Revvity (RVTY) 10-K risk factor changes: FY2020 vs FY2019
The 2021-01-03 10-K against the 2019-12-29 one, compared heading by heading and sentence by sentence.
Item 1A82 rewritten21 added11 removed151 unchanged
All filing items1,683 rewritten963 added538 removed1,404 unchanged
Summary
counted, not written
- Item 1A lists 25 risk factor headings: 1 new, 0 reworded and 24 unchanged since FY2019. 1 heading from FY2019 no longer appears.
- Sentence by sentence, 963 added, 538 removed, 1,683 rewritten and 1,404 unchanged across 22 items that differ.
New Item 1A headings (1)
- The pandemic caused by coronavirus disease 2019 (“COVID-19”) is having, and may continue to have, a negative effect on the demand for certain of our products and our global operations including our manufacturing capabilities, logistics and supply chain that may materially and adversely impact our business, financial conditions, results of operations and cash flows.
Removed Item 1A headings (1)
- Outbreaks of communicable diseases in various parts of China and other countries may materially and adversely affect our business, financial condition and results of operations.
A heading is new when no FY2019 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2020; struck-through words were in FY2019. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
82 rewritten, 21 added, 11 removed, 151 unchanged
[removed: | • |] [added: -] accurately anticipate customer needs, [removed: |]
[removed: | • |] [added: -] innovate and develop new reliable technologies and applications, [removed: |]
[removed: | • |] [added: -] receive regulatory approvals in a timely manner, [removed: |]
[removed: | • |] [added: -] successfully commercialize new technologies in a timely manner, [removed: |]
[removed: | • |] [added: -] price our products competitively, and manufacture and deliver our products in sufficient volumes and on time, and [removed: |]
[removed: | • |] [added: -] differentiate our offerings from our competitors’ offerings. [removed: |]
We have in the past supplemented, and may in the future supplement, our internal growth by acquiring businesses and licensing technologies that complement or augment our existing product lines, such as our recent acquisition of [removed: Cisbio Bioassays.][added: Horizon Discovery Group plc.]
[removed: | • |] [added: -] competition among buyers and licensees, [removed: |]
[removed: | • |] [added: -] the high valuations of businesses and technologies, [removed: |]
[removed: | • |] [added: -] the need for regulatory and other approval, and [removed: |]
[removed: | • |] [added: -] our inability to raise capital to fund these acquisitions. [removed: |]
Third parties [added: have in the past and] may [added: in the future] also challenge the validity of our issued patents, may circumvent or “design around” our patents and patent applications, or [removed: may] claim that our products, processes or technologies infringe their patents.
Claims by third parties in pending or future lawsuits could result in awards of substantial damages against us or court orders [added: that could effectively prevent us from manufacturing, using, importing or selling our products in the United States or other countries.]
[removed: | • |] [added: -] demand for and market acceptance of our products, [removed: |]
[removed: | • |] [added: -] competitive pressures resulting in lower selling prices, [removed: |]
[removed: | • |] [added: -] changes in the level of economic activity in regions in which we do business, [removed: |][added: including as a result of COVID-19 and other global health crises or pandemics,]
[removed: | • |] [added: -] changes in general economic conditions or government funding, [removed: |]
[removed: | • |] [added: -] settlements of income tax audits, [removed: |]
[removed: | • |] [added: -] expenses incurred in connection with claims related to environmental conditions at locations where we conduct or formerly conducted operations, [removed: |]
[removed: | • |] [added: -] contract termination and litigation costs, [removed: |]
[removed: | • |] [added: -] differing tax laws and changes in those laws, or changes in the countries in which we are subject to taxation, [removed: |]
[removed: | • |] [added: -] changes in our effective tax rate, [removed: |]
[removed: | • |] [added: -] changes in industries, such as pharmaceutical and biomedical, [removed: |]
[removed: | • |] [added: -] changes in the portions of our revenue represented by our various products and customers, [removed: |]
[removed: | • |] [added: -] our ability to introduce new products, [removed: |]
[removed: | • |] [added: -] our competitors’ announcement or introduction of new products, services or technological innovations, [removed: |]
[removed: | • |] [added: -] costs of raw materials, energy or supplies, [removed: |]
[removed: | • |] [added: -] changes in healthcare or other reimbursement rates paid by government agencies and other third parties for certain of our products and services, [removed: |]
[removed: | • |] [added: -] our ability to realize the benefit of ongoing productivity initiatives, [removed: |]
[removed: | • |] [added: -] changes in the volume or timing of product orders, [removed: |]
[removed: | • |] [added: -] fluctuation in the expense related to the mark-to-market adjustment on postretirement benefit plans, [removed: |]
[removed: | • |] [added: -] changes in our assumptions underlying future funding of pension obligations, [removed: |]
[removed: | • |] [added: -] changes in assumptions used to determine contingent consideration in acquisitions, and [removed: |]
[removed: | • |] [added: -] changes in foreign currency exchange rates. [removed: |]
We also ship our products through other carriers, including [added: commercial airlines, freight carriers,] national trucking firms, overnight carrier services and the United States Postal Service.
