everyday assays as well as more complex studies, for example using live cells, 3D and stem cells.
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The EnSight® multimode plate reader benchtop system, offering well plate imaging alongside labeled detection technologies for target-based and phenotypic assays.
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The EnVision® multimode plate reader, designed for high-throughput screening laboratories, including those using HTRF®, AlphaScreen®, AlphaLISA® and/or AlphaPlex® technologies.
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A wide range of homogeneous biochemical and cell-based assay reagents, including HTRF®, LANCE® Ultra™ and Alpha™ technology assay platforms used for the detection of drug discovery targets such as G-protein coupled receptors (“GPCR”), kinases, biomarkers and the modification of epigenetic enzymes.
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A broad portfolio of recombinant GPCR and ion channel cell lines, including over 300 products and 120 ready-to-use frozen cell lines for a wide range of disease areas.
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HTRF®, AlphaScreen®, AlphaLISA® and AlphaPlex® research assays, including over 500 no-wash biomarker detection kits for both biotherapeutics and small molecule drug discovery and development in a variety of therapeutic areas including cancer, inflammation, metabolic disorders, neurodegeneration and virology.
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TSATM Plus biotin kits, which can increase sensitivity of histochemistry and cytochemistry as much as 10 to 20 times.
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In vivo imaging technologies and reagents for preclinical research, including the IVIS® Spectrum™ series for 2D and 3D optical imaging, the FMT® series for 3D optical tomography and the IVIS® Lumina™ series for 2D imaging, along with a suite of bioluminescent and fluorescent imaging agents, cell lines and dyes. These technologies are designed to provide non-invasive longitudinal monitoring of disease progression, cell trafficking and gene expression patterns in living animals and are complemented by a broad portfolio of fluorescent and bioluminescent in vivo imaging reagents that can be useful for identifying, characterizing and quantifying a range of disease biomarkers and therapeutic efficacy in living animal models.
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The QuantumTM GX2 system, which enables in vivo imaging of multiple species across multiple disease areas by delivering industry leading high resolution imaging. Low dose scanning allows subjects to be imaged over time to evaluate disease progression while minimizing the harmful effects of radiation that could impact the biology of the animal. With the QuantumTM GX2 system, data from the IVIS® and FMT® imaging platforms can be seamlessly co-registered with microCT to deliver more information on the disease state.
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OneSource® laboratory services, a comprehensive portfolio of multivendor instrument management, QA/QC, lab relocation, scientific, laboratory IT and regulatory compliance services. OneSource® programs are tailored to the specific needs and goals of individual customers and offer a series of informatics-based consulting, planning and management offerings to assist in laboratory productivity and the optimization of complex Information Technology platforms.
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OneSource® Dashboard, a TIBCO® Spotfire® technology driven interactive graphical platform, providing visibility to a customer’s global asset population, service event and downtime distribution, as well as key performance indicators to assist in asset operation.
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OneSource® Insights as a ServiceTM, which leverages comprehensive OneSource® analytics and industry data to develop and deliver customer-need driven recommendations to optimize, integrate and accelerate lab operations.
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PerkinElmer Signals Medical ReviewTM software, which empowers medical monitors to detect safety signals faster and reduce overall time to submission by combining innovative medical review workflow with advanced analytics.
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PerkinElmer Signals Lead DiscoveryTM software, which enables researchers to quickly gain new insights into chemical and biomolecular research data, featuring guided search and analysis workflows and dynamic data visualizations for on-the-fly exploration.
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PerkinElmer SignalsTM Notebook, a scientific research data management solution, allowing researchers to record research data and experiments in digital notebooks, drag & drop, store, organize, share, find and filter data easily.
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PerkinElmer SignalsTM Translational data management, aggregation and analysis platform, which offers out-of-the-box support for the complete precision medicine workflow from data acquisition to biomarker discovery and validation.
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ChemDraw® 18, a chemical structure drawing and visualization application for scientists and researchers.
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Lead Discovery Premium software, which allows scientists to import, filter by, analyze and interpret chemical structures and biosequences alongside other related data in a highly visual and interactive environment for faster insights and better decisions.
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The Clarus® series of gas chromatographs, gas chromatographs/mass spectrometers and the TurboMatrix™ family of sample-handling equipment, which are used to identify and quantify compounds in the environmental, forensics, food and beverage, hydrocarbon processing/biofuels, materials testing, pharmaceutical and semiconductor industries.
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The Flexar™ ultra-high performance liquid chromatography (UHPLC) and Flexar advanced liquid chromatography systems, which provide high throughput and resolution chromatographic separations.
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The QSight® Triple Quad LC/MS/MS, a flow-based mass spectrometry system that provides high sensitivity and enables high levels of efficiency and productivity to meet both standard and regulatory requirements.
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The QSight® 400 series LC/MS/MS, a robust, powerful ready-to-implement triple quad LC/MS/MS system providing higher sensitivity and throughput that regulated food, cannabis and environmental testing labs need to meet their most stringent requirements.
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The Torion® T-9 portable GC/MS, a fast person-portable GC/MS system, enabling rapid detection and actionable results to potentially hazardous and emergency environmental conditions.
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Our atomic spectroscopy family of instruments, including the PinAAcle® family of atomic absorption spectrometers, the Avio® family of inductively coupled plasma (“ICP”) optical emission spectrometers and the NexION® family of ICP mass spectrometers, which are used in the environmental and chemical industries, among others, to determine the elemental content of a sample.
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Our infrared spectroscopy (IR) family of instruments, the Spectrum Two™ IR & NIR spectrometers, which are compact and portable and used for high-speed infrared analysis for unknown substance identification, material qualification or concentration determination in fuel and lubricant analysis, polymer analysis and pharmaceutical and environmental applications. This includes the Frontier™ IR and NIR spectrometers designed to provide high sensitivity and flexibility to address a range of sample types. Spotlight™ IR Microscopic and Imaging systems are designed for scientists whose samples demand higher sensitivity and simpler analysis and workflows.
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The LAMBDA™ UV/Vis, a series of spectrophotometers that provide sampling flexibility to enable measurement of a wide range of sample types, including liquids, powders and solid materials, both in regulated industries as well as QC/QA and research applications.
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The FL 6500TM and FL 8500TM fluorescence spectrophotometers, which address the challenges of bioscience, industrial, chemical, environmental, pharmaceutical, agricultural and academic application. They are designed to improve lab productivity and ensure standard compliance regulations are met. The FL 6500TM provides a high-energy pulsed Xenon light source that preserves sample integrity and the FL 8500TM provides a high-sensitivity source for testing diluted or small samples.
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The 2400 Series II CHNS/O Elemental Analyzer, one of the leading organic elemental analyzers. It is ideal for the rapid determination of carbon, hydrogen, nitrogen, sulfur, and oxygen content in organic and other types of materials.
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Our thermal analysis family, including our Differential Scanning Calorimetry (DSC) series that offers exclusive HyperDSC™ capability for unparalleled sensitivity and new insights into material processes, our Thermogravimetric (TGA) and Simultaneous Thermal Analysis (STA) instruments, which can be coupled to Fourier Transform Infrared (FT-IR), Mass Spectrometry (MS), or Gas Chromatography/Mass Spectrometry (GC/MS) to provide greater analysis power and knowledge.
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Perten's Falling Number® and Glutomatic® instruments, which determine the bread baking quality of wheat and flour, and Perten's DA NIR bench and in process analyzer determine constituent content for use across the food segment from meat to animal feed.
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The Delta™ range of milk quality analyzers, which help ensure the quality of dairy products and are used at Central Milk Testing labs as well as dairy processing facilities around the world.
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The Bioo Scientific® test kits for detection of toxins, veterinary drug residues and contaminants, which enable rapid and easy testing at different steps in the food value chain.
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A range of new AlphaLISA®, Alpha SureFire® Ultra and LANCE® reagents and assay kits across key research and therapeutic areas, including cell signaling, inflammation, oncology, and biotherapeutics.
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OneSource® Asset Genius™ Monitoring Solution, part of the Asset Genius family, which offers a 360o view of laboratory instruments regardless of the manufacturer, correlating instrument usage, age and service data, allowing customers to visually pinpoint under-performing, ideally-performing and over-burdened assets, and to make informed decisions. The Monitoring Solution enables critical micro-environmental information to be captured, monitored and actioned to better improve reduce scientific variability.
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The LPC 500 Liquid Particle Counter featuring single particle optical sizing technology. Coupled with the Avio 500 ICP-OES Oils system, particle counting and sizing as well as wear metals analysis of in-service oils and lubricants are performed in one run with results delivered in less than a minute. This patent-pending integrated solution considerably improves operating costs.
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The NexSAR™ HPLC, is speciation analysis ready system engineered with a completely inert and metal-free fluid path, enabling laboratories to meet low chromatographic background requirements on the most challenging speciation applications in food, water or consumer products such as children's toys. This system is part of the NexSAR HPLC-ICP-MS Speciation Solution, which couples the NexSAR HPLC with our revolutionary NexION® ICP-MS and is seamlessly integrated using the proven Clarity™ software.
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The Quasar™ Liquid Chromatography (LC) Columns, which are built for optimized retention with a high surface coverage and high-sample loading capacities that help improve the detection of low-level compounds and are designed for optimal peak shapes. The Quasar™ SPP or Quasar™ Silica LC columns can be used across any HPLC or UHPLC system.
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The Polymer ID Analyzer, which provides accurate verification of identity, quality, and composition of polymers and their blends used in industries such as food packaging, construction, and automotive. It is a compact and easy-to-use solution designed to simplify and accelerate polymer analysis to quickly and confidently identify unknown polymer samples, determine composition of blends, and verify quality.
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The LAMBDA™ 1050+ and 850+ UV/Vis/NIR and UV/Vis spectrophotometers are easy-to-use with high-performance and provide accurate characterizations of sample materials that are critical for manufacturers in a variety of industries to ensure their products meet regulatory standards and develop smart materials with advanced properties for improved safety, efficiency and functionality.
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The DA 6200™ NIR analyzer, which helps meat and olive processors conduct quality and process control accurately, easily and quickly. The DA 6200 analyzer is based on the next generation Diode Array Near-Infrared Transmission Spectroscopy (NIR) technology, which provides accurate test results of fat, moisture, protein, collagen, salt and ash levels in a sample.
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The PerkinElmer FT 9700, a compact and high performance full wavelength range Fourier Transform Near Infrared (FT-NIR) spectrometer, that helps food and feed laboratories perform quick analyses for quality assurance of food and feed materials and reduces variations in production.
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The QSight® SP50 online solid phase extraction (SPE) system, which facilitates sample clean-up, enrichment and concentration, obviating the need for elaborate and time-consuming sample preparation procedures. The QSight SP50 offers easy and efficient switching between traditional, direct injection UHPLC analyses and fully automated online SPE with sample pre-concentration, allowing for increased throughput and cost savings.
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The DELFIA® Xpress screening platform, a complete solution for prenatal and maternal health screening, which includes a fast continuous loading system. It is supported by kits for first, second and third trimester analyses for prenatal screening and clinically validated LifeCycle™ software.
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The NeoBase™ non-derivatized MS/MS AAAC kit, which is used to support detection of metabolic disorders in newborns through tandem mass spectrometry. The kit analyzes newborn dry blood spot samples for measurement of amino acids and other metabolic analytes for specific diseases.
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The GSP® Neonatal hTSH, T4 17á-OHP, GALT IRT, BTD, PKU, Total Galactose, CK-MM and G6PD kits, used for screening congenital neonatal conditions from a drop of blood.
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The Specimen Gate® informatics data management solution, designed specifically for newborn screening laboratories.
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ViaCord® umbilical cord blood banking services for the banking of stem cells harvested from umbilical cord blood and cord tissue, for potential therapeutic application in transplant and regenerative medicine.
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An expanded portfolio of molecular-based infectious disease screening technologies for blood bank and clinical laboratory settings in China. The tools include a qualitative 3-in-1 assay for the detection of hepatitis B, hepatitis C and HIV, as well as assays for other communicable diseases.
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The EnLite™ Neonatal TREC™ System, a screening test for Severe Combined Immunodeficiency, consisting of EnLite™ Neonatal TREC™ reagent kits, the Victor EnLite™ instrument and EnLite™ workstation software.
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NeoLSDTM MSMS kit, the first commercial IVD kit for screening of Pompe, MPS-I, Fabry, Gaucher, Niemann-Pick A/B and Krabbe disorders from a single dried blood spot sample.
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QSight® Triple Quad MSMS instrument, which is used for newborn screening.
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TRF based Anti HBs/HCV/TP kits for infectious disease testing.
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Chitas® instrument and HBV/HCV/HIV 3 in 1 PCR reagents for blood screening and Hi Sensitivity HBV DNA and HCV RNA assays for clinical infectious disease testing.
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The chemagic™ Prime™ instrument, a fully automated, LIMS-compatible solution for primary sample transfer, DNA and RNA isolation, optional normalization, and the setup of PCR and NGS applications.
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Immune fluorescence testing (IFT), enzyme-linked immunosorbent assay (ELISA), chemiluminescence-based immunotesting, immunoblots, molecular microarrays, PCR, liquid handlers and software solutions.
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Autoimmune testing covering rheumatology, hepatology, gastroenterology, endocrinology, neurology, nephrology, dermatology and infertility.
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Infectious disease testing covering bacteria, viruses and parasites.
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IFT, ELISA and EUROLINETM assays for veterinary medical diagnostics.
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Automated liquid handling platforms (JANUS®, Sciclone® and Zephyr®) that offer a choice of robotic solutions in genomics, biotherapeutics, high throughput screening and high content analysis to assist life science research from bench to clinic.
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JANUS® BioTx™, PreNAT II workstation for automated small-scale purification, offering column, tip and plate based chromatography on a single platform.
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The LabChip GXII® TouchTM platform, which provides a means of characterizing multiple protein product attributes for research labs through QC.
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The explorer® automated workstation, which allows integration of multiple laboratory instrumentation using a centralized robotic interface, allowing high throughput and turnkey-application focused solutions.
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Allergy testing covering allergen-specific immunoglobin e (IgE) measuring the level of different IgE antibodies in blood using ELISA and EUROLINETM assays.
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Vanadis® NIPT, a breakthrough cfDNA technology for use in genetic and biochemistry laboratories for screening common trisomies in pregnant population as a leading NIPT solution.
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PG-Seq™ Rapid Non-Invasive Preimplantation Genetic Testing Kit, an alternative to IVF embryo biopsies.
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PerkinElmer’s GSP® Neonatal Creatine Kinase -MM kit, which is an FDA approved immunoassay for measuring CK-MM in dried blood spot samples of newborn babies. As the assay measures the muscle specific isoform, it enables the screening process to find the babies affected by Duchenne muscular dystrophy.
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GenePrism: Actionable Insights, a new genetic screening test offering comprehensive clinical-grade DNA sequencing and interpretation in order to better understand the underlying disease risks.
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EUROIMMUN Aspergillus Antigen ELISA, an enzyme-linked immunosorbent assay specifically designed to detect the Aspergillus antigen galactomannoprotein and assist in distinguishing invasive aspergillosis (IA).
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Commenced diagnostic screening of consumer-initiated health testing for Lyme and food intolerance.
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CE-marked chemiluminescence immunoassays (ChLIA) for the detection of anti-Borrelia (Lyme disease) and anti-EBV/EBNA (Epstein-Barr Virus) antibodies on our EUROIMMUN RA Analyzer 10 system.
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Superflex chemiluminescent POC system using Acridinium ester technology with first launched assays including the inflammation markers PCR and CRP and the cardiac disease markers CKMB, cTnI, MYO, NT-ProBNP.
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Item 1A.
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Risk Factors
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accurately anticipate customer needs,
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innovate and develop new reliable technologies and applications,
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receive regulatory approvals in a timely manner,
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successfully commercialize new technologies in a timely manner,
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price our products competitively, and manufacture and deliver our products in sufficient volumes and on time, and
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differentiate our offerings from our competitors’ offerings.
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competition among buyers and licensees,
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the high valuations of businesses and technologies,
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the need for regulatory and other approval, and
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our inability to raise capital to fund these acquisitions.
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demand for and market acceptance of our products,
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competitive pressures resulting in lower selling prices,
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changes in the level of economic activity in regions in which we do business,
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changes in general economic conditions or government funding,
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settlements of income tax audits,
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expenses incurred in connection with claims related to environmental conditions at locations where we conduct or formerly conducted operations,
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contract termination and litigation costs,
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differing tax laws and changes in those laws, or changes in the countries in which we are subject to taxation,
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changes in our effective tax rate,
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changes in industries, such as pharmaceutical and biomedical,
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changes in the portions of our revenue represented by our various products and customers,
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our ability to introduce new products,
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our competitors’ announcement or introduction of new products, services or technological innovations,
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costs of raw materials, energy or supplies,
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changes in healthcare or other reimbursement rates paid by government agencies and other third parties for certain of our products and services,
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our ability to realize the benefit of ongoing productivity initiatives,
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changes in the volume or timing of product orders,
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fluctuation in the expense related to the mark-to-market adjustment on postretirement benefit plans,
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changes in our assumptions underlying future funding of pension obligations,
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changes in assumptions used to determine contingent consideration in acquisitions, and
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changes in foreign currency exchange rates.
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changes in actual, or from projected, foreign currency exchange rates,
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changes in a country’s or region’s political or economic conditions, particularly in developing or emerging markets,
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longer payment cycles of foreign customers and timing of collections in foreign jurisdictions,
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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,
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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,
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policies in foreign countries benefiting domestic manufacturers or other policies detrimental to companies headquartered in the United States,
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differing tax laws and changes in those laws, or changes in the countries in which we are subject to tax,
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adverse income tax audit settlements or loss of previously negotiated tax incentives,
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differing business practices associated with foreign operations,
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difficulty in transferring cash between international operations and the United States,
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difficulty in staffing and managing widespread operations,
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differing labor laws and changes in those laws,
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differing protection of intellectual property and changes in that protection,
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expanded enforcement of laws related to data protection and personal privacy,
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increasing global enforcement of anti-bribery and anti-corruption laws, and
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differing regulatory requirements and changes in those requirements.
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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;
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reducing our flexibility in planning for or reacting to changes in our business and market conditions;
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exposing us to interest rate risk as a portion of our debt obligations are at variable rates;
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increasing our foreign currency risk as a portion of our debt obligations are in denominations other than the US dollar; and
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increasing the chances of a downgrade of our debt ratings due to the amount or intended purpose of our debt obligations.
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pay dividends on, redeem or repurchase our capital stock,
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sell assets,
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incur obligations that restrict our subsidiaries’ ability to make dividend or other payments to us,
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guarantee or secure indebtedness,
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enter into transactions with affiliates, and
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consolidate, merge or transfer all, or substantially all, of our assets and the assets of our subsidiaries on a consolidated basis.
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operating results that vary from our financial guidance or the expectations of securities analysts and investors,
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the financial performance of the major end markets that we target,
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the operating and securities price performance of companies that investors consider to be comparable to us,
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announcements of strategic developments, acquisitions and other material events by us or our competitors, and
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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.
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Item 1B.
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Unresolved Staff Comments
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Item 2.
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Properties
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Item 3.
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Legal Proceedings
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Item 4.
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Mine Safety Disclosures
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Name
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Position
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Age
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Prahlad Singh
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President and Chief Executive Officer
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55
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James M. Mock
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Senior Vice President and Chief Financial Officer
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43
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Joel S. Goldberg
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Senior Vice President, Administration, General Counsel and Secretary
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51
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Daniel R. Tereau
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Senior Vice President, Strategy and Business Development
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53
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Deborah Butters
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Senior Vice President, Chief Human Resources Officer
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50
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Tajinder Vohra
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Senior Vice President, Global Operations
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54
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Andrew Okun
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Vice President and Chief Accounting Officer
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50
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Item 5.
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Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Issuer Repurchases of Equity Securities
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||||||||||||
Period
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Total Number
of Shares
Purchased(1)
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|
Average Price
Paid Per
Share
|
|
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs(2)
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Maximum Aggregate Number (or Approximate Dollar Value) of Shares that May Yet
Be Purchased
Under the Plans or
Programs
|
||||||
September 30, 2019 - October 27, 2019
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870
|
|
|
$
|
83.30
|
|
|
—
|
|
|
$
|
197,803,699
|
|
October 28, 2019 - November 24, 2019
|
373
|
|
|
88.12
|
|
|
—
|
|
|
197,803,699
|
|
||
November 25, 2019 - December 29, 2019
|
71
|
|
|
95.67
|
|
|
—
|
|
|
197,803,699
|
|
||
Activity for quarter ended December 29, 2019
|
1,314
|
|
|
$
|
85.34
|
|
|
—
|
|
|
$
|
197,803,699
|
|
(1)
|
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 fourth quarter of fiscal year 2019, we repurchased 1,314 shares of common stock for this purpose at an aggregate cost of $0.1 million. During the fiscal year 2019, we repurchased 68,536 shares of common stock for this purpose at an aggregate cost of $6.3 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.