If one or more of the package delivery or import/export providers experiences a significant disruption in services or institutes a significant price increase, [added: including a service disruption as a result of the COVID-19 pandemic,] we may have to seek alternative providers and the delivery of our products could be prevented or delayed.
We are also subject to a variety of laws, regulations and standards that govern, among other things, the importation and exportation of products, the handling, transportation and manufacture of toxic or hazardous substances, [added: the collection, storage, transfer, use, disclosure, retention] and [added: other processing of personal data, and] our business practices in the United States and abroad such as anti-bribery, anti-corruption and competition laws.
We compete in markets in which we or our customers must comply with federal, state, local and foreign regulations, such as environmental, health and safety, [added: data privacy] and food and drug regulations.
[removed: Approximately 20%] [added: Nearly 10%] of our net sales from continuing operations in fiscal year [removed: 2019] [added: 2020] came from [removed: China.][added: the United Kingdom.]
Our sales originating outside the United States represented the majority of our total revenue in fiscal year [removed: 2019.][added: 2020.]
Risks Related to our Business Operations and Industry
The pandemic caused by coronavirus disease 2019 (“COVID-19”) is having, and may continue to have, a negative effect on the demand for certain of our products and our global operations including our manufacturing capabilities, logistics and supply chain that may materially and adversely impact our business, financial conditions, results of operations and cash flows.
We face risks related to public health crises and pandemics, including the COVID-19 pandemic that was first reported in China in December 2019 and has since spread to all geographic regions where our products are produced and sold.
The global impact of COVID-19 has resulted in an adverse impact on our operations, supply chains and distribution systems, as significant global mitigation measures, including government-directed quarantines, social distancing and shelter-in-place mandates, travel restrictions and/or bans, have been implemented, and in some areas relaxed, and then implemented again.
Continued uncertainty with respect to the severity and duration of the COVID-19 pandemic has contributed to the volatility of financial markets.
The COVID-19 pandemic has caused extended global economic disruption, and a global recession is possible.
We have experienced significant reductions in demand for certain of our products in our Discovery & Analytical Solutions segment due to the COVID-19 pandemic and although the severity and duration of the COVID-19 pandemic cannot be reasonably estimated at this time, additional impacts that we may experience include, but are not limited to: fluctuations in our stock price due to market volatility; further decreases in demand for certain of our products; reduced profitability; large-scale supply chain disruptions impeding our ability to ship and/or receive product; potential interruptions of, or limitations on manufacturing operations imposed by local, state or federal governments; shortages of key raw materials; workforce absenteeism and distraction; labor shortages; customer credit concerns; cybersecurity risks and data accessibility disruptions due to remote working arrangements; reduced sources of liquidity; increased borrowing costs; fluctuations in foreign currency markets; potential impairment in the carrying value of goodwill; other asset impairment charges; increased obligations related to our pension and other postretirement benefit plans; and deferred tax valuation allowances.
The rapid and continually evolving development of the COVID-19 situation, and the extent to which ongoing mitigation measures will be effective, precludes any prediction as to its ultimate impact.
However, we currently anticipate that business disruptions and market volatility resulting from the COVID-19 pandemic will continue to have a material adverse impact on the growth rate of certain of our businesses, particularly within the Discovery & Analytical Solutions segment, and may also have a material adverse impact on our overall financial condition, results of operations and cash flows.
Our Diagnostics segment has experienced an increase in revenue resulting from increased demand for our immunodiagnostics and applied genomics COVID-19 product offerings as well as from the COVID-19 testing laboratory facilities we have developed with the State of California and the United Kingdom.