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(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 fiscal year 2019, we had no stock repurchases under the Repurchase Program. As of December 29, 2019, $197.8 million remained available for aggregate repurchases of shares under the Repurchase Program.
|
|
28-Dec-14
|
|
3-Jan-16
|
|
1-Jan-17
|
|
31-Dec-17
|
|
30-Dec-18
|
|
29-Dec-19
|
||||||||||||
PerkinElmer, Inc.
|
$
|
100.00
|
|
|
$
|
122.26
|
|
|
$
|
119.67
|
|
|
$
|
168.56
|
|
|
$
|
178.80
|
|
|
$
|
225.22
|
|
S&P 500 Index
|
$
|
100.00
|
|
|
$
|
101.38
|
|
|
$
|
113.51
|
|
|
$
|
138.29
|
|
|
$
|
132.23
|
|
|
$
|
173.86
|
|
Peer Group
|
$
|
100.00
|
|
|
$
|
110.68
|
|
|
$
|
112.48
|
|
|
$
|
155.88
|
|
|
$
|
173.15
|
|
|
$
|
245.90
|
|
Item 6.
|
Selected Financial Data
|
|
Fiscal Years Ended
|
||||||||||||||||||
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
|
January 1,
2017 |
|
January 3,
2016 |
||||||||||
|
(In thousands, except per share data)
|
||||||||||||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
2,883,673
|
|
|
$
|
2,777,996
|
|
|
$
|
2,256,982
|
|
|
$
|
2,115,517
|
|
|
$
|
2,104,823
|
|
Operating income from continuing
operations(1)(2)
|
361,973
|
|
|
323,884
|
|
|
295,615
|
|
|
294,582
|
|
|
258,517
|
|
|||||
Interest and other expense (income), net(3)(4)
|
124,831
|
|
|
66,201
|
|
|
(1,103
|
)
|
|
50,514
|
|
|
49,710
|
|
|||||
Income from continuing operations before income taxes
|
237,142
|
|
|
257,683
|
|
|
296,718
|
|
|
244,068
|
|
|
208,807
|
|
|||||
Income from continuing operations, net of income taxes(5)
|
227,753
|
|
|
237,475
|
|
|
156,890
|
|
|
215,706
|
|
|
188,785
|
|
|||||
(Loss) gain from discontinued operations and dispositions, net of income taxes(6)
|
(195
|
)
|
|
452
|
|
|
135,743
|
|
|
18,593
|
|
|
23,640
|
|
|||||
Net income
|
$
|
227,558
|
|
|
$
|
237,927
|
|
|
$
|
292,633
|
|
|
$
|
234,299
|
|
|
$
|
212,425
|
|
Basic earnings per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
2.06
|
|
|
$
|
2.15
|
|
|
$
|
1.43
|
|
|
$
|
1.97
|
|
|
$
|
1.68
|
|
Discontinued operations
|
0.00
|
|
|
0.00
|
|
|
1.24
|
|
|
0.17
|
|
|
0.21
|
|
|||||
Net income
|
$
|
2.06
|
|
|
$
|
2.15
|
|
|
$
|
2.67
|
|
|
$
|
2.14
|
|
|
$
|
1.89
|
|
Diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
2.04
|
|
|
$
|
2.13
|
|
|
$
|
1.42
|
|
|
$
|
1.96
|
|
|
$
|
1.67
|
|
Discontinued operations
|
0.00
|
|
|
0.00
|
|
|
1.22
|
|
|
0.17
|
|
|
0.21
|
|
|||||
Net income
|
$
|
2.04
|
|
|
$
|
2.13
|
|
|
$
|
2.64
|
|
|
$
|
2.12
|
|
|
$
|
1.87
|
|
Weighted-average common shares outstanding:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
110,827
|
|
|
110,561
|
|
|
109,857
|
|
|
109,478
|
|
|
112,507
|
|
|||||
Diluted
|
111,501
|
|
|
111,534
|
|
|
110,859
|
|
|
110,313
|
|
|
113,315
|
|
|||||
Cash dividends declared per common share
|
$
|
0.28
|
|
|
$
|
0.28
|
|
|
$
|
0.28
|
|
|
$
|
0.28
|
|
|
$
|
0.28
|
|
|
As of
|
||||||||||||||||||
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
|
January 1,
2017 |
|
January 3,
2016 |
||||||||||
|
(In thousands)
|
||||||||||||||||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets(7)
|
$
|
6,538,564
|
|
|
$
|
5,975,522
|
|
|
$
|
6,091,463
|
|
|
$
|
4,276,683
|
|
|
$
|
4,166,295
|
|
Short-term debt(3)
|
9,974
|
|
|
14,856
|
|
|
217,306
|
|
|
1,172
|
|
|
1,123
|
|
|||||
Long-term debt(3)(4)(7)(8)
|
2,064,041
|
|
|
1,876,624
|
|
|
1,788,803
|
|
|
1,045,254
|
|
|
1,011,762
|
|
|||||
Stockholders’ equity(7)(9)
|
2,813,824
|
|
|
2,584,955
|
|
|
2,503,188
|
|
|
2,153,570
|
|
|
2,110,441
|
|
|||||
Common shares outstanding(9)
|
111,140
|
|
|
110,597
|
|
|
110,361
|
|
|
109,617
|
|
|
112,034
|
|
(1)
|
Activity related to the mark-to-market adjustment on postretirement benefit plans was a pre-tax loss of $31.2 million in fiscal year 2019, a pre-tax loss of $21.4 million in fiscal year 2018, a pre-tax gain of $2.1 million in fiscal year 2017, a pre-tax loss of $15.3 million in fiscal year 2016 and a pre-tax loss of $12.4 million in fiscal year 2015.
|
(2)
|
We recorded pre-tax restructuring and other costs, net, of $29.4 million in fiscal year 2019, $11.1 million in fiscal year 2018, $12.7 million in fiscal year 2017, $5.1 million in fiscal year 2016 and $13.5 million in fiscal year 2015.
|
(3)
|
In fiscal years 2019, 2018, 2017, 2016 and 2015, interest expense was $63.6 million, $67.0 million, $43.9 million, $41.5 million and $38.0 million, respectively.
|
(4)
|
In October 2019, we redeemed all of the outstanding 5% senior unsecured notes due in November 2021 ("November 2021 Notes"). The redemption of the November 2021 Notes resulted in a pre-tax, non-operating charge of $32.3 million.
|
(5)
|
In fiscal years 2019 and 2018, provision for income tax on continuing operations was $9.4 million and $20.2 million, respectively. The lower provision for income taxes in fiscal year 2019 compared to that of fiscal year 2018 was primarily due to the execution of U.S. federal and non-U.S. tax planning. In fiscal years 2017, 2016 and 2015, tax expense on continuing operations was $139.8 million, $28.4 million and $20.0 million, respectively. The higher provision for income taxes in fiscal year 2017 was primarily due to the $106.5 million discrete tax expense related to the Tax Cuts & Jobs Act of 2017. The tax expense in fiscal years 2016 and 2015 was primarily due to income in high tax rate jurisdictions, partially offset by losses in low tax rate jurisdictions and a tax benefit of $9.6 million in fiscal year 2016 and $6.4 million in fiscal year 2015 related to discrete items.
|
(6)
|
In May 2017, we completed the sale of our Medical Imaging business. We recorded a pre-tax gain of $179.6 million and income tax expense of $43.1 million in fiscal year 2017. We accounted for this business as discontinued operations beginning in 2016 and the financial information relating to fiscal year 2015 has been retrospectively adjusted to reflect the inclusion of this business in discontinued operations.
|
(7)
|
At the beginning of fiscal year 2019, we adopted Accounting Standards Codification No. 842, Leases ("ASC 842"), using a modified retrospective approach and as a result, the comparative information has not been restated and is reported under the accounting standards in effect for these years. See Note 1 to the Consolidated Financial Statements for additional information.
|
(8)
|
In September 2019, we issued and sold ten-year senior notes at a rate of 3.3% with a face value of $850.0 million and received $847.2 million of net proceeds from the issuance. The debt, which matures in September 2029, is unsecured. In April 2018, we issued and sold three-year senior notes at a rate of 0.6% with a face value of €300.0 million and received €298.7 million of net proceeds from the issuance. The debt, which matures in April 2021, is unsecured. In July 2016, we issued and sold ten-year senior notes at a rate of 1.875% with a face value of €500.0 million and received €492.3 million of net proceeds from the issuance. The debt, which matures in July 2026, is unsecured.
|
(9)
|
In fiscal year 2018, we repurchased in the open market 650,000 shares of our common stock at an aggregate cost of $52.2 million, including commissions, under the stock repurchase program authorized by our Board on July 23, 2018. In fiscal years 2018 and 2017, we did not repurchase any shares of our common stock under a stock repurchase program originally announced in July 2017 that was terminated in July 2018. In fiscal year 2016, we repurchased in the open market 3.2 million shares of our common stock at an aggregate cost of $148.2 million, including commissions under a stock repurchase program originally announced in October 2014 that was terminated in July 2016 (the "October 2014 Repurchase Program"). In fiscal year 2015, we repurchased in the open market 1.5 million shares of our common stock at an aggregate cost of $72.0 million, including commissions, under both the October 2014 Repurchase Program and a stock repurchase program originally announced in October 2012 that expired in October 2014.
|
Item 7.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
|
Workforce Reductions
|
|
Closure of Excess Facility
|
|
Total
|
|
(Expected) Date Payments Substantially Completed by
|
||||||||||||||||||
|
Headcount Reduction
|
|
Diagnostics
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Discovery & Analytical Solutions
|
|
|
Severance
|
|
Excess Facility
|
|||||||||||
|
(In thousands, except headcount data)
|
|
|
|
|
||||||||||||||||||||
Q4 2019 Plan
|
22
|
|
$
|
2,404
|
|
|
$
|
177
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,581
|
|
|
Q3 FY2020
|
|
—
|
Q3 2019 Plan
|
259
|
|
2,641
|
|
|
11,156
|
|
|
—
|
|
|
—
|
|
|
13,797
|
|
|
Q2 FY2020
|
|
—
|
|||||
Q2 2019 Plan
|
44
|
|
1,129
|
|
|
4,461
|
|
|
—
|
|
|
—
|
|
|
5,590
|
|
|
Q1 FY2020
|
|
—
|
|||||
Q1 2019 Plan
|
105
|
|
1,459
|
|
|
6,001
|
|
|
—
|
|
|
—
|
|
|
7,460
|
|
|
Q4 FY2019
|
|
—
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Q4 2018 Plan
|
1
|
|
—
|
|
|
348
|
|
|
—
|
|
|
—
|
|
|
348
|
|
|
Q1 FY2019
|
|
—
|
|||||
Q3 2018 Plan
|
61
|
|
618
|
|
|
1,146
|
|
|
—
|
|
|
—
|
|
|
1,764
|
|
|
Q4 FY2019
|
|
—
|
|||||
Q1 2018 Plan
|
47
|
|
902
|
|
|
5,096
|
|
|
—
|
|
|
—
|
|
|
5,998
|
|
|
Q4 FY2019
|
|
—
|
|
|
Balance at December 31, 2017
|
|
2018 Charges and Changes in Estimates, Net
|
|
2018 Amounts Paid
|
|
Balance at December 30, 2018
|
|
2019 Charges and Changes in Estimates, Net
|
|
2019 Amounts Paid
|
|
Balance at December 29, 2019
|
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Severance:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Q4 2019 Plan
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,581
|
|
|
$
|
(1,692
|
)
|
|
$
|
889
|
|
|
Q3 2019 Plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,797
|
|
|
(7,486
|
)
|
|
6,311
|
|
|
|||||||
Q2 2019 Plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,590
|
|
|
(3,701
|
)
|
|
1,889
|
|
|
|||||||
Q1 2019 Plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,483
|
|
|
(5,354
|
)
|
|
2,129
|
|
|
|||||||
Q4 2018 Plan
|
|
—
|
|
|
348
|
|
|
—
|
|
|
348
|
|
|
3
|
|
|
(351
|
)
|
|
—
|
|
|
|||||||
Q3 2018 Plan(1)
|
|
—
|
|
|
2,054
|
|
|
(639
|
)
|
|
1,415
|
|
|
(77
|
)
|
|
(1,314
|
)
|
|
24
|
|
|
|||||||
Q1 2018 Plan(2)
|
|
—
|
|
|
5,998
|
|
|
(4,389
|
)
|
|
1,609
|
|
|
(1,069
|
)
|
|
(282
|
)
|
|
258
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Previous Plans(3)(4)
|
|
10,921
|
|
|
(1,998
|
)
|
|
(6,252
|
)
|
|
2,671
|
|
|
(159
|
)
|
|
(1,147
|
)
|
|
1,365
|
|
|
|||||||
Restructuring
|
|
10,921
|
|
|
6,402
|
|
|
(11,280
|
)
|
|
6,043
|
|
|
28,149
|
|
|
(21,327
|
)
|
|
12,865
|
|
|
|||||||
Contract Termination
|
|
3,048
|
|
|
4,742
|
|
|
(7,653
|
)
|
|
137
|
|
|
452
|
|
|
(401
|
)
|
|
188
|
|
|
|||||||
Other Costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
827
|
|
|
—
|
|
|
827
|
|
|
|||||||
Total Restructuring and Other Liabilities
|
|
$
|
13,969
|
|
|
$
|
11,144
|
|
|
$
|
(18,933
|
)
|
|
$
|
6,180
|
|
|
$
|
29,428
|
|
|
$
|
(21,728
|
)
|
|
$
|
13,880
|
|
|
(1)
|
During fiscal year 2019, we recognized pre-tax restructuring reversals of $0.4 million in the Diagnostics segment related to lower than expected costs associated with workforce reductions and an additional expense of $0.3 million in the Discovery & Analytical Solutions segment for the Q3 2018 Plan.
|
(2)
|
During fiscal year 2019, we recognized pre-tax restructuring reversals of $1.1 million in the Discovery & Analytical Solutions segment related to lower than expected costs associated with workforce reductions for the Q1 2018 Plan.
|
(3)
|
During fiscal year 2019, we recognized pre-tax restructuring reversals of $0.3 million in the Discovery & Analytical Solutions segment related to lower than expected costs associated with workforce reductions for the Previous Plans.
|
(4)
|
During fiscal year 2019, we recognized pre-tax restructuring expense of $0.1 million in the Discovery & Analytical Solutions segment related to higher than expected costs associated with workforce reductions for the Previous Plans.
|
|
December 29,
2019 |
|
December 30,
2018 |
|
||||
|
(In thousands)
|
|||||||
Interest income
|
$
|
(1,495
|
)
|
|
$
|
(1,141
|
)
|
|
Interest expense
|
63,627
|
|
|
66,976
|
|
|
||
Loss (gain) on disposition of businesses and assets, net
|
2,469
|
|
|
(12,844
|
)
|
|
||
Debt extinguishment costs
|
32,541
|
|
|
—
|
|
|
||
Other expense, net
|
27,689
|
|
|
13,210
|
|
|
||
Total interest and other expense, net
|
$
|
124,831
|
|
|
$
|
66,201
|
|
|
|
December 30,
2019 |
|
December 30,
2018 |
|
||||
|
|
|
(In thousands)
|
|||||
Tax at statutory rate
|
$
|
49,799
|
|
|
$
|
54,114
|
|
|
Non-U.S. rate differential, net
|
(32,124
|
)
|
|
(27,281
|
)
|
|
||
U.S. taxation of multinational operations
|
4,251
|
|
|
7,047
|
|
|
||
State income taxes, net
|
1,941
|
|
|
2,028
|
|
|
||
Prior year tax matters
|
(5,103
|
)
|
|
1,124
|
|
|
||
Effect of stock compensation
|
(2,053
|
)
|
|
(6,331
|
)
|
|
||
General business tax credits
|
(4,325
|
)
|
|
(3,738
|
)
|
|
||
Change in valuation allowance
|
(1,117
|
)
|
|
(759
|
)
|
|
||
Tax elections
|
(3,700
|
)
|
|
—
|
|
|
||
Impact of U.S. tax reform
|
2,718
|
|
|
(2,025
|
)
|
|
||
Others, net
|
(898
|
)
|
|
(3,971
|
)
|
|
||
Total
|
$
|
9,389
|
|
|
$
|
20,208
|
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
||||
|
(In thousands)
|
|||||||
Loss on disposition of the Medical Imaging business
|
$
|
—
|
|
|
$
|
(793
|
)
|
|
Loss on disposition of Fluid Sciences business
|
—
|
|
|
(66
|
)
|
|
||
Loss on disposition of discontinued operations before income taxes
|
$
|
—
|
|
|
$
|
(859
|
)
|
|
•
|
changes in sales due to weakness in markets in which we sell our products and services, and
|
•
|
changes in our working capital requirements.
|
•
|
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.
|
|
Operating
Leases
|
|
Sr. Unsecured
Revolving
Credit Facility
Maturing
2024(1)
|
|
April
2021 Notes(2)
|
|
2026 Notes(3)
|
|
2029 Notes(4)
|
|
Other Debt Facilities(5)
|
|
Employee
Benefit
Payments(6)
|
|
Unrecognized
Tax Benefits(7)
|
|
Total
|
||||||||||||||||||
|
(In thousands)
|
||||||||||||||||||||||||||||||||||
2020
|
$
|
44,512
|
|
|
$
|
—
|
|
|
$
|
2,012
|
|
|
$
|
10,480
|
|
|
$
|
28,050
|
|
|
$
|
10,229
|
|
|
$
|
30,870
|
|
|
$
|
100
|
|
|
$
|
126,253
|
|
2021
|
36,958
|
|
|
—
|
|
|
335,928
|
|
|
10,480
|
|
|
28,050
|
|
|
8,091
|
|
|
31,498
|
|
|
—
|
|
|
451,005
|
|
|||||||||
2022
|
25,419
|
|
|
—
|
|
|
—
|
|
|
10,480
|
|
|
28,050
|
|
|
3,875
|
|
|
31,697
|
|
|
—
|
|
|
99,521
|
|
|||||||||
2023
|
19,594
|
|
|
—
|
|
|
—
|
|
|
10,480
|
|
|
28,050
|
|
|
2,331
|
|
|
32,100
|
|
|
—
|
|
|
92,555
|
|
|||||||||
2024
|
17,721
|
|
|
325,377
|
|
|
—
|
|
|
10,480
|
|
|
28,050
|
|
|
1,311
|
|
|
32,845
|
|
|
—
|
|
|
415,784
|
|
|||||||||
2025 and thereafter
|
66,808
|
|
|
—
|
|
|
—
|
|
|
575,104
|
|
|
981,851
|
|
|
595
|
|
|
162,104
|
|
|
—
|
|
|
1,786,462
|
|
|||||||||
Total
|
$
|
211,012
|
|
|
$
|
325,377
|
|
|
$
|
337,940
|
|
|
$
|
627,504
|
|
|
$
|
1,122,101
|
|
|
$
|
26,432
|
|
|
$
|
321,114
|
|
|
$
|
100
|
|
|
$
|
2,971,580
|
|
(1)
|
The credit facility borrowings carry variable interest rates. As of December 29, 2019, the senior unsecured revolving credit facility had a carrying value of $322.0 million.
|
(2)
|
The April 2021 Notes include interest obligations of $2.6 million. As of December 29, 2019, the April 2021 Notes had a carrying value of $334.2 million.
|
(3)
|
The 2026 Notes include interest obligations of $68.6 million. As of December 29, 2019, the 2026 Notes had a carrying value of $552.2 million.
|
(4)
|
The 2029 Notes include interest obligations of $272.1 million. As of December 29, 2019, the 2029 Notes had a carrying value of $839.9 million.
|
(5)
|
The other debt facilities include interest obligations of $0.7 million. As of December 29, 2019, the other debt facilities had a carrying value of $25.7 million.
|
(6)
|
Employee benefit payments only include obligations through fiscal year 2029.
|
(7)
|
We expect to cash settle $0.1 million of uncertain tax positions during fiscal year 2020. We have excluded $2.6 million, including accrued interest, net of tax benefits, and penalties, from our uncertain tax positions, as we cannot make a reasonably reliable estimate of the amount and period of related future payments.
|
|
|
|
Increase (Decrease) at
December 29, 2019 |
||||
|
Percentage Point Change
|
|
Non-U.S.
|
|
U.S.
|
||
Pension plans discount rate
|
+0.25
|
|
(13,531
|
)
|
|
(7,747
|
)
|
|
-0.25
|
|
14,424
|
|
|
8,099
|
|
Rate of return on pension plan assets
|
+1.00
|
|
(1,799
|
)
|
|
(2,545
|
)
|
|
-1.00
|
|
1,799
|
|
|
2,545
|
|
Postretirement medical plans discount rate
|
+0.25
|
|
N/A
|
|
|
(91
|
)
|
|
-0.25
|
|
N/A
|
|
|
95
|
|
Rate of return on postretirement medical plan assets
|
+1.00
|
|
N/A
|
|
|
(192
|
)
|
|
-1.00
|
|
N/A
|
|
|
192
|
|
Item 7A.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 8.
|
Financial Statements and Supplemental Data
|
•
|
We tested the effectiveness of controls over the valuation of the identified intangible assets, including management’s controls over forecasts of future cash flows and selection of the discount rates.
|
•
|
We assessed the reasonableness of management’s forecasts of future cash flows by comparing the projections to historical results including growth rates observed for similar businesses acquired by the Company and/or peer companies.
|
•
|
With the assistance of our fair value specialists, we evaluated the reasonableness of the (1) valuation methodologies and (2) discount rates by:
|
•
|
Testing the source information underlying the determination of the discount rates and testing the mathematical accuracy of the calculation.
|
•
|
Developing a range of independent estimates and comparing those to the discount rates selected by management.
|
•
|
We evaluated whether the estimated future cash flows were consistent with evidence obtained in other areas of the audit.
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands, except per share data)
|
||||||||||
Revenue
|
|
|
|
|
|
||||||
Product revenue
|
$
|
2,017,042
|
|
|
$
|
1,935,493
|
|
|
$
|
1,477,414
|
|
Service revenue
|
866,631
|
|
|
842,503
|
|
|
779,568
|
|
|||
Total revenue
|
2,883,673
|
|
|
2,777,996
|
|
|
2,256,982
|
|
|||
Cost of product revenue
|
956,398
|
|
|
908,228
|
|
|
707,962
|
|
|||
Cost of service revenue
|
531,220
|
|
|
528,829
|
|
|
475,266
|
|
|||
Selling, general and administrative expenses
|
815,318
|
|
|
811,913
|
|
|
626,018
|
|
|||
Research and development expenses
|
189,336
|
|
|
193,998
|
|
|
139,464
|
|
|||
Restructuring and other costs, net
|
29,428
|
|
|
11,144
|
|
|
12,657
|
|
|||
Operating income from continuing operations
|
361,973
|
|
|
323,884
|
|
|
295,615
|
|
|||
Interest and other expense, net
|
124,831
|
|
|
66,201
|
|
|
(1,103
|
)
|
|||
Income from continuing operations before income taxes
|
237,142
|
|
|
257,683
|
|
|
296,718
|
|
|||
Provision for income taxes
|
9,389
|
|
|
20,208
|
|
|
139,828
|
|
|||
Income from continuing operations
|
227,753
|
|
|
237,475
|
|
|
156,890
|
|
|||
Income from discontinued operations before income taxes
|
—
|
|
|
—
|
|
|
650
|
|
|||
(Loss) gain on disposition of discontinued operations before income taxes
|
—
|
|
|
(859
|
)
|
|
179,615
|
|
|||
Provision for (benefit from) income taxes on discontinued operations and dispositions
|
195
|
|
|
(1,311
|
)
|
|
44,522
|
|
|||
(Loss) gain from discontinued operations and dispositions
|
(195
|
)
|
|
452
|
|
|
135,743
|
|
|||
Net income
|
$
|
227,558
|
|
|
$
|
237,927
|
|
|
$
|
292,633
|
|
Basic earnings per share:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
2.06
|
|
|
$
|
2.15
|
|
|
$
|
1.43
|
|
(Loss) gain from discontinued operations and dispositions
|
(0.00
|
)
|
|
0.00
|
|
|
1.24
|
|
|||
Net income
|
$
|
2.06
|
|
|
$
|
2.15
|
|
|
$
|
2.67
|
|
Diluted earnings per share:
|
|
|
|
|
|
||||||
Income from continuing operations
|
$
|
2.04
|
|
|
$
|
2.13
|
|
|
$
|
1.42
|
|
(Loss) gain from discontinued operations and dispositions
|
(0.00
|
)
|
|
0.00
|
|
|
1.22
|
|
|||
Net income
|
$
|
2.04
|
|
|
$
|
2.13
|
|
|
$
|
2.64
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Net income
|
$
|
227,558
|
|
|
$
|
237,927
|
|
|
$
|
292,633
|
|
Other comprehensive (loss) income
|
|
|
|
|
|
||||||
Foreign currency translation adjustments, net of tax
|
(23,978
|
)
|
|
(123,388
|
)
|
|
54,341
|
|
|||
Reclassification of taxes on foreign currency translation adjustments to earnings upon adoption of ASU 2018-02
|
—
|
|
|
(6,489
|
)
|
|
—
|
|
|||
Unrecognized prior service credit (cost), net of tax
|
807
|
|
|
(77
|
)
|
|
(77
|
)
|
|||
Unrealized gains (losses) on securities, net of tax
|
6
|
|
|
(9
|
)
|
|
79
|
|
|||
Other comprehensive (loss) income
|
(23,165
|
)
|
|
(129,963
|
)
|
|
54,343
|
|
|||
Comprehensive income
|
$
|
204,393
|
|
|
$
|
107,964
|
|
|
$
|
346,976
|
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands, except share
and per share data)
|
||||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
191,877
|
|
|
$
|
163,111
|
|
Accounts receivable, net
|
725,184
|
|
|
632,669
|
|
||
Inventories
|
356,937
|
|
|
338,347
|
|
||
Other current assets
|
100,381
|
|
|
100,507
|
|
||
Total current assets
|
1,374,379
|
|
|
1,234,634
|
|
||
Property, plant and equipment, net
|
318,223
|
|
|
318,590
|
|
||
Operating lease right-of-use assets
|
167,276
|
|
|
—
|
|
||
Intangible assets, net
|
1,283,286
|
|
|
1,199,667
|
|
||
Goodwill
|
3,111,227
|
|
|
2,952,608
|
|
||
Other assets, net
|
284,173
|
|
|
270,023
|
|
||
Total assets
|
$
|
6,538,564
|
|
|
$
|
5,975,522
|
|
Current liabilities:
|
|
|
|
||||
Current portion of long-term debt
|
$
|
9,974
|
|
|
$
|
14,856
|
|
Accounts payable
|
235,855
|
|
|
220,949
|
|
||
Short-term accrued restructuring and other costs
|
11,559
|
|
|
4,834
|
|
||
Accrued expenses and other current liabilities
|
503,332
|
|
|
528,827
|
|
||
Current liabilities of discontinued operations
|
2,112
|
|
|
2,165
|
|
||
Total current liabilities
|
762,832
|
|
|
771,631
|
|
||
Long-term debt
|
2,064,041
|
|
|
1,876,624
|
|
||
Long-term liabilities
|
751,468
|
|
|
742,312
|
|
||
Operating lease liabilities
|
146,399
|
|
|
—
|
|
||
Total liabilities
|
3,724,740
|
|
|
3,390,567
|
|
||
Commitments and contingencies (see Notes 14 and 17)
|
|
|
|
|
|
||
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 111,140,000 and 110,597,000 shares at December 29, 2019 and December 30, 2018, respectively
|
111,140
|
|
|
110,597
|
|
||
Capital in excess of par value
|
90,357
|
|
|
48,772
|
|
||
Retained earnings
|
2,811,973
|
|
|
2,602,067
|
|
||
Accumulated other comprehensive loss
|
(199,646
|
)
|
|
(176,481
|
)
|
||
Total stockholders’ equity
|
2,813,824
|
|
|
2,584,955
|
|
||
Total liabilities and stockholders’ equity
|
$
|
6,538,564
|
|
|
$
|
5,975,522
|
|
|
Common
Stock
Amount
|
|
Capital in
Excess of
Par Value
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Total
Stockholders’
Equity
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Balance, January 1, 2017
|
$
|
109,617
|
|
|
$
|
26,130
|
|
|
$
|
2,118,684
|
|
|
$
|
(100,861
|
)
|
|
$
|
2,153,570
|
|
Net income
|
—
|
|
|
—
|
|
|
292,633
|
|
|
—
|
|
|
292,633
|
|
|||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
54,343
|
|
|
54,343
|
|
|||||
Dividends
|
—
|
|
|
—
|
|
|
(30,800
|
)
|
|
—
|
|
|
(30,800
|
)
|
|||||
Exercise of employee stock options and related income tax benefits
|
578
|
|
|
17,426
|
|
|
—
|
|
|
—
|
|
|
18,004
|
|
|||||
Issuance of common stock for employee stock purchase plans
|
37
|
|
|
2,430
|
|
|
—
|
|
|
—
|
|
|
2,467
|
|
|||||
Purchases of common stock
|
(79
|
)
|
|
(4,288
|
)
|
|
—
|
|
|
—
|
|
|
(4,367
|
)
|
|||||
Issuance of common stock for long-term incentive program
|
208
|
|
|
12,145
|
|
|
—
|
|
|
—
|
|
|
12,353
|
|
|||||
Stock compensation
|
—
|
|
|
4,985
|
|
|
—
|
|
|
—
|
|
|
4,985
|
|
|||||
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
|
)
|
|||||
Impact of adopting ASU 2018-02
|
—
|
|
|
—
|
|
|
6,489
|
|
|
(6,489
|
)
|
|
—
|
|
|||||
Net income
|
—
|
|
|
—
|
|
|
237,927
|
|
|
—
|
|
|
237,927
|
|
|||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(123,474
|
)
|
|
(123,474
|
)
|
|||||
Dividends
|
—
|
|
|
—
|
|
|
(31,013
|
)
|
|
—
|
|
|
(31,013
|
)
|
|||||
Exercise of employee stock options and related income tax benefits
|
709
|
|
|
24,124
|
|
|
—
|
|
|
—
|
|
|
24,833
|
|
|||||
Issuance of common stock for employee stock purchase plans
|
21
|
|
|
1,464
|
|
|
—
|
|
|
—
|
|
|
1,485
|
|
|||||
Purchases of common stock
|
(717
|
)
|
|
(56,676
|
)
|
|
—
|
|
|
—
|
|
|
(57,393
|
)
|
|||||
Issuance of common stock for long-term incentive program
|
223
|
|
|
15,650
|
|
|
—
|
|
|
—
|
|
|
15,873
|
|
|||||
Stock compensation
|
—
|
|
|
5,382
|
|
|
—
|
|
|
—
|
|
|
5,382
|
|
|||||
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
|
—
|
|
|
—
|
|
|
227,558
|
|
|
—
|
|
|
227,558
|
|
|||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
(23,165
|
)
|
|
(23,165
|
)
|
|||||
Dividends
|
—
|
|
|
—
|
|
|
(30,941
|
)
|
|
—
|
|
|
(30,941
|
)
|
|||||
Exercise of employee stock options and related income tax benefits
|
415
|
|
|
19,317
|
|
|
—
|
|
|
—
|
|
|
19,732
|
|
|||||
Issuance of common stock for employee stock purchase plans
|
33
|
|
|
2,743
|
|
|
—
|
|
|
—
|
|
|
2,776
|
|
|||||
Purchases of common stock
|
(67
|
)
|
|
(6,246
|
)
|
|
—
|
|
|
—
|
|
|
(6,313
|
)
|
|||||
Issuance of common stock for long-term incentive program
|
162
|
|
|
19,145
|
|
|
—
|
|
|
—
|
|
|
19,307
|
|
|||||
Stock compensation
|
—
|
|
|
6,626
|
|
|
—
|
|
|
—
|
|
|
6,626
|
|
|||||
Balance, December 29, 2019
|
$
|
111,140
|
|
|
$
|
90,357
|
|
|
$
|
2,811,973
|
|
|
$
|
(199,646
|
)
|
|
$
|
2,813,824
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
227,558
|
|
|
$
|
237,927
|
|
|
$
|
292,633
|
|
Loss (gain) from discontinued operations and dispositions, net of income taxes
|
195
|
|
|
(452
|
)
|
|
(135,743
|
)
|
|||
Income from continuing operations
|
227,753
|
|
|
237,475
|
|
|
156,890
|
|
|||
Adjustments to reconcile income from continuing operations to net cash provided by continuing operations:
|
|
|
|
|
|
||||||
Restructuring and other costs, net
|
29,428
|
|
|
11,144
|
|
|
12,657
|
|
|||
Depreciation and amortization
|
214,025
|
|
|
180,588
|
|
|
105,000
|
|
|||
Stock-based compensation
|
31,514
|
|
|
28,767
|
|
|
25,421
|
|
|||
Pension and other post-retirement expense (benefits)
|
26,107
|
|
|
11,915
|
|
|
(10,439
|
)
|
|||
Change in fair value of contingent consideration
|
3,881
|
|
|
14,639
|
|
|
2,162
|
|
|||
Deferred taxes
|
(61,353
|
)
|
|
(51,103
|
)
|
|
28,854
|
|
|||
Contingencies and non-cash tax matters
|
(424
|
)
|
|
(671
|
)
|
|
182
|
|
|||
Amortization of deferred debt issuance costs and accretion of discounts
|
3,846
|
|
|
3,341
|
|
|
2,592
|
|
|||
Loss (gain) on disposition of businesses and assets, net
|
2,469
|
|
|
(12,844
|
)
|
|
309
|
|
|||
Amortization of acquired inventory revaluation
|
21,590
|
|
|
19,272
|
|
|
6,188
|
|
|||
Gain on sale of investments, net
|
—
|
|
|
(557
|
)
|
|
—
|
|
|||
Change in fair value of financial securities
|
(3,249
|
)
|
|
—
|
|
|
—
|
|
|||
Debt extinguishment costs
|
32,541
|
|
|
—
|
|
|
—
|
|
|||
Changes in assets and liabilities which provided (used) cash, excluding effects from companies acquired:
|
|
|
|
|
|
||||||
Accounts receivable, net
|
(100,630
|
)
|
|
(94,512
|
)
|
|
(36,633
|
)
|
|||
Inventories
|
(9,607
|
)
|
|
(30,183
|
)
|
|
(17,923
|
)
|
|||
Accounts payable
|
7,351
|
|
|
8,900
|
|
|
34,331
|
|
|||
Accrued expenses and other
|
(61,773
|
)
|
|
(14,933
|
)
|
|
(17,436
|
)
|
|||
Net cash provided by operating activities of continuing operations
|
363,469
|
|
|
311,238
|
|
|
292,155
|
|
|||
Net cash used in operating activities of discontinued operations
|
—
|
|
|
(200
|
)
|
|
(3,702
|
)
|
|||
Net cash provided by operating activities
|
363,469
|
|
|
311,038
|
|
|
288,453
|
|
|||
Investing activities:
|
|
|
|
|
|
||||||
Capital expenditures
|
(76,331
|
)
|
|
(93,253
|
)
|
|
(39,089
|
)
|
|||
Settlement of cash flow hedges
|
—
|
|
|
—
|
|
|
36,541
|
|
|||
Purchases of investments
|
(6,387
|
)
|
|
(7,019
|
)
|
|
(10,783
|
)
|
|||
Purchases of licenses
|
(5,000
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from disposition of businesses
|
550
|
|
|
38,027
|
|
|
1,100
|
|
|||
Proceeds from surrender of life insurance policies
|
—
|
|
|
72
|
|
|
45
|
|
|||
Activity related to acquisitions, net of cash and cash equivalents acquired
|
(400,405
|
)
|
|
(97,686
|
)
|
|
(1,527,183
|
)
|
|||
Net cash used in investing activities of continuing operations
|
(487,573
|
)
|
|
(159,859
|
)
|
|
(1,539,369
|
)
|
|||
Net cash provided by investing activities of discontinued operations
|
—
|
|
|
—
|
|
|
272,779
|
|
|||
Net cash used in investing activities
|
(487,573
|
)
|
|
(159,859
|
)
|
|
(1,266,590
|
)
|
|||
Financing activities:
|
|
|
|
|
|
||||||
Payments on borrowings
|
(1,692,489
|
)
|
|
(1,264,000
|
)
|
|
(235,965
|
)
|
|||
Proceeds from borrowings
|
1,599,416
|
|
|
857,000
|
|
|
1,060,952
|
|
|||
Payments of senior debt
|
(530,276
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from sale of senior debt
|
847,195
|
|
|
369,340
|
|
|
—
|
|
|||
Payments of debt financing costs
|
(9,879
|
)
|
|
(2,634
|
)
|
|
—
|
|
|||
Net payments on other credit facilities
|
(14,975
|
)
|
|
(28,383
|
)
|
|
(2,831
|
)
|
|||
Settlement of cash flow hedges
|
(1,280
|
)
|
|
(34,132
|
)
|
|
(13,824
|
)
|
|||
Payments for acquisition-related contingent consideration
|
(29,942
|
)
|
|
(12,800
|
)
|
|
(8,940
|
)
|
|||
Proceeds from issuance of common stock under stock plans
|
19,732
|
|
|
24,833
|
|
|
18,004
|
|
|||
Purchases of common stock
|
(6,313
|
)
|
|
(57,445
|
)
|
|
(3,834
|
)
|
|||
Dividends paid
|
(31,059
|
)
|
|
(31,009
|
)
|
|
(30,793
|
)
|
|||
Net cash provided by (used in) financing activities of continuing operations
|
150,130
|
|
|
(179,230
|
)
|
|
782,769
|
|
|||
Net cash used in financing activities of discontinued operations
|
—
|
|
|
—
|
|
|
(533
|
)
|
|||
Net cash provided by (used in) financing activities
|
150,130
|
|
|
(179,230
|
)
|
|
782,236
|
|
|||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
(447
|
)
|
|
(8,004
|
)
|
|
21,703
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
25,579
|
|
|
(36,055
|
)
|
|
(174,198
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of year
|
166,315
|
|
|
202,370
|
|
|
376,568
|
|
|||
Cash, cash equivalents and restricted cash at end of year
|
$
|
191,894
|
|
|
$
|
166,315
|
|
|
$
|
202,370
|
|
|
|
|
|
|
|
||||||
Supplemental disclosures of cash flow information
|
|
|
|
|
|
||||||
Reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total shown in the consolidated statements of cash flows:
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
191,877
|
|
|
163,111
|
|
|
202,134
|
|
|||
Restricted cash included in other current assets
|
17
|
|
|
3,204
|
|
|
236
|
|
|||
Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows
|
$
|
191,894
|
|
|
$
|
166,315
|
|
|
$
|
202,370
|
|
|
|
|
|
|
|
||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest
|
$
|
82,693
|
|
|
$
|
56,451
|
|
|
$
|
35,780
|
|
Income taxes
|
$
|
77,059
|
|
|
$
|
59,844
|
|
|
$
|
77,607
|
|
|
|
|
|
|
|
Note 1:
|
Nature of Operations and Accounting Policies
|
Products and services
|
Nature, timing of satisfaction of performance obligations, and significant payment terms
|
|
|
Instruments
|
For instruments that include installation, and if the installation meets the criteria to be considered a separate performance obligation, product revenue is generally recognized upon delivery or when title has transferred to the customer, which is generally the point in time where control of the products has been transferred to customers, and installation revenue is recognized when the installation is complete. Certain of the Company's products require specialized installation and configuration at the customer's site. Revenue for these products is deferred until installation is complete and customer acceptance has been received. Payment terms and conditions vary, although terms generally include a requirement of payment within 30 to 60 days.
|
Consumables and reagents
|
The Company recognizes revenue from the sale of consumables and reagents upon delivery or when title has transferred to the customer, which is generally the point in time where control of the products has been transferred to customers. Payment terms and conditions vary, although terms generally include a requirement of payment within 30 days.
|
Software licenses and subscriptions
|
Customers may purchase perpetual or term licenses, or subscribe to licenses, which provide customers with the same functionality and differ mainly in the duration over which the customer benefits from the software.
The Company sells its software subscriptions or software licenses with maintenance services and, in some cases, with consulting services. The Company recognizes revenue for the software upfront at the point in time when the software is made available to the customer. For maintenance and consulting services, revenue is recognized ratably over the period in which the services are provided. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days. Subscription contracts are typically billed annually on the anniversary date of the contract. Software subscriptions and maintenance service contracts are non-cancelable.
|
Cloud services
|
Cloud services, which allow customers to use hosted software over the contract period without taking possession of the software, are provided on either a subscription or consumption basis. Revenue related to cloud services provided on a subscription basis is recognized ratably over the contract period. Revenue related to cloud services provided on a consumption basis, such as the amount of storage used in a period, is recognized based on the customer utilization of such resources. Payment terms are generally net 30 days from signing of contract and contracts are non-cancelable.
|
Extended warranty
|
The Company recognizes revenue for extended warranties on a straight-line basis over the extended warranty period in service revenue. In the majority of countries in which the Company operates, the customary warranty period is one year and the extended warranty covers periods beyond year one. Customers typically pay for extended warranties on an annual basis over the term of the warranty. In general, customers can cancel the extended warranty at any time with 30 days notice without significant penalty.
|
Laboratory services and training
|
The Company's service offerings include service contracts, field service, including related time and materials, and training. The Company recognizes revenue as the services are performed. Revenue for the service contracts is recognized over the contract period or at a point in time when the service is billable based on time and materials. The Company recognizes revenue as training is provided in service revenue. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days. In general, customers can cancel the service contracts at any time with 30 to 90 days notice without significant penalty.
|
Products and services
|
Nature, timing of satisfaction of performance obligations, and significant payment terms
|
|
|
Instruments
|
For instruments that include installation, and if the installation meets the criteria to be considered a separate performance obligation, product revenue is generally recognized upon delivery or when title has transferred to the customer, which is generally the point in time where control of the products has been transferred to customers, and installation revenue is recognized when the installation is complete. Certain of the Company's products require specialized installation and configuration at the customer's site. Revenue for these products is deferred until installation is complete and customer acceptance has been received. Payment terms and conditions vary, although terms generally include a requirement of payment within 30 to 60 days.
|
Consumables and reagents
|
The Company recognizes revenue from the sale of consumables and reagents upon delivery or when title has transferred to the customer, which is generally the point in time where control of the products has been transferred to customers. Payment terms and conditions vary, although terms generally include a requirement of payment within 30 days.
|
Solutions
|
When the Company sells the instrument and reagents that work only on those instruments to a customer or distributor, the Company considers the instrument and reagents as separate performance obligations. The Company recognizes revenue when an instrument is sold to the customer upon delivery or when title has transferred to the customer, which is generally the point in time where control of the products has been transferred to customers. Revenue from the sale of reagents is also recognized at the time of delivery or when title has transferred to the customer. Payment terms for instrument and reagent sales are usually net 30 days from invoice date.
When the Company places the instrument at the customer's site and sells the reagents to a customer, the instrument and reagents are accounted for together as one performance obligation. The Company does not charge a fee for the use of the instrument and retains ownership of the placed instrument. The Company has a right to remove the instrument and replace it with another instrument at the customer's site at any time throughout the contract term. The Company recognizes revenue upon delivery of reagents, which is the point in time where the Company has performed its obligation to provide a screening solution to the customer. Payment terms are usually net 30 days from invoice date. Payment terms for certain contracts are based on equal installments over the duration of the contract.
|
Extended warranty
|
The Company recognizes revenue for extended warranties on a straight-line basis over the extended warranty period in service revenue. In the majority of countries in which the Company operates, the customary warranty period is one year and the extended warranty covers periods beyond year one. Customers typically pay for extended warranties on an annual basis over the term of the warranty. In general, customers can cancel the extended warranty at any time with 30 days notice without significant penalty.
|
Services
|
The Company's service offerings include cord blood processing and storage, and training. The Company recognizes revenue for the cord blood processing and training as the services are performed in service revenue. Revenue for the storage contracts are recognized over the contract period. Storage is typically for a period of 1, 20, or 25 years or lifetime. Lifetime storage is recognized over a certain period that is based on the life expectancy estimate from Social Security data. For cord blood processing, customers pay the processing fee in full at the point of sale. The processing fee is non-refundable unless the cord blood is non-viable for storage. For storage, customers are required to pay the storage fees in full upfront. Storage fees are refundable to the customer on a pro-rated basis if the contract is canceled.
|
|
Reportable Segments
|
||||||||||||||||||||||
|
For the fiscal year ended
|
||||||||||||||||||||||
|
December 29, 2019
|
|
December 30, 2018
|
||||||||||||||||||||
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Total
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Total
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Primary geographical markets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Americas
|
$
|
717,205
|
|
|
$
|
401,591
|
|
|
$
|
1,118,796
|
|
|
$
|
680,117
|
|
|
$
|
385,005
|
|
|
$
|
1,065,122
|
|
Europe
|
495,768
|
|
|
291,610
|
|
|
787,378
|
|
|
494,707
|
|
|
283,385
|
|
|
778,092
|
|
||||||
Asia
|
533,188
|
|
|
444,311
|
|
|
977,499
|
|
|
518,387
|
|
|
416,395
|
|
|
934,782
|
|
||||||
|
$
|
1,746,161
|
|
|
$
|
1,137,512
|
|
|
$
|
2,883,673
|
|
|
$
|
1,693,211
|
|
|
$
|
1,084,785
|
|
|
$
|
2,777,996
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Primary end-markets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Diagnostics
|
$
|
—
|
|
|
$
|
1,137,512
|
|
|
$
|
1,137,512
|
|
|
$
|
—
|
|
|
$
|
1,084,785
|
|
|
$
|
1,084,785
|
|
Life sciences
|
977,200
|
|
|
—
|
|
|
977,200
|
|
|
934,690
|
|
|
—
|
|
|
934,690
|
|
||||||
Applied markets
|
768,961
|
|
|
—
|
|
|
768,961
|
|
|
758,521
|
|
|
—
|
|
|
758,521
|
|
||||||
|
$
|
1,746,161
|
|
|
$
|
1,137,512
|
|
|
$
|
2,883,673
|
|
|
$
|
1,693,211
|
|
|
$
|
1,084,785
|
|
|
$
|
2,777,996
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Timing of revenue recognition
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Products and services transferred at a point in time
|
$
|
1,276,499
|
|
|
$
|
1,053,974
|
|
|
$
|
2,330,473
|
|
|
$
|
1,210,745
|
|
|
$
|
1,002,213
|
|
|
$
|
2,212,958
|
|
Services transferred over time
|
469,662
|
|
|
83,538
|
|
|
553,200
|
|
|
482,466
|
|
|
82,572
|
|
|
565,038
|
|
||||||
|
$
|
1,746,161
|
|
|
$
|
1,137,512
|
|
|
$
|
2,883,673
|
|
|
$
|
1,693,211
|
|
|
$
|
1,084,785
|
|
|
$
|
2,777,996
|
|
|
Cisbio
|
|
Meizheng
|
|
Other
|
||||||
|
(In thousands)
|
||||||||||
Fair value of business combination:
|
|
|
|
|
|
||||||
Cash payments
|
$
|
219,795
|
|
|
$
|
145,000
|
|
|
$
|
45,042
|
|
Other liability
|
—
|
|
|
6,446
|
|
|
638
|
|
|||
Contingent consideration
|
—
|
|
|
12,100
|
|
|
634
|
|
|||
Working capital and other adjustments
|
138
|
|
|
2,961
|
|
|
302
|
|
|||
Less: cash acquired
|
(12,542
|
)
|
|
(2,108
|
)
|
|
(1,334
|
)
|
|||
Total
|
$
|
207,391
|
|
|
$
|
164,399
|
|
|
$
|
45,282
|
|
Identifiable assets acquired and liabilities assumed:
|
|
|
|
|
|
||||||
Current assets
|
$
|
43,554
|
|
|
$
|
15,160
|
|
|
$
|
4,042
|
|
Property, plant and equipment
|
4,835
|
|
|
6,278
|
|
|
727
|
|
|||
Other assets
|
100
|
|
|
32
|
|
|
481
|
|
|||
Identifiable intangible assets:
|
|
|
|
|
|
||||||
Core technology
|
90,000
|
|
|
36,500
|
|
|
27,667
|
|
|||
Trade names
|
5,000
|
|
|
4,900
|
|
|
1,310
|
|
|||
Customer relationships
|
39,000
|
|
|
53,000
|
|
|
6,700
|
|
|||
Goodwill
|
72,341
|
|
|
81,457
|
|
|
17,006
|
|
|||
Deferred taxes
|
(34,886
|
)
|
|
(21,231
|
)
|
|
(6,658
|
)
|
|||
Debt assumed
|
—
|
|
|
(706
|
)
|
|
(2,698
|
)
|
|||
Liabilities assumed
|
(12,553
|
)
|
|
(10,991
|
)
|
|
(3,295
|
)
|
|||
Total
|
$
|
207,391
|
|
|
$
|
164,399
|
|
|
$
|
45,282
|
|
|
EUROIMMUN
|
|
Other
|
||||
|
(In thousands)
|
||||||
Fair value of business combination:
|
|
|
|
||||
Cash payments
|
$
|
1,413,113
|
|
|
$
|
140,861
|
|
Other liability
|
—
|
|
|
1,273
|
|
||
Working capital and other adjustments
|
—
|
|
|
(93
|
)
|
||
Less: cash acquired
|
(25,018
|
)
|
|
(2,439
|
)
|
||
Total
|
$
|
1,388,095
|
|
|
$
|
139,602
|
|
Identifiable assets acquired and liabilities assumed:
|
|
|
|
||||
Current assets
|
$
|
121,174
|
|
|
$
|
16,268
|
|
Property, plant and equipment
|
109,859
|
|
|
11,356
|
|
||
Other assets
|
71,621
|
|
|
1,691
|
|
||
Identifiable intangible assets:
|
|
|
|
||||
Core technology
|
160,000
|
|
|
12,400
|
|
||
Trade names
|
36,000
|
|
|
3,000
|
|
||
Customer relationships
|
710,000
|
|
|
43,700
|
|
||
In-process research and development ("IPR&D")
|
1,400
|
|
|
—
|
|
||
Goodwill
|
591,304
|
|
|
75,250
|
|
||
Deferred taxes
|
(251,886
|
)
|
|
(15,735
|
)
|
||
Liabilities assumed
|
(100,020
|
)
|
|
(8,328
|
)
|
||
Debt assumed
|
(61,357
|
)
|
|
—
|
|
||
Total
|
$
|
1,388,095
|
|
|
$
|
139,602
|
|
Note 4:
|
Disposition of Businesses and Assets
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
(Loss) gain on disposition of the Medical Imaging business
|
$
|
—
|
|
|
$
|
(793
|
)
|
|
$
|
179,615
|
|
Loss on disposition of Fluid Sciences business
|
—
|
|
|
(66
|
)
|
|
—
|
|
|||
(Loss) gain on disposition of discontinued operations before income taxes
|
$
|
—
|
|
|
$
|
(859
|
)
|
|
$
|
179,615
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
44,343
|
|
Cost of revenue
|
—
|
|
|
—
|
|
|
32,933
|
|
|||
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
5,869
|
|
|||
Research and development expenses
|
—
|
|
|
—
|
|
|
4,891
|
|
|||
Restructuring and other costs, net
|
—
|
|
|
—
|
|
|
—
|
|
|||
Income from discontinued operations before income taxes
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
650
|
|
|
Workforce Reductions
|
|
Closure of Excess Facility
|
|
Total
|
|
(Expected) Date Payments Substantially Completed by
|
||||||||||||||||||
|
Headcount Reduction
|
|
Diagnostics
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Discovery & Analytical Solutions
|
|
|
Severance
|
|
Excess Facility
|
|||||||||||
|
(In thousands, except headcount data)
|
|
|
|
|
||||||||||||||||||||
Q4 2019 Plan
|
22
|
|
$
|
2,404
|
|
|
$
|
177
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,581
|
|
|
Q3 FY2020
|
|
—
|
Q3 2019 Plan
|
259
|
|
2,641
|
|
|
11,156
|
|
|
—
|
|
|
—
|
|
|
13,797
|
|
|
Q2 FY2020
|
|
—
|
|||||
Q2 2019 Plan
|
44
|
|
1,129
|
|
|
4,461
|
|
|
—
|
|
|
—
|
|
|
5,590
|
|
|
Q1 FY2020
|
|
—
|
|||||
Q1 2019 Plan
|
105
|
|
1,459
|
|
|
6,001
|
|
|
—
|
|
|
—
|
|
|
7,460
|
|
|
Q4 FY2019
|
|
—
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Q4 2018 Plan
|
1
|
|
—
|
|
|
348
|
|
|
—
|
|
|
—
|
|
|
348
|
|
|
Q1 FY2019
|
|
—
|
|||||
Q3 2018 Plan
|
61
|
|
618
|
|
|
1,146
|
|
|
—
|
|
|
—
|
|
|
1,764
|
|
|
Q4 FY2019
|
|
—
|
|||||
Q1 2018 Plan
|
47
|
|
902
|
|
|
5,096
|
|
|
—
|
|
|
—
|
|
|
5,998
|
|
|
Q4 FY2019
|
|
—
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Q4 2017 Plan
|
29
|
|
255
|
|
|
1,680
|
|
|
—
|
|
|
—
|
|
|
1,935
|
|
|
Q1 FY2019
|
|
—
|
|||||
Q3 2017 Plan
|
27
|
|
1,021
|
|
|
1,321
|
|
|
—
|
|
|
—
|
|
|
2,342
|
|
|
Q4 FY2018
|
|
—
|
|||||
Q1 2017 Plan
|
90
|
|
1,631
|
|
|
5,000
|
|
|
33
|
|
|
33
|
|
|
6,697
|
|
|
Q2 FY2018
|
|
Q2 FY2018
|
|
|
Balance at January 1, 2017
|
|
2017 Charges and Changes in Estimates, Net
|
|
2017 Amounts Paid
|
|
Balance at December 31, 2017
|
|
2018 Charges and Changes in Estimates, Net
|
|
2018 Amounts Paid
|
|
Balance at December 30, 2018
|
|
2019 Charges and Changes in Estimates, Net
|
|
2019 Amounts Paid
|
|
Balance at December 29, 2019
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Severance:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Q4 2019 Plan
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,581
|
|
|
$
|
(1,692
|
)
|
|
$
|
889
|
|
Q3 2019 Plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,797
|
|
|
(7,486
|
)
|
|
6,311
|
|
||||||||||
Q2 2019 Plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,590
|
|
|
(3,701
|
)
|
|
1,889
|
|
||||||||||
Q1 2019 Plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,483
|
|
|
(5,354
|
)
|
|
2,129
|
|
||||||||||
Q4 2018 Plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
348
|
|
|
—
|
|
|
348
|
|
|
3
|
|
|
(351
|
)
|
|
—
|
|
||||||||||
Q3 2018 Plan(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,054
|
|
|
(639
|
)
|
|
1,415
|
|
|
(77
|
)
|
|
(1,314
|
)
|
|
24
|
|
||||||||||
Q1 2018 Plan(2)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,998
|
|
|
(4,389
|
)
|
|
1,609
|
|
|
(1,069
|
)
|
|
(282
|
)
|
|
258
|
|
||||||||||
Q4 2017 Plan
|
|
—
|
|
|
1,935
|
|
|
(16
|
)
|
|
1,919
|
|
|
(381
|
)
|
|
(1,538
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Q3 2017 Plan
|
|
—
|
|
|
2,342
|
|
|
(270
|
)
|
|
2,072
|
|
|
(1,204
|
)
|
|
(868
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Q1 2017 Plan(3)
|
|
—
|
|
|
6,631
|
|
|
(4,133
|
)
|
|
2,498
|
|
|
(983
|
)
|
|
(1,232
|
)
|
|
283
|
|
|
(276
|
)
|
|
(7
|
)
|
|
—
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Facility:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Q1 2017 Plan
|
|
—
|
|
|
66
|
|
|
(33
|
)
|
|
33
|
|
|
—
|
|
|
(33
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Previous Plans(4)
|
|
10,424
|
|
|
(1,568
|
)
|
|
(4,457
|
)
|
|
4,399
|
|
|
570
|
|
|
(2,581
|
)
|
|
2,388
|
|
|
117
|
|
|
(1,140
|
)
|
|
1,365
|
|
||||||||||
Restructuring
|
|
10,424
|
|
|
9,406
|
|
|
(8,909
|
)
|
|
10,921
|
|
|
6,402
|
|
|
(11,280
|
)
|
|
6,043
|
|
|
28,149
|
|
|
(21,327
|
)
|
|
12,865
|
|
||||||||||
Contract Termination
|
|
117
|
|
|
3,251
|
|
|
(320
|
)
|
|
3,048
|
|
|
4,742
|
|
|
(7,653
|
)
|
|
137
|
|
|
452
|
|
|
(401
|
)
|
|
188
|
|
||||||||||
Other Costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
827
|
|
|
—
|
|
|
827
|
|
||||||||||
Total Restructuring and Other Liabilities
|
|
$
|
10,541
|
|
|
$
|
12,657
|
|
|
$
|
(9,229
|
)
|
|
$
|
13,969
|
|
|
$
|
11,144
|
|
|
$
|
(18,933
|
)
|
|
$
|
6,180
|
|
|
$
|
29,428
|
|
|
$
|
(21,728
|
)
|
|
$
|
13,880
|
|
(1)
|
During fiscal year 2019, the Company recognized pre-tax restructuring reversals of $0.4 million in the Diagnostics segment related to lower than expected costs associated with workforce reductions and an additional expense of $0.3 million in the Discovery & Analytical Solutions segment for the Q3 2018 Plan.
|
(2)
|
During fiscal year 2019, the Company recognized pre-tax restructuring reversals of $1.1 million in the Discovery & Analytical Solutions segment related to lower than expected costs associated with workforce reductions for the Q1 2018 Plan.
|
(3)
|
During fiscal year 2019, the Company recognized pre-tax restructuring reversals of $0.3 million in the Discovery & Analytical Solutions segment related to lower than expected costs associated with workforce reductions for the Q1 2017 Plan.
|
(4)
|
During fiscal year 2019, the Company recognized pre-tax restructuring expense of $0.1 million in the Discovery & Analytical Solutions segment related to higher than expected costs associated with workforce reductions for the Previous Plans.
|
Note 6:
|
Interest and Other Expense, Net
|
|
December 29,
2019 |
|
December 30,
2018 |
|
January 1,
2017 |
||||||
|
|
|
|
||||||||
Interest income
|
$
|
(1,495
|
)
|
|
$
|
(1,141
|
)
|
|
$
|
(2,571
|
)
|
Interest expense
|
63,627
|
|
|
66,976
|
|
|
43,940
|
|
|||
Loss (gain) on disposition of businesses and assets, net (see Note 4)
|
2,469
|
|
|
(12,844
|
)
|
|
309
|
|
|||
Debt extinguishment costs (see Note 14)
|
32,541
|
|
|
—
|
|
|
—
|
|
|||
Other expense (income), net
|
27,689
|
|
|
13,210
|
|
|
(42,781
|
)
|
|||
Total interest and other expense, net
|
$
|
124,831
|
|
|
$
|
66,201
|
|
|
$
|
(1,103
|
)
|
Note 7:
|
Income Taxes
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
|
|
(In thousands)
|
||||||||
Unrecognized tax benefits, beginning of year
|
$
|
33,009
|
|
|
$
|
30,308
|
|
|
$
|
29,607
|
|
Gross increases—tax positions in prior periods
|
4,433
|
|
|
6,931
|
|
|
749
|
|
|||
Gross decreases—tax positions in prior periods
|
(2,183
|
)
|
|
(1,622
|
)
|
|
(828
|
)
|
|||
Gross increases—current-period tax positions
|
152
|
|
|
—
|
|
|
2,346
|
|
|||
Settlements
|
(45
|
)
|
|
(2,253
|
)
|
|
(324
|
)
|
|||
Lapse of statute of limitations
|
—
|
|
|
(181
|
)
|
|
(1,371
|
)
|
|||
Foreign currency translation adjustments
|
181
|
|
|
(174
|
)
|
|
129
|
|
|||
Unrecognized tax benefits, end of year
|
$
|
35,547
|
|
|
$
|
33,009
|
|
|
$
|
30,308
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
|
|
(In thousands)
|
||||||||
U.S.
|
$
|
29,252
|
|
|
$
|
32,627
|
|
|
$
|
3,743
|
|
Non-U.S.
|
207,890
|
|
|
225,056
|
|
|
292,975
|
|
|||
Total
|
$
|
237,142
|
|
|
$
|
257,683
|
|
|
$
|
296,718
|
|
|
Current Expense
|
|
Deferred Expense
(Benefit)
|
|
Total
|
||||||
|
(In thousands)
|
||||||||||
Fiscal year ended December 29, 2019
|
|
|
|
|
|
||||||
Federal
|
$
|
3,735
|
|
|
$
|
(267
|
)
|
|
$
|
3,468
|
|
State
|
4,425
|
|
|
(1,574
|
)
|
|
2,851
|
|
|||
Non-U.S.
|
62,582
|
|
|
(59,512
|
)
|
|
3,070
|
|
|||
Total
|
$
|
70,742
|
|
|
$
|
(61,353
|
)
|
|
$
|
9,389
|
|
Fiscal year ended December 30, 2018
|
|
|
|
|
|
||||||
Federal
|
$
|
7,938
|
|
|
$
|
(5,250
|
)
|
|
$
|
2,688
|
|
State
|
2,345
|
|
|
2,572
|
|
|
4,917
|
|
|||
Non-U.S.
|
61,028
|
|
|
(48,425
|
)
|
|
12,603
|
|
|||
Total
|
$
|
71,311
|
|
|
$
|
(51,103
|
)
|
|
$
|
20,208
|
|
Fiscal year ended December 31, 2017
|
|
|
|
|
|
||||||
Federal
|
$
|
62,003
|
|
|
$
|
35,435
|
|
|
$
|
97,438
|
|
State
|
3,332
|
|
|
(792
|
)
|
|
2,540
|
|
|||
Non-U.S.
|
45,639
|
|
|
(5,789
|
)
|
|
39,850
|
|
|||
Total
|
$
|
110,974
|
|
|
$
|
28,854
|
|
|
$
|
139,828
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Continuing operations
|
$
|
9,389
|
|
|
$
|
20,208
|
|
|
$
|
139,828
|
|
Discontinued operations
|
195
|
|
|
(1,311
|
)
|
|
44,522
|
|
|||
Total
|
$
|
9,584
|
|
|
$
|
18,897
|
|
|
$
|
184,350
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
|
|
(In thousands)
|
||||||||
Tax at statutory rate
|
$
|
49,799
|
|
|
$
|
54,114
|
|
|
$
|
103,851
|
|
Non-U.S. rate differential, net
|
(32,124
|
)
|
|
(27,281
|
)
|
|
(65,836
|
)
|
|||
U.S. taxation of multinational operations
|
4,251
|
|
|
7,047
|
|
|
5,408
|
|
|||
State income taxes, net
|
1,941
|
|
|
2,028
|
|
|
1,810
|
|
|||
Prior year tax matters
|
(5,103
|
)
|
|
1,124
|
|
|
(2,888
|
)
|
|||
Effect of stock compensation
|
(2,053
|
)
|
|
(6,331
|
)
|
|
(5,067
|
)
|
|||
General business tax credits
|
(4,325
|
)
|
|
(3,738
|
)
|
|
(8,249
|
)
|
|||
Change in valuation allowance
|
(1,117
|
)
|
|
(759
|
)
|
|
1,951
|
|
|||
Tax elections
|
(3,700
|
)
|
|
—
|
|
|
—
|
|
|||
Impact of U.S. Tax Act
|
2,718
|
|
|
(2,025
|
)
|
|
106,538
|
|
|||
Others, net
|
(898
|
)
|
|
(3,971
|
)
|
|
2,310
|
|
|||
Total
|
$
|
9,389
|
|
|
$
|
20,208
|
|
|
$
|
139,828
|
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Deferred tax assets:
|
|
|
|
||||
Inventory
|
$
|
4,662
|
|
|
$
|
—
|
|
Reserves and accruals
|
46,817
|
|
|
39,487
|
|
||
Accrued compensation
|
18,953
|
|
|
21,709
|
|
||
Net operating loss and credit carryforwards
|
116,751
|
|
|
144,421
|
|
||
Accrued pension
|
35,890
|
|
|
31,146
|
|
||
Restructuring reserve
|
2,983
|
|
|
1,780
|
|
||
Deferred revenue
|
30,412
|
|
|
31,045
|
|
||
Operating lease liabilities
|
46,477
|
|
|
—
|
|
||
Total deferred tax assets
|
302,945
|
|
|
269,588
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Inventory
|
—
|
|
|
(278
|
)
|
||
Postretirement health benefits
|
(4,106
|
)
|
|
(3,406
|
)
|
||
Depreciation and amortization
|
(330,768
|
)
|
|
(309,958
|
)
|
||
Operating lease right-of-use assets
|
(42,774
|
)
|
|
—
|
|
||
All other, net
|
(1,780
|
)
|
|
(1,879
|
)
|
||
Total deferred tax liabilities
|
(379,428
|
)
|
|
(315,521
|
)
|
||
Valuation allowance
|
(88,449
|
)
|
|
(102,087
|
)
|
||
Net deferred tax liabilities
|
$
|
(164,932
|
)
|
|
$
|
(148,020
|
)
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Other assets, net
|
$
|
60,004
|
|
|
$
|
79,312
|
|
Long-term liabilities
|
(224,936
|
)
|
|
(227,332
|
)
|
||
Total
|
$
|
(164,932
|
)
|
|
$
|
(148,020
|
)
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
U.S.
|
$
|
43,683
|
|
|
$
|
52,469
|
|
Non-U.S.
|
(208,615
|
)
|
|
(200,489
|
)
|
||
Total
|
$
|
(164,932
|
)
|
|
$
|
(148,020
|
)
|
Note 8:
|
Earnings Per Share
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
|||
|
(In thousands)
|
|||||||
Number of common shares—basic
|
110,827
|
|
|
110,561
|
|
|
109,857
|
|
Effect of dilutive securities:
|
|
|
|
|
|
|||
Stock options
|
541
|
|
|
761
|
|
|
708
|
|
Restricted stock awards
|
133
|
|
|
212
|
|
|
294
|
|
Number of common shares—diluted
|
111,501
|
|
|
111,534
|
|
|
110,859
|
|
Number of potentially dilutive securities excluded from calculation due to antidilutive impact
|
364
|
|
|
349
|
|
|
287
|
|
Note 9:
|
Accounts Receivable, Net
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Accounts receivable, net, current
|
$
|
725,184
|
|
|
$
|
632,669
|
|
Long-term accounts receivable, net, included in Other assets
|
19,677
|
|
|
—
|
|
||
Total accounts receivable, net
|
$
|
744,861
|
|
|
$
|
632,669
|
|
Note 10:
|
Inventories
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Raw materials
|
$
|
130,673
|
|
|
$
|
119,115
|
|
Work in progress
|
26,409
|
|
|
18,110
|
|
||
Finished goods
|
199,855
|
|
|
201,122
|
|
||
Total inventories
|
$
|
356,937
|
|
|
$
|
338,347
|
|
Note 11:
|
Property, Plant and Equipment, Net
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
At cost:
|
|
|
|
||||
Land
|
$
|
5,272
|
|
|
$
|
5,482
|
|
Building and leasehold improvements
|
250,639
|
|
|
272,277
|
|
||
Machinery and equipment
|
445,669
|
|
|
402,424
|
|
||
Total property, plant and equipment
|
701,580
|
|
|
680,183
|
|
||
Accumulated depreciation
|
(383,357
|
)
|
|
(361,593
|
)
|
||
Total property, plant and equipment, net
|
$
|
318,223
|
|
|
$
|
318,590
|
|
Note 12:
|
Marketable Securities and Investments
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Marketable securities
|
$
|
2,906
|
|
|
$
|
2,447
|
|
Equity investments
|
29,228
|
|
|
16,783
|
|
||
|
$
|
32,134
|
|
|
$
|
19,230
|
|
|
Market Value
|
|
Gross Unrealized Holding
|
||||||||||||
|
Cost
|
|
Gains
|
|
(Losses)
|
||||||||||
|
|
(In thousands)
|
|
|
|||||||||||
December 29, 2019
|
|
|
|
|
|
|
|
||||||||
Equity securities
|
$
|
752
|
|
|
$
|
1,109
|
|
|
$
|
—
|
|
|
$
|
(357
|
)
|
Fixed-income securities
|
7
|
|
|
7
|
|
|
—
|
|
|
—
|
|
||||
Other
|
2,147
|
|
|
2,210
|
|
|
—
|
|
|
(63
|
)
|
||||
|
$
|
2,906
|
|
|
$
|
3,326
|
|
|
$
|
—
|
|
|
$
|
(420
|
)
|
December 30, 2018
|
|
|
|
|
|
|
|
||||||||
Equity securities
|
$
|
671
|
|
|
$
|
1,037
|
|
|
$
|
—
|
|
|
$
|
(366
|
)
|
Fixed-income securities
|
22
|
|
|
22
|
|
|
—
|
|
|
—
|
|
||||
Other
|
1,754
|
|
|
1,817
|
|
|
—
|
|
|
(63
|
)
|
||||
|
$
|
2,447
|
|
|
$
|
2,876
|
|
|
$
|
—
|
|
|
$
|
(429
|
)
|
Note 13:
|
Goodwill and Intangible Assets, Net
|
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Consolidated
|
||||||
|
|
|||||||||||
Balance at December 31, 2017
|
|
$
|
1,344,235
|
|
|
$
|
1,657,963
|
|
|
$
|
3,002,198
|
|
Foreign currency translation
|
|
(32,189
|
)
|
|
(35,289
|
)
|
|
(67,478
|
)
|
|||
Acquisitions, earnouts and other
|
|
22,946
|
|
|
(5,058
|
)
|
|
17,888
|
|
|||
Balance at December 30, 2018
|
|
1,334,992
|
|
|
1,617,616
|
|
|
2,952,608
|
|
|||
Foreign currency translation
|
|
(8,559
|
)
|
|
(9,725
|
)
|
|
(18,284
|
)
|
|||
Acquisitions, earnouts and other
|
|
172,387
|
|
|
4,516
|
|
|
176,903
|
|
|||
Balance at December 29, 2019
|
|
$
|
1,498,820
|
|
|
$
|
1,612,407
|
|
|
$
|
3,111,227
|
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Consolidated
|
||||||
|
|
||||||||||
Patents
|
$
|
28,122
|
|
|
$
|
2,709
|
|
|
$
|
30,831
|
|
Less: Accumulated amortization
|
(27,142
|
)
|
|
(281
|
)
|
|
(27,423
|
)
|
|||
Net patents
|
980
|
|
|
2,428
|
|
|
3,408
|
|
|||
Trade names and trademarks
|
39,859
|
|
|
48,138
|
|
|
87,997
|
|
|||
Less: Accumulated amortization
|
(23,632
|
)
|
|
(16,663
|
)
|
|
(40,295
|
)
|
|||
Net trade names and trademarks
|
16,227
|
|
|
31,475
|
|
|
47,702
|
|
|||
Licenses
|
50,393
|
|
|
8,103
|
|
|
58,496
|
|
|||
Less: Accumulated amortization
|
(47,607
|
)
|
|
(2,126
|
)
|
|
(49,733
|
)
|
|||
Net licenses
|
2,786
|
|
|
5,977
|
|
|
8,763
|
|
|||
Core technology
|
390,116
|
|
|
298,973
|
|
|
689,089
|
|
|||
Less: Accumulated amortization
|
(205,263
|
)
|
|
(115,663
|
)
|
|
(320,926
|
)
|
|||
Net core technology
|
184,853
|
|
|
183,310
|
|
|
368,163
|
|
|||
Customer relationships
|
313,898
|
|
|
847,628
|
|
|
1,161,526
|
|
|||
Less: Accumulated amortization
|
(156,967
|
)
|
|
(221,221
|
)
|
|
(378,188
|
)
|
|||
Net customer relationships
|
156,931
|
|
|
626,407
|
|
|
783,338
|
|
|||
IPR&D
|
—
|
|
|
1,328
|
|
|
1,328
|
|
|||
Net amortizable intangible assets
|
361,777
|
|
|
850,925
|
|
|
1,212,702
|
|
|||
Non-amortizing intangible asset:
|
|
|
|
|
|
||||||
Trade name
|
70,584
|
|
|
—
|
|
|
70,584
|
|
|||
Total
|
$
|
432,361
|
|
|
$
|
850,925
|
|
|
$
|
1,283,286
|
|
|
Discovery & Analytical Solutions
|
|
Diagnostics
|
|
Consolidated
|
||||||
|
|
||||||||||
Patents
|
$
|
28,030
|
|
|
$
|
14,616
|
|
|
$
|
42,646
|
|
Less: Accumulated amortization
|
(25,978
|
)
|
|
(11,775
|
)
|
|
(37,753
|
)
|
|||
Net patents
|
2,052
|
|
|
2,841
|
|
|
4,893
|
|
|||
Trade names and trademarks
|
29,811
|
|
|
48,335
|
|
|
78,146
|
|
|||
Less: Accumulated amortization
|
(21,728
|
)
|
|
(12,073
|
)
|
|
(33,801
|
)
|
|||
Net trade names and trademarks
|
8,083
|
|
|
36,262
|
|
|
44,345
|
|
|||
Licenses
|
50,178
|
|
|
3,127
|
|
|
53,305
|
|
|||
Less: Accumulated amortization
|
(44,376
|
)
|
|
(1,174
|
)
|
|
(45,550
|
)
|
|||
Net licenses
|
5,802
|
|
|
1,953
|
|
|
7,755
|
|
|||
Core technology
|
240,734
|
|
|
300,177
|
|
|
540,911
|
|
|||
Less: Accumulated amortization
|
(189,033
|
)
|
|
(76,711
|
)
|
|
(265,744
|
)
|
|||
Net core technology
|
51,701
|
|
|
223,466
|
|
|
275,167
|
|
|||
Customer relationships
|
222,892
|
|
|
866,635
|
|
|
1,089,527
|
|
|||
Less: Accumulated amortization
|
(128,142
|
)
|
|
(165,822
|
)
|
|
(293,964
|
)
|
|||
Net customer relationships
|
94,750
|
|
|
700,813
|
|
|
795,563
|
|
|||
IPR&D
|
—
|
|
|
1,360
|
|
|
1,360
|
|
|||
Net amortizable intangible assets
|
162,388
|
|
|
966,695
|
|
|
1,129,083
|
|
|||
Non-amortizing intangible asset:
|
|
|
|
|
|
||||||
Trade name
|
70,584
|
|
|
—
|
|
|
70,584
|
|
|||
Total
|
$
|
232,972
|
|
|
$
|
966,695
|
|
|
$
|
1,199,667
|
|
Note 14:
|
Debt
|
|
Sr. Unsecured
Revolving
Credit Facility
Maturing 2024
|
|
April 2021 Notes
|
|
2026 Notes
|
|
2029 Notes
|
|
Other Debt Facilities
|
|
Total
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
2020
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,974
|
|
|
$
|
9,974
|
|
2021
|
—
|
|
|
335,370
|
|
|
—
|
|
|
—
|
|
|
7,910
|
|
|
343,280
|
|
||||||
2022
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,759
|
|
|
3,759
|
|
||||||
2023
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,278
|
|
|
2,278
|
|
||||||
2024
|
325,377
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,287
|
|
|
326,664
|
|
||||||
2025 and thereafter
|
—
|
|
|
—
|
|
|
558,950
|
|
|
850,000
|
|
|
536
|
|
|
1,409,486
|
|
||||||
Total before unamortized discount and debt issuance costs
|
325,377
|
|
|
335,370
|
|
|
558,950
|
|
|
850,000
|
|
|
25,744
|
|
|
2,095,441
|
|
||||||
Unamortized discount and debt issuance costs
|
(3,356
|
)
|
|
(1,194
|
)
|
|
(6,756
|
)
|
|
(10,120
|
)
|
|
—
|
|
|
(21,426
|
)
|
||||||
Total
|
$
|
322,021
|
|
|
$
|
334,176
|
|
|
$
|
552,194
|
|
|
$
|
839,880
|
|
|
$
|
25,744
|
|
|
$
|
2,074,015
|
|
Note 15:
|
Accrued Expenses and Other Current Liabilities
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Payroll and incentives
|
$
|
77,892
|
|
|
$
|
86,549
|
|
Employee benefits
|
42,405
|
|
|
44,060
|
|
||
Deferred revenue
|
164,261
|
|
|
155,064
|
|
||
Federal, non-U.S. and state income taxes
|
29,876
|
|
|
30,687
|
|
||
Other accrued operating expenses
|
188,898
|
|
|
212,467
|
|
||
Total accrued expenses and other current liabilities
|
$
|
503,332
|
|
|
$
|
528,827
|
|
Note 16:
|
Employee Benefit Plans
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Service and administrative costs
|
$
|
6,598
|
|
|
$
|
6,853
|
|
|
$
|
4,951
|
|
Interest cost
|
16,546
|
|
|
16,146
|
|
|
16,707
|
|
|||
Expected return on plan assets
|
(24,561
|
)
|
|
(28,939
|
)
|
|
(26,401
|
)
|
|||
Actuarial loss (gain)
|
27,134
|
|
|
17,146
|
|
|
(7,085
|
)
|
|||
Curtailment gain
|
(1,547
|
)
|
|
—
|
|
|
—
|
|
|||
Amortization of prior service (credit) cost
|
(152
|
)
|
|
375
|
|
|
(195
|
)
|
|||
Net periodic pension cost (credit)
|
$
|
24,018
|
|
|
$
|
11,581
|
|
|
$
|
(12,023
|
)
|
|
December 29, 2019
|
|
December 30, 2018
|
||||||||||||
Non-U.S.
|
|
U.S.
|
|
Non-U.S.
|
|
U.S.
|
|||||||||
(In thousands)
|
|||||||||||||||
Actuarial present value of benefit obligations:
|
|
|
|
|
|
|
|
||||||||
Accumulated benefit obligations
|
$
|
338,722
|
|
|
$
|
304,710
|
|
|
$
|
304,065
|
|
|
$
|
283,310
|
|
Change in benefit obligations:
|
|
|
|
|
|
|
|
||||||||
Projected benefit obligations at beginning of year
|
$
|
311,168
|
|
|
$
|
283,310
|
|
|
$
|
343,410
|
|
|
$
|
308,713
|
|
Service and administrative costs
|
4,248
|
|
|
2,350
|
|
|
4,528
|
|
|
2,325
|
|
||||
Interest cost
|
5,448
|
|
|
11,098
|
|
|
5,484
|
|
|
10,662
|
|
||||
Benefits paid and plan expenses
|
(12,778
|
)
|
|
(21,162
|
)
|
|
(13,081
|
)
|
|
(19,709
|
)
|
||||
Participants’ contributions
|
162
|
|
|
—
|
|
|
176
|
|
|
—
|
|
||||
Business acquisitions
|
—
|
|
|
—
|
|
|
537
|
|
|
—
|
|
||||
Plan amendments
|
—
|
|
|
—
|
|
|
533
|
|
|
—
|
|
||||
Plan curtailments
|
(1,420
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Actuarial loss (gain)
|
34,602
|
|
|
29,114
|
|
|
(13,141
|
)
|
|
(18,681
|
)
|
||||
Effect of exchange rate changes
|
25
|
|
|
—
|
|
|
(17,278
|
)
|
|
—
|
|
||||
Projected benefit obligations at end of year
|
$
|
341,455
|
|
|
$
|
304,710
|
|
|
$
|
311,168
|
|
|
$
|
283,310
|
|
Change in plan assets:
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets at beginning of year
|
$
|
159,163
|
|
|
$
|
234,342
|
|
|
$
|
179,736
|
|
|
$
|
253,427
|
|
Actual return on plan assets
|
19,873
|
|
|
41,270
|
|
|
(5,653
|
)
|
|
(14,376
|
)
|
||||
Benefits paid and plan expenses
|
(12,778
|
)
|
|
(21,162
|
)
|
|
(13,081
|
)
|
|
(19,709
|
)
|
||||
Employer’s contributions
|
8,200
|
|
|
—
|
|
|
8,480
|
|
|
15,000
|
|
||||
Participants’ contributions
|
162
|
|
|
—
|
|
|
176
|
|
|
—
|
|
||||
Effect of exchange rate changes
|
5,240
|
|
|
—
|
|
|
(10,495
|
)
|
|
—
|
|
||||
Fair value of plan assets at end of year
|
$
|
179,860
|
|
|
$
|
254,450
|
|
|
$
|
159,163
|
|
|
$
|
234,342
|
|
Net liabilities recognized in the consolidated balance sheets
|
$
|
(161,595
|
)
|
|
$
|
(50,260
|
)
|
|
$
|
(152,005
|
)
|
|
$
|
(48,968
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net amounts recognized in the consolidated balance sheets consist of:
|
|
|
|
|
|
|
|
||||||||
Other assets
|
$
|
36,699
|
|
|
$
|
—
|
|
|
$
|
31,419
|
|
|
$
|
—
|
|
Current liabilities
|
(6,764
|
)
|
|
—
|
|
|
(6,752
|
)
|
|
—
|
|
||||
Long-term liabilities
|
(191,530
|
)
|
|
(50,260
|
)
|
|
(176,672
|
)
|
|
(48,968
|
)
|
||||
Net liabilities recognized in the consolidated balance sheets
|
$
|
(161,595
|
)
|
|
$
|
(50,260
|
)
|
|
$
|
(152,005
|
)
|
|
$
|
(48,968
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net amounts recognized in accumulated other comprehensive income consist of:
|
|
|
|
|
|
|
|
||||||||
Prior service cost
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(278
|
)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
Actuarial assumptions as of the year-end measurement date:
|
|
|
|
|
|
|
|
||||||||
Discount rate
|
1.34
|
%
|
|
3.01
|
%
|
|
2.07
|
%
|
|
4.05
|
%
|
||||
Rate of compensation increase
|
3.36
|
%
|
|
None
|
|
|
3.48
|
%
|
|
None
|
|
|
December 29, 2019
|
|
December 30, 2018
|
|
December 31, 2017
|
||||||||||||
|
Non-U.S.
|
|
U.S.
|
|
Non-U.S.
|
|
U.S.
|
|
Non-U.S.
|
|
U.S.
|
||||||
Discount rate
|
2.07
|
%
|
|
4.05
|
%
|
|
1.99
|
%
|
|
3.56
|
%
|
|
2.06
|
%
|
|
4.06
|
%
|
Rate of compensation increase
|
3.48
|
%
|
|
None
|
|
|
3.50
|
%
|
|
None
|
|
|
3.64
|
%
|
|
None
|
|
Expected rate of return on assets
|
5.30
|
%
|
|
7.25
|
%
|
|
5.90
|
%
|
|
7.25
|
%
|
|
6.00
|
%
|
|
7.25
|
%
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Pension Plans with Projected Benefit Obligations in Excess of Plan Assets
|
|
|
|
||||
Projected benefit obligations
|
$
|
198,294
|
|
|
$
|
183,424
|
|
Fair value of plan assets
|
—
|
|
|
—
|
|
||
|
|
|
|
||||
Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets
|
|
|
|
||||
Accumulated benefit obligations
|
$
|
195,657
|
|
|
$
|
180,560
|
|
Fair value of plan assets
|
—
|
|
|
—
|
|
|
Target Allocation
|
|
Percentage of Plan Assets at
|
||||||||||||||
|
January 3, 2021
|
|
December 29, 2019
|
|
December 30, 2018
|
||||||||||||
Asset Category
|
Non-U.S.
|
|
U.S.
|
|
Non-U.S.
|
|
U.S.
|
|
Non-U.S.
|
|
U.S.
|
||||||
Equity securities
|
0-5%
|
|
|
40-60%
|
|
|
—
|
%
|
|
41
|
%
|
|
48
|
%
|
|
39
|
%
|
Debt securities
|
85-90%
|
|
|
40-60%
|
|
|
87
|
%
|
|
59
|
%
|
|
51
|
%
|
|
61
|
%
|
Other
|
10-15%
|
|
|
0-10%
|
|
|
13
|
%
|
|
—
|
%
|
|
1
|
%
|
|
—
|
%
|
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
|
Fair Value Measurements at December 30, 2018 Using:
|
||||||||||||
Total Carrying
Value at December 30, 2018 |
|
Quoted Prices in
Active Markets
(Level 1)
|
|
Significant Other
Observable Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|||||||||
(In thousands)
|
|||||||||||||||
Cash
|
$
|
6,326
|
|
|
$
|
6,326
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Equity Securities:
|
|
|
|
|
|
|
|
||||||||
U.S. large-cap
|
35,072
|
|
|
35,072
|
|
|
—
|
|
|
—
|
|
||||
International large-cap value
|
24,175
|
|
|
24,175
|
|
|
—
|
|
|
—
|
|
||||
U.S. small-cap
|
1,928
|
|
|
1,928
|
|
|
—
|
|
|
—
|
|
||||
Emerging markets growth
|
11,993
|
|
|
11,993
|
|
|
—
|
|
|
—
|
|
||||
Equity index funds
|
54,342
|
|
|
—
|
|
|
54,342
|
|
|
—
|
|
||||
Domestic real estate funds
|
1,353
|
|
|
1,353
|
|
|
—
|
|
|
—
|
|
||||
Foreign real estate funds
|
22,196
|
|
|
—
|
|
|
—
|
|
|
22,196
|
|
||||
Commodity funds
|
886
|
|
|
886
|
|
|
—
|
|
|
—
|
|
||||
Fixed income securities:
|
|
|
|
|
|
|
|
||||||||
Non-U.S. Treasury Securities
|
23,352
|
|
|
—
|
|
|
23,352
|
|
|
—
|
|
||||
Corporate and U.S. debt instruments
|
131,211
|
|
|
48,133
|
|
|
83,078
|
|
|
—
|
|
||||
Corporate bonds
|
24,848
|
|
|
—
|
|
|
24,848
|
|
|
—
|
|
||||
High yield bond funds
|
5,186
|
|
|
5,186
|
|
|
—
|
|
|
—
|
|
||||
Other types of investments:
|
|
|
|
|
|
|
|
||||||||
Multi-strategy hedge funds
|
16,934
|
|
|
—
|
|
|
—
|
|
|
16,934
|
|
||||
Non-U.S. government index linked bonds
|
33,703
|
|
|
—
|
|
|
33,703
|
|
|
—
|
|
||||
Total assets measured at fair value
|
$
|
393,505
|
|
|
$
|
135,052
|
|
|
$
|
219,323
|
|
|
$
|
39,130
|
|
|
Fair Value Measurements Using
Significant Unobservable Inputs
(Level 3):
|
|||||||||||
|
Foreign
Real Estate
Funds
|
|
Multi-strategy
Hedge
Funds
|
|
Total
|
|||||||
(In thousands)
|
||||||||||||
Balance at January 1, 2017
|
|
$
|
—
|
|
|
$
|
23,790
|
|
|
$
|
23,790
|
|
Sales
|
|
—
|
|
|
(8,189
|
)
|
|
(8,189
|
)
|
|||
Realized gains
|
|
—
|
|
|
1,542
|
|
|
1,542
|
|
|||
Unrealized losses
|
|
—
|
|
|
(354
|
)
|
|
(354
|
)
|
|||
Balance at December 31, 2017
|
|
—
|
|
|
16,789
|
|
|
16,789
|
|
|||
Purchases
|
|
22,196
|
|
|
—
|
|
|
22,196
|
|
|||
Unrealized gains
|
|
—
|
|
|
145
|
|
|
145
|
|
|||
Balance at December 30, 2018
|
|
22,196
|
|
|
16,934
|
|
|
39,130
|
|
|||
Sales
|
|
—
|
|
|
(15,586
|
)
|
|
(15,586
|
)
|
|||
Realized gains
|
|
—
|
|
|
4,175
|
|
|
4,175
|
|
|||
Unrealized gains (losses)
|
|
492
|
|
|
(3,802
|
)
|
|
(3,310
|
)
|
|||
Balance at December 29, 2019
|
|
$
|
22,688
|
|
|
$
|
1,721
|
|
|
$
|
24,409
|
|
|
Non-U.S.
|
|
U.S.
|
||||
|
(In thousands)
|
||||||
2020
|
$
|
11,540
|
|
|
$
|
19,200
|
|
2021
|
12,006
|
|
|
19,346
|
|
||
2022
|
12,083
|
|
|
19,449
|
|
||
2023
|
12,362
|
|
|
19,561
|
|
||
2024
|
13,119
|
|
|
19,539
|
|
||
2025-2029
|
66,950
|
|
|
94,159
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Service cost
|
$
|
87
|
|
|
$
|
106
|
|
|
$
|
92
|
|
Interest cost
|
116
|
|
|
120
|
|
|
125
|
|
|||
Expected return on plan assets
|
(1,175
|
)
|
|
(1,254
|
)
|
|
(1,114
|
)
|
|||
Actuarial (gain) loss
|
(1,776
|
)
|
|
1,621
|
|
|
(741
|
)
|
|||
Net periodic postretirement medical benefit (credit) cost
|
$
|
(2,748
|
)
|
|
$
|
593
|
|
|
$
|
(1,638
|
)
|
|
December 29,
2019 |
|
December 30,
2018 |
||||
|
(In thousands)
|
||||||
Actuarial present value of benefit obligations:
|
|
|
|
||||
Retirees
|
$
|
583
|
|
|
$
|
688
|
|
Active employees eligible to retire
|
362
|
|
|
408
|
|
||
Other active employees
|
1,966
|
|
|
2,317
|
|
||
Accumulated benefit obligations at beginning of year
|
2,911
|
|
|
3,413
|
|
||
Service cost
|
87
|
|
|
106
|
|
||
Interest cost
|
116
|
|
|
120
|
|
||
Benefits paid
|
(122
|
)
|
|
(117
|
)
|
||
Actuarial loss (gain)
|
108
|
|
|
(611
|
)
|
||
Change in accumulated benefit obligations during the year
|
189
|
|
|
(502
|
)
|
||
Retirees
|
611
|
|
|
583
|
|
||
Active employees eligible to retire
|
420
|
|
|
362
|
|
||
Other active employees
|
2,069
|
|
|
1,966
|
|
||
Accumulated benefit obligations at end of year
|
$
|
3,100
|
|
|
$
|
2,911
|
|
Change in plan assets:
|
|
|
|
||||
Fair value of plan assets at beginning of year
|
$
|
16,279
|
|
|
$
|
17,374
|
|
Actual return on plan assets
|
2,937
|
|
|
(993
|
)
|
||
Benefits reimbursements paid
|
—
|
|
|
(102
|
)
|
||
Fair value of plan assets at end of year
|
$
|
19,216
|
|
|
$
|
16,279
|
|
Net assets recognized in the consolidated balance sheets
|
$
|
16,116
|
|
|
$
|
13,368
|
|
|
|
|
|
||||
Net amounts recognized in the consolidated balance sheets consist of:
|
|
|
|
||||
Other assets
|
$
|
16,116
|
|
|
$
|
13,368
|
|
|
|
|
|
||||
Net amounts recognized in accumulated other comprehensive income consist of:
|
|
|
|
||||
Prior service cost
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
||||
Actuarial assumptions as of the year-end measurement date:
|
|
|
|
||||
Discount rate
|
3.09
|
%
|
|
4.09
|
%
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
|||
Discount rate
|
4.09
|
%
|
|
3.60
|
%
|
|
4.11
|
%
|
Expected rate of return on assets
|
7.25
|
%
|
|
7.25
|
%
|
|
7.25
|
%
|
|
Fair Value
Measurements
Using
Significant
Unobservable
Inputs
(Level 3):
|
||
Multi-strategy
Hedge
Funds
|
|||
(In thousands)
|
|||
Balance at January 1, 2017
|
$
|
1,508
|
|
Sales
|
(562
|
)
|
|
Realized gains
|
229
|
|
|
Unrealized losses
|
(24
|
)
|
|
Balance at December 31, 2017
|
1,151
|
|
|
Unrealized gains
|
25
|
|
|
Balance at December 30, 2018
|
1,176
|
|
|
Sales
|
(1,074
|
)
|
|
Realized gains
|
315
|
|
|
Unrealized losses
|
(287
|
)
|
|
Balance at December 29, 2019
|
$
|
130
|
|
Postretirement Medical Plan
|
|
||
|
(In thousands)
|
||
2020
|
$
|
130
|
|
2021
|
146
|
|
|
2022
|
165
|
|
|
2023
|
177
|
|
|
2024
|
187
|
|
|
2025-2029
|
995
|
|
Note 17:
|
Contingencies
|
Note 18:
|
Warranty Reserves
|
|
(In thousands)
|
||
Balance at January 1, 2017
|
$
|
9,012
|
|
Provision charged to income
|
13,700
|
|
|
Payments
|
(14,245
|
)
|
|
Adjustments to previously provided warranties, net
|
(815
|
)
|
|
Foreign currency translation and acquisitions
|
1,398
|
|
|
Balance at December 31, 2017
|
9,050
|
|
|
Provision charged to income
|
13,545
|
|
|
Payments
|
(13,775
|
)
|
|
Adjustments to previously provided warranties, net
|
(157
|
)
|
|
Foreign currency translation and acquisitions
|
(270
|
)
|
|
Balance at December 30, 2018
|
8,393
|
|
|
Provision charged to income
|
12,199
|
|
|
Payments
|
(14,613
|
)
|
|
Adjustments to previously provided warranties, net
|
2,889
|
|
|
Foreign currency translation and acquisitions
|
(56
|
)
|
|
Balance at December 29, 2019
|
$
|
8,812
|
|
Note 19:
|
Stock Plans
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Cost of product and service revenue
|
$
|
1,620
|
|
|
$
|
1,466
|
|
|
$
|
1,254
|
|
Research and development expenses
|
1,061
|
|
|
1,359
|
|
|
1,389
|
|
|||
Selling, general and administrative expenses
|
28,833
|
|
|
25,942
|
|
|
22,778
|
|
|||
Total stock-based compensation expense
|
$
|
31,514
|
|
|
$
|
28,767
|
|
|
$
|
25,421
|
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
|||
Risk-free interest rate
|
2.5
|
%
|
|
3.0
|
%
|
|
2.0
|
%
|
Expected dividend yield
|
0.3
|
%
|
|
0.4
|
%
|
|
0.4
|
%
|
Expected lives
|
5 years
|
|
|
5 years
|
|
|
5 years
|
|
Expected stock volatility
|
22.8
|
%
|
|
20.7
|
%
|
|
22.4
|
%
|
|
Number
of
Shares
|
|
Weighted-
Average Exercise
Price
|
|||
|
(Shares in thousands)
|
|||||
Outstanding at beginning of year
|
1,765
|
|
|
$
|
52.91
|
|
Granted
|
304
|
|
|
93.66
|
|
|
Exercised
|
(415
|
)
|
|
47.60
|
|
|
Canceled
|
(3
|
)
|
|
75.52
|
|
|
Forfeited
|
(116
|
)
|
|
78.71
|
|
|
Outstanding at end of year
|
1,535
|
|
|
$
|
60.42
|
|
Exercisable at end of year
|
954
|
|
|
$
|
48.65
|
|
|
Number
of
Shares
|
|
Weighted-
Average
Grant-
Date Fair
Value
|
|||
|
(Shares in thousands)
|
|||||
Nonvested at beginning of year
|
465
|
|
|
$
|
61.72
|
|
Granted
|
163
|
|
|
94.80
|
|
|
Vested
|
(218
|
)
|
|
55.20
|
|
|
Forfeited
|
(65
|
)
|
|
76.72
|
|
|
Nonvested at end of year
|
345
|
|
|
$
|
78.69
|
|
Note 20:
|
Stockholders’ Equity
|
|
Foreign
Currency
Translation
Adjustment,
net of tax
|
|
Unrecognized
Prior Service
Costs, net of
tax
|
|
Unrealized
(Losses)
Gains on
Securities,
net of tax
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
||||||||
|
(In thousands)
|
||||||||||||||
Balance, January 1, 2017
|
$
|
(100,923
|
)
|
|
$
|
399
|
|
|
$
|
(337
|
)
|
|
$
|
(100,861
|
)
|
Current year change
|
54,341
|
|
|
(77
|
)
|
|
79
|
|
|
54,343
|
|
||||
Balance, December 31, 2017
|
(46,582
|
)
|
|
322
|
|
|
(258
|
)
|
|
(46,518
|
)
|
||||
Current year change
|
(123,388
|
)
|
|
(77
|
)
|
|
(9
|
)
|
|
(123,474
|
)
|
||||
Reclassification to retained earnings upon adoption of ASU 2018-02
|
(6,489
|
)
|
|
—
|
|
|
—
|
|
|
(6,489
|
)
|
||||
Balance, December 30, 2018
|
(176,459
|
)
|
|
245
|
|
|
(267
|
)
|
|
(176,481
|
)
|
||||
Current year change
|
(23,978
|
)
|
|
807
|
|
|
6
|
|
|
(23,165
|
)
|
||||
Balance, December 29, 2019
|
$
|
(200,437
|
)
|
|
$
|
1,052
|
|
|
$
|
(261
|
)
|
|
$
|
(199,646
|
)
|
Note 21:
|
Derivatives and Hedging Activities
|
Note 22:
|
Fair Value Measurements
|
|
|
|
Fair Value Measurements at December 30, 2018 Using:
|
||||||||||||
|
Total Carrying
Value at December 30, 2018 |
|
Quoted Prices in
Active Markets
(Level 1)
|
|
Significant Other
Observable Inputs
(Level 2)
|
|
Significant
Unobservable Inputs
(Level 3)
|
||||||||
|
(In thousands)
|
||||||||||||||
Marketable securities
|
$
|
2,447
|
|
|
$
|
2,447
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign exchange derivative assets
|
750
|
|
|
—
|
|
|
750
|
|
|
—
|
|
||||
Foreign exchange derivative liabilities, net
|
(594
|
)
|
|
—
|
|
|
(594
|
)
|
|
—
|
|
||||
Contingent consideration
|
(69,661
|
)
|
|
—
|
|
|
—
|
|
|
(69,661
|
)
|
|
(In thousands)
|
||
Balance at January 1, 2017
|
$
|
(63,201
|
)
|
Amounts paid and foreign currency translation
|
35
|
|
|
Change in fair value (included within selling, general and administrative expenses)
|
(2,162
|
)
|
|
Balance at December 31, 2017
|
(65,328
|
)
|
|
Additions
|
(6,200
|
)
|
|
Amounts paid and foreign currency translation
|
16,506
|
|
|
Change in fair value (included within selling, general and administrative expenses)
|
(14,639
|
)
|
|
Balance at December 30, 2018
|
(69,661
|
)
|
|
Additions
|
(12,734
|
)
|
|
Amounts paid and foreign currency translation
|
50,795
|
|
|
Change in fair value (included within selling, general and administrative expenses)
|
(3,881
|
)
|
|
Balance at December 29, 2019
|
$
|
(35,481
|
)
|
Note 23:
|
Leases
|
|
December 29,
2019 |
|
|
(In thousands)
|
|
Lease cost:
|
|
|
Operating lease cost
|
61,205
|
|
|
December 29,
2019 |
|
|
(In thousands)
|
|
|
|
|
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
Operating cash flows from operating leases
|
50,155
|
|
|
December 29,
2019 |
||
|
(In thousands, except lease term and discount rate)
|
||
Operating Leases:
|
|
||
Operating lease right-of-use assets
|
$
|
167,276
|
|
|
|
||
Accrued expenses and other current liabilities
|
$
|
36,573
|
|
Operating lease liabilities
|
146,399
|
|
|
Total operating liabilities
|
$
|
182,972
|
|
|
|
||
Weighted Average Remaining Lease Term in Years
|
|
||
Operating leases
|
7.5
|
||
|
|
||
Weighted Average Remaining Discount Rate
|
|
||
Operating leases
|
3.3%
|
|
Operating Leases
|
||
|
(In thousands)
|
||
2020
|
$
|
44,512
|
|
2021
|
36,958
|
|
|
2022
|
25,419
|
|
|
2023
|
19,594
|
|
|
2024
|
17,721
|
|
|
2025 and thereafter
|
66,808
|
|
|
Total lease payments
|
211,012
|
|
|
Less imputed interest
|
(28,040
|
)
|
|
Total
|
$
|
182,972
|
|
Note 24:
|
Industry Segment and Geographic Area Information
|
•
|
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, emerging market diagnostics and applied genomics markets. The Diagnostics segment serves the diagnostics market.
|
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Discovery & Analytical Solutions
|
|
|
|
|
|
||||||
Product revenue
|
$
|
1,054,862
|
|
|
$
|
1,010,899
|
|
|
$
|
941,328
|
|
Service revenue
|
691,299
|
|
|
682,312
|
|
|
637,131
|
|
|||
Total revenue
|
1,746,161
|
|
|
1,693,211
|
|
|
1,578,459
|
|
|||
Operating income from continuing operations(1)
|
238,331
|
|
|
230,481
|
|
|
205,259
|
|
|||
Diagnostics
|
|
|
|
|
|
||||||
Product revenue
|
962,180
|
|
|
924,594
|
|
|
536,086
|
|
|||
Service revenue
|
175,332
|
|
|
160,191
|
|
|
142,437
|
|
|||
Total revenue
|
1,137,512
|
|
|
1,084,785
|
|
|
678,523
|
|
|||
Operating income from continuing operations
|
189,330
|
|
|
153,196
|
|
|
146,862
|
|
|||
Corporate
|
|
|
|
|
|
||||||
Operating loss from continuing operations(2)
|
(65,688
|
)
|
|
(59,793
|
)
|
|
(56,506
|
)
|
|||
Continuing Operations
|
|
|
|
|
|
||||||
Product revenue
|
2,017,042
|
|
|
1,935,493
|
|
|
1,477,414
|
|
|||
Service revenue
|
866,631
|
|
|
842,503
|
|
|
779,568
|
|
|||
Total revenue
|
2,883,673
|
|
|
2,777,996
|
|
|
2,256,982
|
|
|||
Operating income from continuing operations
|
361,973
|
|
|
323,884
|
|
|
295,615
|
|
|||
Interest and other expense, net (see Note 6)
|
124,831
|
|
|
66,201
|
|
|
(1,103
|
)
|
|||
Income from continuing operations before income taxes
|
$
|
237,142
|
|
|
$
|
257,683
|
|
|
$
|
296,718
|
|
(1)
|
Legal costs for significant litigation matters in the Company's Discovery & Analytical Solutions segment were $2.2 million, $5.3 million and $2.7 million for fiscal years 2019, 2018 and 2017, respectively. Legal costs for significant litigation matters in the Company's Diagnostics segment were $0.1 million and $0.2 million for fiscal years 2019 and 2018, respectively.
|
(2)
|
Stock compensation expense from acceleration of executive compensation was $7.7 million for fiscal year 2019.
|
|
Depreciation and Amortization Expense
|
|
Capital Expenditures
|
||||||||||||||||||||
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||||||||
|
(In thousands)
|
|
(In thousands)
|
||||||||||||||||||||
Discovery & Analytical Solutions
|
$
|
74,445
|
|
|
$
|
70,362
|
|
|
$
|
72,590
|
|
|
$
|
27,778
|
|
|
$
|
34,852
|
|
|
$
|
26,200
|
|
Diagnostics
|
136,476
|
|
|
107,434
|
|
|
31,204
|
|
|
46,863
|
|
|
54,737
|
|
|
11,262
|
|
||||||
Corporate
|
3,104
|
|
|
2,792
|
|
|
1,206
|
|
|
1,690
|
|
|
3,664
|
|
|
1,627
|
|
||||||
Continuing operations
|
$
|
214,025
|
|
|
$
|
180,588
|
|
|
$
|
105,000
|
|
|
$
|
76,331
|
|
|
$
|
93,253
|
|
|
$
|
39,089
|
|
Discontinued operations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
929
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
182
|
|
|
Total Assets
|
||||||||||
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
Discovery & Analytical Solutions
|
$
|
3,082,917
|
|
|
$
|
2,567,054
|
|
|
$
|
2,611,737
|
|
Diagnostics
|
3,368,598
|
|
|
3,358,964
|
|
|
3,447,437
|
|
|||
Corporate
|
87,049
|
|
|
49,504
|
|
|
32,289
|
|
|||
Total assets
|
$
|
6,538,564
|
|
|
$
|
5,975,522
|
|
|
$
|
6,091,463
|
|
|
Revenue
|
||||||||||
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
U.S.
|
$
|
974,187
|
|
|
$
|
906,398
|
|
|
$
|
837,018
|
|
International:
|
|
|
|
|
|
||||||
China
|
581,688
|
|
|
559,865
|
|
|
374,931
|
|
|||
Germany
|
146,577
|
|
|
142,411
|
|
|
91,669
|
|
|||
Italy
|
101,461
|
|
|
95,908
|
|
|
77,477
|
|
|||
India
|
97,423
|
|
|
92,327
|
|
|
84,812
|
|
|||
France
|
96,994
|
|
|
97,990
|
|
|
80,153
|
|
|||
Japan
|
82,478
|
|
|
79,238
|
|
|
76,322
|
|
|||
United Kingdom
|
70,703
|
|
|
72,124
|
|
|
65,164
|
|
|||
Other international
|
732,162
|
|
|
731,735
|
|
|
569,436
|
|
|||
Total international
|
1,909,486
|
|
|
1,871,598
|
|
|
1,419,964
|
|
|||
Total sales
|
$
|
2,883,673
|
|
|
$
|
2,777,996
|
|
|
$
|
2,256,982
|
|
|
Net Long-Lived Assets*
|
||||||||||
|
December 29,
2019 |
|
December 30,
2018 |
|
December 31,
2017 |
||||||
|
(In thousands)
|
||||||||||
U.S.
|
$
|
269,183
|
|
|
$
|
201,649
|
|
|
$
|
210,116
|
|
International:
|
|
|
|
|
|
||||||
Germany
|
119,612
|
|
|
99,181
|
|
|
88,249
|
|
|||
China
|
71,216
|
|
|
61,261
|
|
|
64,815
|
|
|||
United Kingdom
|
51,659
|
|
|
33,429
|
|
|
28,028
|
|
|||
Finland
|
29,052
|
|
|
16,211
|
|
|
14,764
|
|
|||
Singapore
|
23,063
|
|
|
14,942
|
|
|
9,240
|
|
|||
India
|
19,691
|
|
|
14,636
|
|
|
14,820
|
|
|||
Italy
|
14,152
|
|
|
11,324
|
|
|
10,334
|
|
|||
Brazil
|
9,126
|
|
|
8,237
|
|
|
7,963
|
|
|||
Poland
|
7,216
|
|
|
3,212
|
|
|
2,269
|
|
|||
Canada
|
6,485
|
|
|
5,454
|
|
|
5,201
|
|
|||
Other international
|
39,150
|
|
|
20,775
|
|
|
20,245
|
|
|||
Total international
|
390,422
|
|
|
288,662
|
|
|
265,928
|
|
|||
Total net long-lived assets
|
$
|
659,605
|
|
|
$
|
490,311
|
|
|
$
|
476,044
|
|
Note 25:
|
Quarterly Financial Information (Unaudited)
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter(1)
|
|
Year
|
||||||||||
|
(In thousands, except per share data)
|
||||||||||||||||||
December 29, 2019
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
648,737
|
|
|
$
|
722,517
|
|
|
$
|
706,923
|
|
|
$
|
805,496
|
|
|
$
|
2,883,673
|
|
Gross profit
|
307,806
|
|
|
347,793
|
|
|
342,275
|
|
|
398,181
|
|
|
1,396,055
|
|
|||||
Restructuring and other costs, net
|
7,639
|
|
|
6,161
|
|
|
14,068
|
|
|
1,560
|
|
|
29,428
|
|
|||||
Operating income from continuing operations
|
53,330
|
|
|
91,735
|
|
|
78,660
|
|
|
138,248
|
|
|
361,973
|
|
|||||
Income from continuing operations before income taxes
|
36,765
|
|
|
71,827
|
|
|
63,254
|
|
|
65,296
|
|
|
237,142
|
|
|||||
Income from continuing operations
|
35,453
|
|
|
69,141
|
|
|
58,610
|
|
|
64,549
|
|
|
227,753
|
|
|||||
Loss from discontinued operations and dispositions
|
(41
|
)
|
|
(54
|
)
|
|
(52
|
)
|
|
(48
|
)
|
|
(195
|
)
|
|||||
Net income
|
35,412
|
|
|
69,087
|
|
|
58,558
|
|
|
64,501
|
|
|
227,558
|
|
|||||
Basic earnings per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
$
|
0.32
|
|
|
$
|
0.62
|
|
|
$
|
0.53
|
|
|
$
|
0.58
|
|
|
$
|
2.06
|
|
Loss from discontinued operations and dispositions
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|||||
Net income
|
0.32
|
|
|
0.62
|
|
|
0.53
|
|
|
0.58
|
|
|
2.06
|
|
|||||
Diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
$
|
0.32
|
|
|
$
|
0.62
|
|
|
$
|
0.53
|
|
|
$
|
0.58
|
|
|
$
|
2.04
|
|
Loss from discontinued operations and dispositions
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|||||
Net income
|
0.32
|
|
|
0.62
|
|
|
0.52
|
|
|
0.58
|
|
|
2.04
|
|
|||||
Cash dividends declared per common share
|
$
|
0.07
|
|
|
$
|
0.07
|
|
|
$
|
0.07
|
|
|
$
|
0.07
|
|
|
$
|
0.28
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
December 30, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
643,972
|
|
|
$
|
703,362
|
|
|
$
|
674,313
|
|
|
$
|
756,349
|
|
|
$
|
2,777,996
|
|
Gross profit
|
292,222
|
|
|
340,140
|
|
|
332,327
|
|
|
376,250
|
|
|
1,340,939
|
|
|||||
Restructuring and other costs, net
|
6,578
|
|
|
—
|
|
|
6,508
|
|
|
(1,942
|
)
|
|
11,144
|
|
|||||
Operating income from continuing operations
|
39,935
|
|
|
88,064
|
|
|
80,202
|
|
|
115,683
|
|
|
323,884
|
|
|||||
Income from continuing operations before income taxes
|
28,505
|
|
|
71,708
|
|
|
78,041
|
|
|
79,429
|
|
|
257,683
|
|
|||||
Income from continuing operations
|
26,035
|
|
|
64,673
|
|
|
75,445
|
|
|
71,322
|
|
|
237,475
|
|
|||||
(Loss) gain from discontinued operations and dispositions
|
(11
|
)
|
|
(610
|
)
|
|
1,103
|
|
|
(30
|
)
|
|
452
|
|
|||||
Net income
|
26,024
|
|
|
64,063
|
|
|
76,548
|
|
|
71,292
|
|
|
237,927
|
|
|||||
Basic earnings per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
$
|
0.24
|
|
|
$
|
0.59
|
|
|
$
|
0.68
|
|
|
$
|
0.64
|
|
|
$
|
2.15
|
|
(Loss) gain from discontinued operations and dispositions
|
(0.00
|
)
|
|
(0.01
|
)
|
|
0.01
|
|
|
(0.00
|
)
|
|
0.00
|
|
|||||
Net income
|
0.24
|
|
|
0.58
|
|
|
0.69
|
|
|
0.64
|
|
|
2.15
|
|
|||||
Diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income continuing operations
|
$
|
0.23
|
|
|
$
|
0.58
|
|
|
$
|
0.68
|
|
|
$
|
0.64
|
|
|
$
|
2.13
|
|
(Loss) gain from discontinued operations and dispositions
|
(0.00
|
)
|
|
(0.01
|
)
|
|
0.01
|
|
|
(0.00
|
)
|
|
0.00
|
|
|||||
Net income
|
0.23
|
|
|
0.57
|
|
|
0.69
|
|
|
0.64
|
|
|
2.13
|
|
|||||
Cash dividends declared per common share
|
$
|
0.07
|
|
|
$
|
0.07
|
|
|
$
|
0.07
|
|
|
$
|
0.07
|
|
|
$
|
0.28
|
|
(1)
|
The fourth quarter of fiscal year 2019 includes a pre-tax loss of $31.2 million as a result of the mark-to-market adjustment on postretirement benefit plans. The fourth quarter of fiscal year 2018 includes a pre-tax loss of $21.4 million as a result of the mark-to-market adjustment on postretirement benefit plans. See Note 1 for a discussion of this accounting policy.
|
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
Item 9A.
|
Controls and Procedures
|
•
|
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;
|
•
|
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
|
•
|
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.
|
Item 9B.
|
Other Information
|
Item 10.
|
Directors, Executive Officers and Corporate Governance
|
Item 11.
|
Executive Compensation
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence
|
Item 14.
|
Principal Accountant Fees and Services
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
Exhibit No.
|
|
Exhibit Title
|
|||
2.1
|
|
|
|||
|
|
|
|||
2.2
|
|
|
|||
|
|
|
|||
3.1
|
|
|
|||
|
|
|
|||
3.2
|
|
|
|
|
|
|
|
|
|||
4.1
|
|
|
|||
|
|
|
|||
4.2
|
|
||||
|
|
|
|||
4.3
|
|
|
|||
|
|
|
Exhibit No.
|
|
Exhibit Title
|
|||
4.4
|
|
|
|||
|
|
|
|||
4.5
|
|
|
|||
|
|
|
|||
4.6
|
|
|
|||
|
|
|
|||
4.7
|
|
|
|||
|
|
|
|||
4.8
|
|
|
|||
|
|
|
|||
4.9
|
|
|
|||
|
|
|
|||
4.10
|
|
||||
|
|
|
|||
10.1
|
|
|
|||
|
|
|
|||
10.2
|
|
|
|||
|
|
|
|||
10.3*
|
|
Employment Contracts:
|
|||
|
|
|
|||
|
|
||||
|
|
|
|||
|
|
||||
|
|
|
|||
|
|
||||
|
|
|
|||
|
|
||||
|
|
|
|||
|
|
||||
|
|
|
Exhibit No.
|
|
Exhibit Title
|
|||
|
|
||||
|
|
|
|||
|
|
||||
|
|
|
|||
|
|
||||
|
|
|
|||
|
|
||||
|
|
|
|||
|
|
|
|||
|
|
|
|||
10.4*
|
|
|
|||
|
|
|
|||
10.5*
|
|
|
|||
|
|
|
|||
10.6*
|
|
|
|||
|
|
|
|||
10.7*
|
|
|
|||
|
|
|
|||
10.8*
|
|
|
|||
|
|
|
|||
10.9*
|
|
|
|||
|
|
|
|||
10.10*
|
|
|
|||
|
|
|
|||
10.11*
|
|
||||
|
|
|
|||
10.12*
|
|
||||
|
|
|
|||
10.13*
|
|
||||
|
|
|
|||
10.14*
|
|
||||
|
|
|
|||
10.15*
|
|
||||
|
|
|
|||
10.16*
|
|
||||
|
|
|
|||
10.17*
|
|
||||
|
|
|
Exhibit No.
|
|
Exhibit Title
|
|||
10.18*
|
|
||||
|
|
|
|||
10.19*
|
|
||||
10.20*
|
|
||||
|
|
|
|||
10.21*
|
|
||||
|
|
|
|||
10.22*
|
|
||||
|
|
|
|||
10.23*
|
|
||||
|
|
|
|||
10.24*
|
|
||||
|
|
|
|||
10.25*
|
|
||||
|
|
|
|||
10.26*
|
|
||||
|
|
|
|||
10.27*
|
|
||||
|
|
|
|||
10.28*
|
|
||||
|
|
|
|||
21
|
|
||||
|
|
|
|||
23
|
|
||||
|
|
|
|||
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 Calculation Linkbase Document.
|
|||
|
|
|
|||
101.DEF
|
|
Inline XBRL Definition Linkbase Document.
|
|||
|
|
|
|||
101.LAB
|
|
Inline XBRL Labels Linkbase Document.
|
|||
|
|
|
|||
101.PRE
|
|
Inline XBRL Presentation Linkbase Document.
|
Exhibit No.
|
|
Exhibit Title
|
|||
104
|
|
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
|
|||
|
|
|
*
|
Management contract or compensation plan or arrangement required to be filed as an exhibit pursuant to Item 15(b) of Form 10-K.
|
Description
|
|
Balance at
Beginning of
Year
|
|
Provisions
|
|
Charges/
Write-
offs
|
|
Other(1)
|
|
Balance
at End
of Year
|
||||||||||
|
|
(In thousands)
|
||||||||||||||||||
Reserve for doubtful accounts:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended December 31, 2017
|
|
$
|
29,212
|
|
|
$
|
2,038
|
|
|
$
|
(1,900
|
)
|
|
$
|
1,931
|
|
|
$
|
31,281
|
|
Year ended December 30, 2018
|
|
31,281
|
|
|
2,503
|
|
|
(2,295
|
)
|
|
(899
|
)
|
|
30,590
|
|
|||||
Year ended December 29, 2019
|
|
30,590
|
|
|
6,853
|
|
|
(3,009
|
)
|
|
798
|
|
|
35,232
|
|
(1)
|
Other amounts primarily relate to the impact of acquisitions, discontinued operations and foreign exchange movements.
|
Item 16.
|
Form 10-K Summary
|
|
Signature
|
|
PERKINELMER, INC.
Title
|
|
Date
|
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
/S/ PRAHLAD SINGH, PhD
|
|
President and Chief Executive Officer
|
|
February 25, 2020
|
|
Prahlad Singh, PhD
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
|
By:
|
/S/ JAMES M. MOCK
|
|
Sr. Vice President and
|
|
February 25, 2020
|
|
James M. Mock
|
|
Chief Financial Officer
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
By:
|
/S/ ANDREW OKUN
|
|
Vice President and
|
|
February 25, 2020
|
|
Andrew Okun
|
|
Chief Accounting Officer
(Principal Accounting Officer)
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
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By:
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/S/ PRAHLAD SINGH, PhD
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President, Chief Executive Officer and Director
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February 25, 2020
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Prahlad Singh, PhD
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(Principal Executive Officer)
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By:
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/S/ JAMES M. MOCK
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Sr. Vice President and
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February 25, 2020
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James M. Mock
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Chief Financial Officer
(Principal Financial Officer)
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By:
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/S/ ANDREW OKUN
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Vice President and
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February 25, 2020
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Andrew Okun
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Chief Accounting Officer
(Principal Accounting Officer)
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By:
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/S/ PETER BARRETT
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Director
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February 25, 2020
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Peter Barrett
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By:
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/S/ SAMUEL R. CHAPIN
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Director
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February 25, 2020
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Samuel R. Chapin
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By:
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/S/ SYLVIE GRÉGOIRE, PharmD
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Director
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February 25, 2020
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Sylvie Grégoire, PharmD
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By:
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/S/ ALEXIS P. MICHAS
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Director
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February 25, 2020
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Alexis P. Michas
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By:
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/S/ PATRICK J. SULLIVAN
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Director
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February 25, 2020
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Patrick J. Sullivan
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By:
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/S/ FRANK WITNEY, PhD
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Director
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February 26, 2019
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Frank Witney, PhD
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By:
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/S/ PASCALE WITZ
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Director
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February 25, 2020
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Pascale Witz
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convert the stock into any other security;
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have the stock redeemed;
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purchase additional stock; or
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to maintain their proportionate ownership interest.
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before the date on which the person became an interested stockholder, the board of directors of the corporation approved either the business combination or the transaction in which the person became an interested stockholder;
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the interested stockholder acquires 90% of the outstanding voting stock of the corporation at the time it becomes an interested stockholder; or
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the business combination is approved by the board of directors and the holders of two-thirds of the outstanding voting stock of the corporation voting at a meeting, excluding the voting stock owned by the interested stockholder.
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the person making an acquisition of this nature;
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any officer of the corporation; and
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any employee who is also a director of the corporation.
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in the case of the 2026 Notes, by the Third Supplemental Indenture, dated as of July 19, 2016, among us, U.S. Bank National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent, including the form of note included therein, and the Paying Agency Agreement, dated as of July 19, 2016, between us, U.S. Bank National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent, and Elavon Financial Services DAC, as transfer agent and registrar (such agreements, together with the Base Indenture, the “Indenture” with respect to the 2026 Notes), and
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in the case of the 2021 Notes, by the Fourth Supplemental Indenture, dated as of April 11, 2018, among us, U.S. Bank National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent, including the form of note included therein, and the Paying Agency Agreement, dated as of April 11, 2018, among us, U.S. Bank National Association, as trustee, transfer agent, and registrar and Elavon Financial Services DAC, UK Branch, as paying agent (such agreements, together with the Base Indenture, the “Indenture” with respect to the 2021 Notes).
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(i)
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100% of the principal amount of the 2026 Notes to be redeemed; and
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(ii)
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the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued but unpaid as of the date of redemption), discounted to the date of redemption on an annual basis (ACTUAL/ACTUAL (ICMA)), at the applicable Comparable Government Bond Rate (as defined below) plus 35 basis points;
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(i)
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100% of the principal amount of the 2021 Notes to be redeemed; and
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(ii)
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the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued but unpaid as of the date of redemption), discounted to the date of redemption on an annual basis (ACTUAL/ACTUAL (ICMA)), at the applicable Comparable Government Bond Rate (as defined below) plus 15 basis points;
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accept for payment all Notes or portions of Notes (in minimum denominations of €100,000 and thereafter in integral multiples of €1,000) properly tendered pursuant to our offer;
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deposit with the paying agent an amount equal to the aggregate purchase price in respect of all Notes or portions of Notes properly tendered; and
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deliver or cause to be delivered to the trustee the Notes properly accepted, together with an officers’ certificate stating the aggregate principal amount of Notes being purchased by us.
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(1)
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the direct or indirect sale, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of our properties or assets and those of our subsidiaries taken as a whole to any “person” or “group” (as that term is used in Section 13(d)(3) of the Exchange Act), other than us or one of our direct or indirect wholly owned subsidiaries;
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(2)
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the consummation by us of a consolidation with, or merger with or into, any person or entity, or the consummation by any person or entity of a consolidation with, or merger with or into, us, in any such event pursuant to a transaction in which any of our outstanding voting stock is reclassified into or exchanged for cash, securities or other property, other than any such transaction where our voting stock outstanding immediately prior to such transaction constitute, or are converted into or exchanged for, a majority of the voting stock of the surviving person or entity or any direct or indirect parent company of the surviving person or entity immediately after giving effect to such transaction;
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(3)
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the adoption of a plan relating to our liquidation or dissolution;
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(4)
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in the case of the 2026 Notes alone, the first day on which a majority of the members of our Board of Directors are not Continuing Directors; or
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(5)
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the consummation of any transaction or series of related transactions (including, without limitation, any merger or consolidation) the result of which is that any “person” or “group” (as that term is used in Section 13(d)(3) of the Exchange Act), other than us or one of our wholly owned subsidiaries, becomes the beneficial owner, directly or indirectly, of more than 50% of the then-outstanding number of shares of our voting stock, measured by voting power rather than number of shares; provided that a merger shall not constitute a “change of control” under this definition if (i) the sole purpose of the merger is our reincorporation in another state and (ii) our shareholders and the number of shares of our voting stock, measured by voting power and number of shares, owned by each of them immediately before and immediately following such merger are identical.
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(1)
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to any tax, assessment or other governmental charge that is imposed by reason of the holder (or the beneficial owner for whose benefit such holder holds such Note), or a fiduciary, settlor, beneficiary, member or shareholder or other equity owner of, or possessor of a power over, the holder or beneficial owner if the holder or beneficial owner is an estate, trust, partnership, corporation or other entity, being considered as:
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(a)
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being or having been engaged in a trade or business in the United States or having been present in the United States or having had a permanent establishment in the United States;
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(b)
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having a current or former connection with the United States (other than a connection arising solely as a result of the ownership of the Notes, the receipt of any payment thereon or the enforcement of any rights thereunder), including being or having been a citizen or resident of the United States;
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(c)
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being or having been a personal holding company, a passive foreign investment company, a controlled foreign corporation or a foreign tax exempt organization for United States federal income tax purposes or a corporation that has accumulated earnings to avoid United States federal income tax;
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(d)
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being or having been a “10-percent shareholder” of PerkinElmer, Inc. as defined in Section 871(h)(3) of the United States Internal Revenue Code of 1986, as amended (the “Code”), or any successor provision; or
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(e)
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being or having been a bank receiving payments on an extension of credit made pursuant to a loan agreement entered into in the ordinary course of its trade or business;
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(2)
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to any holder that is not the sole beneficial owner of the Notes, or a portion of the Notes, or that is a fiduciary, partnership or limited liability company, but only to the extent that a beneficial owner with respect to the holder, a beneficiary or settlor with respect to the fiduciary, or a beneficial owner or member of the partnership or limited liability company would not have been entitled to the payment of such additional amounts had the beneficiary, settlor, beneficial owner or member received directly its beneficial or distributive share of the payment;
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(3)
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to any tax, assessment or other governmental charge that would not have been imposed but for the failure of the holder or any other person to comply with certification, identification or information reporting requirements concerning the nationality, residence, identity or connection with the United States of such holder or other person, if compliance is required by statute, by regulation of the United States or any taxing authority therein or by an applicable income tax treaty to which the United States is a party as a precondition to exemption from, or reduction in, such tax, assessment or other governmental charge;
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(4)
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to any tax, assessment or other governmental charge that is imposed otherwise than by withholding or deducting from payments on the Notes;
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(5)
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to any tax, assessment or other governmental charge that would not have been imposed but for a change in law, treaty, regulation or administrative or judicial interpretation that becomes effective more than 15 days after the payment becomes due or is duly provided for, whichever occurs later;
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(6)
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to any estate, inheritance, gift, sales, excise, transfer, wealth, capital gains or personal property tax or similar tax, assessment or other governmental charge;
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(7)
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to any tax, assessment or other governmental charge required to be withheld by any paying agent from any payment of principal of or premium, if any, or interest on any Note, if such payment can be made without such withholding by at least one other paying agent;
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(8)
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to any tax, assessment or other governmental charge that would not have been imposed but for the presentation by the holder of any Note, where presentation is required, for payment on a date more than 30 days after the date on which payment became due and payable or the date on which payment thereof is duly provided for, whichever occurs later;
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(9)
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to any tax, assessment or other governmental charge imposed under Sections 1471 through 1474 of the Code (or any amended or successor provisions), any current or future regulations or official interpretations thereof, any agreement entered into pursuant to Section 1471(b) of the Code, any intergovernmental agreement or any fiscal or regulatory legislation, rules or practices adopted pursuant to any intergovernmental agreement entered into in connection with the implementation of such sections of the Code; or
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(10)
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in the case of any combination of items (1), (2), (3), (4), (5), (6), (7), (8) and (9).
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Liens on the property or on the outstanding capital stock (or other equity interests) of any person existing at the time such person becomes a Subsidiary or at the time such person is merged into, consolidated with or acquired by us or a Subsidiary, but not created in contemplation of such person’s becoming a Subsidiary or being acquired by us or a Subsidiary;
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Liens existing at the time of acquisition of the property affected by such Lien, or Liens incurred to secure payment of all or part of the purchase price of such property or to secure indebtedness incurred prior to, at the time of, or within 180 days after, the acquisition of such property for the purpose of financing all or part
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Liens to secure all or part of the cost of acquisition, construction, development or improvement of the underlying property, or to secure indebtedness incurred to provide funds for any such purpose (including purchase money security interests or purchase money mortgages on real or personal property), provided that the commitment of the creditor to extend the credit secured by any such Lien shall have been obtained not later than 12 months after the later of (a) the completion of the acquisition, construction, development or improvement of such property or (b) the placing in operation of such property or of such property as so constructed, developed or improved, and Liens to the extent that they secure indebtedness in excess of such cost and for the payment of which recourse may only be had against such property;
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Liens which secure only indebtedness owing by a Subsidiary to us or to a Subsidiary of ours;
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Liens required by any contract or statute in order to permit us or a Subsidiary to perform any contract or subcontract made by it with or at the request of the United States of America or any state, or any department, agency, instrumentality or political subdivision of any of the foregoing or the District of Columbia;
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Liens, if any, in existence on the respective dates on which the first Notes of the series were issued;
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Liens created, incurred or assumed in connection with the issuance of revenue bonds the interest on which is exempt from federal taxation pursuant to Section 103(b) of the Internal Revenue Code or in connection with an industrial revenue bond, pollution control bond or similar financing between us or any Subsidiary of ours and any federal, state or municipal government or any other governmental body or quasi-governmental agency;
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Liens on any property created, assumed or otherwise brought into existence in contemplation of the sale or other disposition of the underlying property, whether directly or indirectly, by way of share disposition or otherwise, provided that we must have disposed of such property within 180 days after the creation of such Liens and that any indebtedness secured by such Liens shall be without recourse to us or any Subsidiary of ours; and
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any extensions, renewals, replacements or refundings (or successive extensions, renewals, replacements or refundings) of Liens referred to in the foregoing clauses, provided that such Liens do not cover any property or assets other than the property or assets subject to the Lien being extended, renewed, replaced or refunded and the principal amount of the secured indebtedness does not exceed the principal amount of the secured indebtedness being extended, renewed, replaced or refunded plus the amount of any accrued interest, prepayment premiums and the costs associated with such extension, renewal, replacement or refunding (except that, where an additional amount of indebtedness is incurred to provide funds for the completion of a specific project, the additional principal amount, and any related financing costs, may be secured by the Lien as well).
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such Sale and Leaseback Transaction (i) involves the taking back of a lease for a period of three years or less or (ii) is between us and a Subsidiary or between Subsidiaries;
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we or any of our Subsidiaries would be entitled to issue, assume or guarantee indebtedness in an amount equal to the Attributable Debt with respect to such Sale and Leaseback Transaction secured by a Lien on
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we apply to the retirement or prepayment of our Funded Debt (as defined below), or to the acquisition, development or improvement of real property, plant and equipment an amount equal to the net cash proceeds from the sale of the Principal Property so leased within 180 days of the effective date of any such Sale and Leaseback Transaction, provided that the amount to be applied to the retirement or prepayment of our Funded Debt shall be reduced by the principal amount of any Notes delivered by us to the trustee within 180 days after such Sale and Leaseback Transaction for retirement and cancellation; or
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after giving effect thereto, the sum of (A) the then outstanding principal amount of indebtedness secured by all Liens on Principal Properties incurred after the date of the indenture that are not otherwise permitted by the bullet points under “—Limitation on Liens” above and (B) the Attributable Debt then outstanding with respect to all Sale and Leaseback Transactions entered into after the date of the indenture and otherwise prohibited in accordance with this paragraph (after giving effect to all applications, retirements, prepayments and cancellations referenced in the prior bullet point) does not exceed the greater of (i) $200 million and (ii) 15% of the Consolidated Net Tangible Assets.
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any liability of any person for borrowed money, or evidenced by a bond, note, debenture, or similar instrument (including purchase money obligations, but excluding Trade Payables), or for the payment of money related to a lease that is required to be classified as a capitalized lease obligation in accordance with U.S. generally accepted accounting principles as in effect on the first date of issuance of the applicable series of Notes; and
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any of the foregoing liabilities of another that a person has guaranteed, that is recourse to such person, or that is otherwise its legal liability.
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(1)
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we fail to pay interest on any Notes of that series for 30 days after payment was due;
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(2)
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we fail to make the principal or any premium payment on any Notes of that series;
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(3)
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we fail to perform any other covenant in the applicable indenture (other than any failure to perform in respect of a covenant included in the indenture solely for the benefit of another series of debt securities) or the applicable supplemental indenture and this failure continues for 60 days after we receive written notice of such default from the trustee or after we and the trustee receive notice from the holders of at least 25% in aggregate principal amount of the outstanding Notes of that series;
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(4)
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(x) we default or any of our Subsidiaries defaults in the payment of any principal at maturity of any indebtedness (other than the Notes of that series) aggregating more than $50 million in principal amount, when due and payable after giving effect to any applicable grace period; or (y) we default or any of our Subsidiaries defaults in the performance of any other term or provision of any indebtedness (other than the Notes of that series) aggregating more than $50 million in principal amount that results in such indebtedness becoming or being declared due and payable prior to the date on which it would otherwise become due and payable, and such acceleration shall not have been rescinded or annulled or such indebtedness shall not have been discharged within a period of 30 days after there has been given to us by the trustee or to us and the trustee by the holders of at least 25% in aggregate principal amount of the Notes of that series then outstanding, a written notice specifying such default or defaults provided, however, that if the default under such indebtedness is cured, or waived by the holders of the indebtedness, in each case as permitted by the governing instrument, then the event of default caused by such default will be deemed likewise to be cured or waived; or
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(5)
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we or a court take certain actions relating to the bankruptcy, insolvency or reorganization of our company.
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the successor entity, if any, is a U.S. corporation, limited liability company, partnership or trust (subject to certain exceptions provided for in the Base Indenture);
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the successor entity assumes our obligations on the senior debt securities and under the Base Indenture;
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immediately after giving effect to the transaction, no default or event of default shall have occurred and be continuing; and
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certain other conditions are met.
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failure to pay principal or premium on the senior debt securities of such series when due and payable whether at maturity, upon redemption, by declaration or otherwise;
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failure to pay interest on any senior debt securities of such series when due and payable, if that default continues for a period of 30 days (or such other period as may be specified for such series);
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•
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default in the performance of or breach of any of our covenants or agreements in the Base Indenture applicable to senior debt securities of such series, other than a covenant breach which is specifically dealt with elsewhere in the Base Indenture, and that default or breach continues for a period of 60 days after we receive written notice from the trustee or from the holders of 25% or more in aggregate principal amount of the senior debt securities of such series;
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certain events of bankruptcy or insolvency; and
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any other event of default provided for in such series of senior debt securities as may be specified in the applicable prospectus supplement.
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the holder gives the trustee written notice of a continuing event of default;
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the holders of at least 25% in aggregate principal amount of such series of senior debt securities make a written request to the trustee to pursue the remedy in respect of such event of default;
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the requesting holder or holders offer the trustee indemnity satisfactory to the trustee against any costs, liability or expense;
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the trustee does not comply with the request within 60 days after receipt of the request and the offer of indemnity; and
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during such 60-day period, the holders of a majority in aggregate principal amount of such series of senior debt securities do not give the trustee a direction that is inconsistent with the request.
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we pay or cause to be paid, as and when due and payable, the principal of and any interest on all senior debt securities of such series outstanding under the Base Indenture; or
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all senior debt securities of such series have become due and payable or will become due and payable within one year (or are to be called for redemption within one year) and we deposit in trust a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal, any premium and any other payments on the debt securities of that series on their various due dates.
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We deposit in trust for the benefit of all direct holders of the debt securities of a series a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal, any premium and any other payments on the debt securities of that series on their various due dates.
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There is a change in current U.S. federal tax law or an IRS ruling that lets us make the above deposit without causing holders to be taxed on the debt securities any differently than if we did not make the deposit and instead repaid the debt securities ourselves when due. Under current U.S. federal tax law, the deposit and our legal release from the debt securities would be treated as though we took back the debt securities and gave holders their respective shares of the cash and debt securities or bonds deposited in trust. In that event, holders could recognize gain or loss on the debt securities given back to us.
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We deliver to the trustee a legal opinion of our counsel confirming the tax law change or ruling described above.
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We must deposit in trust for the benefit of all direct holders of the debt securities of a series a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal, any premium and any other payments on the debt securities of that series on their various due dates.
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We must deliver to the trustee a legal opinion of our counsel confirming that under current U.S. federal income tax law we may make the above deposit without causing holders to be taxed on the debt securities any differently than if we did not make the deposit and instead repaid the debt securities ourselves when due.
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to convey, transfer, assign, mortgage or pledge any assets as security for the senior debt securities of one or more series;
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to evidence the succession of another corporation, and the assumption by such successor corporation of our covenants, agreements and obligations under the Base Indenture;
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to add to our covenants such new covenants, restrictions, conditions or provisions for the protection of the holders, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an event of default;
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to cure any ambiguity, defect or inconsistency in the Base Indenture or in any supplemental indenture or to conform the Base Indenture or the senior debt securities to the description of senior debt securities of such series set forth in an applicable prospectus or prospectus supplement;
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to provide for or add guarantors with respect to the senior debt securities of any series;
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to establish the form or forms or terms of the senior debt securities as permitted by the Base Indenture;
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to evidence and provide for the acceptance of appointment hereunder by a successor trustee, or to make such changes as shall be necessary to provide for or facilitate the administration of the trusts in the Base Indenture by more than one trustee;
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to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of senior debt securities;
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to make any change to the senior debt securities of any series so long as no senior debt securities of such series are outstanding; or
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to make any change that does not adversely affect the rights of any holder in any material respect.
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extends the final maturity of any senior debt securities of such series;
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reduces the principal amount of, or premium, if any, on any senior debt securities of such series;
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reduces the rate or extends the time of payment of interest on any senior debt securities of such series;
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reduces the amount payable upon the redemption of any senior debt securities of such series;
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changes the currency of payment of principal of, or premium, if any, or interest on, any senior debt securities of such series;
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reduces the principal amount of original issue discount securities payable upon acceleration of maturity or the amount provable in bankruptcy;
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waives a default in the payment of principal of or interest on the senior debt securities;
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changes the provisions relating to the waiver of past defaults or changes or impairs the right of holders to receive payment or to institute suit for the enforcement of any payment or conversion of any senior debt securities of such series on or after the due date therefor;
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modifies any of the provisions for these restrictions, except to increase any required percentage or to provide that certain other provisions cannot be modified or waived without the consent of the holder of each senior debt security of such series affected by the modification; or
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reduces the above-stated percentage of outstanding senior debt securities of such series whose holders must consent to a supplemental indenture or to modify or amend or to waive certain provisions of or defaults under the Base Indenture.
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Name of Company
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State or Country
of Incorporation
or Organization
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Name of Parent
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1.
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PerkinElmer, Inc.
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Massachusetts
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N/A
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2.
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Biosense Picolabs Inc.
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Delaware
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Biosense Technologies Pvt. Ltd.
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3.
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Caliper Life Sciences, Inc.
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Delaware
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PerkinElmer Holdings, Inc.
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4.
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Cambridge Research & Instrumentation, Inc.
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Delaware
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Caliper Life Sciences, Inc.
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5.
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PerkinElmer CV Holdings, LLC
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Delaware
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PerkinElmer Global Holdings S.à r.l.
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6.
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PerkinElmer Diagnostics Holdings, Inc.
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Delaware
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PerkinElmer Holdings, Inc.
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7.
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PerkinElmer Health Sciences, Inc.
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Delaware
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PerkinElmer Holdings, Inc.
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8.
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PerkinElmer Informatics, Inc.
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Delaware
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PerkinElmer Holdings, Inc.
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9.
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Solus Scientific Solutions, Inc.
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Delaware
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PerkinElmer Holdings, Inc.
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10.
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ViaCord, LLC
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Delaware
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PerkinElmer Diagnostics Holdings, Inc.
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11.
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VisEn Medical Inc.
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Delaware
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PerkinElmer Health Sciences, Inc.
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12.
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Xenogen Corporation
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Delaware
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Caliper Life Sciences, Inc.
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13.
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NovaScreen Biosciences Corporation
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Maryland
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Caliper Life Sciences, Inc.
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14.
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CisBio US Inc.
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Massachusetts
|
PerkinElmer Holdings, Inc.
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15.
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PerkinElmer Holdings, Inc.
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Massachusetts
|
PerkinElmer, Inc.
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16.
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EUROIMMUN US Inc.
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New Jersey
|
PerkinElmer Diagnostics Holdings, Inc.
|
17.
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EUROIMMUN US Real Estate LLC
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New Jersey
|
EUROIMMUN US Inc.
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18.
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PerkinElmer Genetics, Inc.
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Pennsylvania
|
PerkinElmer Diagnostics Holdings, Inc.
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19.
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Bioo Scientific Corporation
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Texas
|
PerkinElmer Holdings, Inc.
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20.
|
PerkinElmer Automotive Research, Inc.
|
Texas
|
PerkinElmer Holdings, Inc.
|
21.
|
Perkin-Elmer Argentina S.R.L.
|
Argentina
|
PerkinElmer Holdings, Inc. (98%) 1
|
22.
|
PerkinElmer Health Sciences (Australia) Pty. Ltd.
|
Australia
|
PerkinElmer Holdings Pty. Ltd.
|
23.
|
PerkinElmer Holdings Pty. Ltd.
|
Australia
|
PerkinElmer Diagnostics Global Holdings S.à r.l.
|
24.
|
PerkinElmer Pty. Ltd.
|
Australia
|
PerkinElmer Holdings, Inc.
|
25.
|
Perten Instruments of Australia Pty Ltd.
|
Australia
|
Perten Instruments AB
|
26.
|
PerkinElmer VertriebsgmbH
|
Austria
|
Wellesley B.V.
|
27.
|
PerkinElmer BVBA
|
Belgium
|
PerkinElmer Life Sciences International Holdings 2
|
28.
|
EUROIMMUN Brasil Medicina Diagnóstica Ltda.
|
Brazil
|
EUROIMMUN Medizinische Labordiagnostika AG 3
|
29.
|
PerkinElmer do Brasil Ltda.
|
Brazil
|
PerkinElmer Diagnostics Global Holdings S.à r.l. (99%) 4
|
30.
|
EUROIMMUN Medical Diagnostics Canada Inc.
|
Canada
|
EUROIMMUN Medizinische Labordiagnostika AG
|
31.
|
PerkinElmer Health Sciences Canada, Inc.
|
Canada
|
PerkinElmer Life Sciences International Holdings (97%) 5
|
32.
|
Perkin Elmer Chile Ltda.
|
Chile
|
PerkinElmer Health Sciences, Inc. (68%) 6
|
33.
|
Beijing Huaan Magnech Bio-Tech Co., Ltd.
|
China
|
Shandong Meizheng Bio-Tech Co., Ltd.
|
34.
|
Beijing Longrun Bio-Tech Co., Ltd.
|
China
|
Shandong Meizheng Bio-Tech Co., Ltd.
|
35.
|
Beijing Meizheng Bio-Tech Co., Ltd.
|
China
|
Shandong Meizheng Bio-Tech Co., Ltd.
|
36.
|
Beijing Meizheng Testing Lab Co., Ltd.
|
China
|
Shandong Meizheng Bio-Tech Co., Ltd.
|
37.
|
Beijing OUMENG Biotechnology Co., Ltd.
|
China
|
EUROIMMUN Medizinische Labordiagnostika AG
|
38.
|
Chengdu PerkinElmer Medical Laboratory Co., Ltd.
|
China
|
Suzhou PerkinElmer Medical Laboratory Co., Ltd.
|
39.
|
Cisbio China, Ltd.
|
China
|
Cisbio Asia Pacific Ltd
|
40.
|
EUROIMMUN (Hangzhou) Medical Laboratory Diagnostics Co., Ltd.
|
China
|
EUROIMMUN Medical Diagnostics (China) Co., Ltd.
|
41.
|
EUROIMMUN Medical Diagnostics (China) Co., Ltd.
|
China
|
EUROIMMUN Medizinische Labordiagnostika AG
|
42.
|
EUROIMMUN (Tianjin) Medical Diagnostic Technology Co., Ltd.
|
China
|
EUROIMMUN Medical Diagnostics (China) Co., Ltd.
|
43.
|
Guangzhou EUROIMMUN Medical Diagnostic Products Co., Ltd.
|
China
|
EUROIMMUN Medical Diagnostics (China) Co., Ltd.
|
44.
|
Hangzhou EUROIMMUN Medical Diagnostic Products Co., Ltd.
|
China
|
EUROIMMUN Medical Diagnostics (China) Co., Ltd.
|
45.
|
Jiangsu Meizheng Bio-Tech Co., Ltd.
|
China
|
Shandong Meizheng Bio-Tech Co., Ltd.
|
46.
|
PerkinElmer Healthcare Diagnostics (Shanghai) Co., Ltd.
|
China
|
PerkinElmer IVD Pte Ltd.
|
|
Name of Company
|
State or Country
of Incorporation
or Organization
|
Name of Parent
|
47.
|
PerkinElmer Instruments (Suzhou) Co., Ltd.
|
China
|
Wellesley B.V.
|
48.
|
PerkinElmer Management (Shanghai) Co., Ltd.
|
China
|
PerkinElmer Singapore Pte Ltd.
|
49.
|
PerkinElmer (Shanghai) Equity Investment Fund, L.P.
|
China
|
PerkinElmer Singapore Pte Ltd. (98%) 7
|
50.
|
PerkinElmer (Shanghai) Equity Investment Fund Management Co., Ltd.
|
China
|
PerkinElmer Singapore Pte Ltd.
|
51.
|
Perten Instruments (Beijing) Co., Ltd.
|
China
|
Perten Instruments AB
|
52.
|
Shandong Meizheng Bio-Tech Co., Ltd.
|
China
|
PerkinElmer Health Sciences B.V.
|
53.
|
Shanghai Haoyuan Biotech Co., Ltd.
|
China
|
PerkinElmer Holding Luxembourg S.à r.l.
|
54.
|
Shanghai Spectrum Instruments Co., Ltd.
|
China
|
Wellesley B.V.
|
55.
|
Suzhou PerkinElmer Medical Laboratory Co., Ltd.
|
China
|
PerkinElmer Healthcare Diagnostics (Shanghai) Co., Ltd. (70%) 8
|
56.
|
Suzhou Sym-Bio Lifescience Co., Ltd.
|
China
|
PerkinElmer Healthcare Diagnostics (Shanghai) Co., Ltd.
|
57.
|
PerkinElmer Danmark A/S
|
Denmark
|
Wallac Oy
|
58.
|
PerkinElmer Finland Oy
|
Finland
|
Wallac Oy
|
59.
|
PerkinElmer Investments Ky
|
Finland
|
PerkinElmer Finance Luxembourg S.à r.l. 9
|
60.
|
PerkinElmer Oy
|
Finland
|
Wellesley B.V.
|
61.
|
Wallac Oy
|
Finland
|
PerkinElmer Oy
|
62.
|
Bio Evolution SAS
|
France
|
EUROIMMUN France SAS
|
63.
|
Chromo G.A. SAS
|
France
|
Cisbio Group SAS
|
64.
|
Cisbio Bioassays SAS
|
France
|
Chromo G.A. SAS 10
|
65.
|
Cisbio Group SAS
|
France
|
PerkinElmer SAS (76%) 11
|
66.
|
EUROIMMUN France SAS
|
France
|
EUROIMMUN Medizinische Labordiagnostika AG
|
67.
|
ManCell SAS
|
France
|
PerkinElmer SAS
|
68.
|
PerkinElmer SAS
|
France
|
PerkinElmer Nederland B.V.
|
69.
|
Perten Instruments France SASU
|
France
|
Perten Instruments AB
|
70.
|
ZeLab SAS
|
France
|
Cisbio Group SAS
|
71.
|
EUROIMMUN Medizinische Labordiagnostika AG
|
Germany
|
PerkinElmer Germany Diagnostics GmbH
|
72.
|
PerkinElmer Cellular Technologies Germany GmbH
|
Germany
|
PerkinElmer LAS (Germany) GmbH
|
73.
|
PerkinElmer chemagen Technologie GmbH
|
Germany
|
PerkinElmer Cellular Technologies Germany GmbH
|
74.
|
PerkinElmer Germany Diagnostics GmbH
|
Germany
|
PerkinElmer Global Diagnostics S.à r.l.
|
75.
|
PerkinElmer LAS (Germany) GmbH
|
Germany
|
PerkinElmer Germany Diagnostics GmbH
|
76.
|
Perten Instruments GmbH
|
Germany
|
Perten Instruments AB
|
77.
|
Cisbio Asia Pacific Ltd
|
Hong Kong
|
Cisbio Bioassays SAS
|
78.
|
PerkinElmer (Hong Kong) Ltd.
|
Hong Kong
|
PerkinElmer Holdings, Inc.
|
79.
|
Biosense Technologies Pvt Ltd.
|
India
|
Tulip Diagnostics Pvt Ltd. 12
|
80.
|
Orchid Biomedical Systems Pvt Ltd.
|
India
|
Tulip Diagnostics Pvt Ltd.
|
81.
|
PerkinElmer Health Sciences Pvt Ltd.
|
India
|
PerkinElmer IVD Pte Ltd. (91%) 13
|
82.
|
PerkinElmer (India) Pvt Ltd.
|
India
|
PerkinElmer Singapore Pte Ltd. 14
|
83.
|
Tulip Diagnostics Pvt Ltd.
|
India
|
PerkinElmer Holding Luxembourg S.à r.l. (99%) 15
|
84.
|
PerkinElmer (Ireland) Ltd.
|
Ireland
|
Wellesley B.V.
|
85.
|
PerkinElmer Israel Ltd.
|
Israel
|
PerkinElmer Holding Luxembourg S.à r.l.
|
86.
|
Dani Analitica S.r.l.
|
Italy
|
Perkin Elmer Italia S.p.A.
|
87.
|
EUROIMMUN Italia Diagnostica Medica S.r.l.
|
Italy
|
EUROIMMUN Medizinische Labordiagnostika AG
|
88.
|
Perkin Elmer Italia SpA
|
Italy
|
Wellesley B.V.
|
89.
|
Perten Instruments Italia S.r.l.
|
Italy
|
Perten Instruments AB
|
90.
|
Cisbio KK
|
Japan
|
Cisbio Asia Pacific Ltd
|
91.
|
EUROIMMUN Japan Co. Ltd.
|
Japan
|
EUROIMMUN Medizinische Labordiagnostika AG
|
92.
|
PerkinElmer Japan Co. Ltd.
|
Japan
|
PerkinElmer Life Sciences International Holdings (97%) 16
|
93.
|
Perkin Elmer Yuhan Hoesa
|
Korea
|
PerkinElmer Diagnostics Global Holdings S.à r.l.
|
94.
|
PerkinElmer Diagnostics Global Holdings S.à r.l.
|
Luxembourg
|
PerkinElmer Global Holdings S.à r.l.
|
95.
|
PerkinElmer Finance Luxembourg S.à r.l.
|
Luxembourg
|
PerkinElmer Holding Luxembourg S.à r.l.
|
96.
|
PerkinElmer Global Diagnostics S.à r.l.
|
Luxembourg
|
PerkinElmer Global Financing S.à r.l.
|
97.
|
PerkinElmer Global Financing S.à r.l.
|
Luxembourg
|
PerkinElmer Global Holdings S.à r.l.
|
98.
|
PerkinElmer Global Holdings S.à r.l.
|
Luxembourg
|
PerkinElmer Holdings, Inc.
|
99.
|
PerkinElmer Holding Luxembourg S.à r.l.
|
Luxembourg
|
PerkinElmer Diagnostics Global Holdings S.à r.l.
|
100.
|
DNA Laboratories Sdn. Bhd.
|
Malaysia
|
Perkin Elmer Sdn. Bhd.
|
1
|
PerkinElmer Health Sciences, Inc. owns 2%.
|
2
|
PerkinElmer Holdings, Inc. owns a de minimus share.
|
3
|
PerkinElmer Holdings, Inc. owns a de minimus share.
|
4
|
PerkinElmer Holdings, Inc. owns 1%; PerkinElmer Health Sciences, Inc. owns a de minimus share.
|
5
|
Perten Instruments AB owns 3%.
|
6
|
PerkinElmer Holdings, Inc. owns 32%.
|
7
|
PerkinElmer (Shanghai) Equity Investment Fund Management Co., Ltd. owns 2%.
|
8
|
Shanghai Sai Ke Si Medical Technology L.P. owns 30%.
|
9
|
PerkinElmer Holding Luxembourg S.à r.l. owns a de minimus share.
|
10
|
Cisbio Group SAS owns a de minimus share.
|
11
|
ManCell SAS owns 24%.
|
12
|
Individual shareholder owns 1%.
|
13
|
Surendra Genetic Laboratory & Research Centre Pvt Ltd. owns 9%.
|
14
|
Wellesley B.V. owns a de minimus share.
|
15
|
Individual shareholders own 1%.
|
16
|
Wallac Oy owns 3%.
|
17
|
PerkinElmer, Inc. owns a de minimus share.
|
18
|
PerkinElmer CV Holdings, LLC owns 1%.
|
19
|
PerkinElmer Diagnostics Global Holdings S.à r.l. owns 27%.
|
20
|
Individual shareholders own de minimus shares.
|
|
/s/ DELOITTE & TOUCHE LLP
|
|
Boston, Massachusetts
|
February 25, 2020
|
1.
|
I have reviewed this Annual Report on Form 10-K of PerkinElmer, Inc.;
|
2.
|
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;
|
3.
|
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;
|
4.
|
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:
|
a)
|
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;
|
b)
|
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;
|
c)
|
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
|
d)
|
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
|
5.
|
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):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting that are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
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.
|
|
|
|
Date:
|
February 25, 2020
|
/S/ PRAHLAD SINGH, PhD
|
|
|
Prahlad Singh, PhD
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K of PerkinElmer, Inc.;
|
2.
|
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;
|
3.
|
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;
|
4.
|
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:
|
a)
|
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;
|
b)
|
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;
|
c)
|
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
|
d)
|
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
|
5.
|
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):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting that are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
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.
|
|
|
|
Date:
|
February 25, 2020
|
/s/ JAMES M. MOCK
|
|
|
James M. Mock
Senior Vice President and Chief Financial Officer
|
(1)
|
Based on my knowledge, the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
Based on my knowledge, the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
|
|
Date:
|
February 25, 2020
|
/S/ PRAHLAD SINGH, PhD
|
|
|
Prahlad Singh, PhD
|
|
|
President and Chief Executive Officer
|
|
|
|
Date:
|
February 25, 2020
|
/s/ JAMES M. MOCK
|
|
|
James M. Mock
Senior Vice President and Chief Financial Officer
|