The increased demand for these products is expected to continue into the first half of our fiscal year 2021, but the overall sustainability of the increase in associated revenue remains largely contingent upon consumer demand for COVID-19 testing as well as our ability to develop and produce COVID-19 products and successfully staff and manage the laboratories.
In addition, a global health crisis or pandemic such as the COVID-19 pandemic could have a significant adverse effect on our supply chain.
Risks Related to our Intellectual Property
Risks Related to Legal, Government and Regulatory Matters
Risks Related to our Foreign Operations
- a global health crisis of unknown duration, such as the COVID-19 pandemic,
Risks Related to our Debt
In addition, the market for both public and private debt offerings could experience liquidity concerns and increased volatility as a result of the COVID-19 pandemic, which could ultimately increase our borrowing costs and limit our ability to obtain future financing.
use in derivatives and other financial contracts that are currently indexed to LIBOR.
Risks Related to Ownership of our Common Stock
- changes to economic conditions arising from global health crises such as the COVID-19 pandemic.
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that could effectively prevent us from manufacturing, using, importing or selling our products in the United States or other countries.
Outbreaks of communicable diseases in various parts of China and other countries may materially and adversely affect our business, financial condition and results of operations.
We face risks related to health epidemics or outbreaks of communicable diseases.
Beginning in late 2019, China, as well as several other countries, experienced an outbreak of a highly contagious form of an upper respiratory infection caused by COVID-19, a novel coronavirus strain commonly referred to as coronavirus.
The outbreak has severely restricted the level of economic activity in affected areas and may have an adverse impact on sales of certain of our products and services, and/or our suppliers, especially in China.
The extent to which coronavirus impacts our results will depend on future developments, which are highly uncertain and cannot currently be predicted, including the severity of the outbreak and the responsive actions taken to contain it or treat its impact.
Nearly 3% of our net sales from continuing operations in fiscal year 2019 came from the United Kingdom.
Brexit has involved a process of lengthy negotiations between the United Kingdom and European Union member states to determine the future terms of the United Kingdom’s relationship with the European Union.
In addition, if the United Kingdom is unable to negotiate trade agreements with terms as beneficial to the United Kingdom as those previously in place under global trade agreements negotiated by the European Union on behalf of its members, the United Kingdom could face increased trade barriers which could make our doing business in United Kingdom more difficult.
An excerpt. Shown here: 40 of 82 rewritten, all 21 added and all 11 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2020 filing and the FY2019 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
249 rewritten, 95 added, 108 removed, 234 unchanged
Each of the fiscal years ended December 29, 2019 ("fiscal year [removed: 2019"),] [added: 2019") and] December 30, 2018 ("fiscal year 2018") [removed: and December 31, 2017 ("fiscal year 2017")] included 52 weeks.
The fiscal year ending January [removed: 3, 2021] [added: 2, 2022] ("fiscal year [removed: 2020")] [added: 2021")] will include [removed: 53] [added: 52] weeks.
Overview of Fiscal [removed: Year 2019][added: Year 2020]
During fiscal year [removed: 2019,] [added: 2020,] we continued to see strong returns from our acquisitions as well as our organic investments across technology, marketing and people.
Our overall revenue in fiscal year [removed: 2019] [added: 2020] increased [removed: $105.7] [added: $899.1] million, or [removed: 4%,] [added: 31%,] as compared to fiscal year [removed: 2018,] [added: 2019,] reflecting an increase of [removed: $53.0] [added: $929.4] million, or [removed: 3%,] [added: 82%,] in our [removed: Discovery & Analytical Solutions] [added: Diagnostics] segment revenue [removed: and an increase] [added: partially offset by a decrease] of [removed: $52.7] [added: $30.4] million, or [removed: 5%,] [added: 2%,] in our [removed: Diagnostics] [added: Discovery & Analytical Solutions] segment revenue.
The [removed: increase] [added: decrease] in our Discovery & Analytical Solutions segment during fiscal year [removed: 2019] [added: 2020] was [removed: due to] [added: driven by a decrease of $85.4 million from our applied markets revenue partially offset by] an increase of [removed: $42.5] [added: $55.0] million from our life sciences market [removed: revenue and $10.4 million from our applied markets] revenue.
The increase in our Diagnostics segment revenue during fiscal year [removed: 2019] [added: 2020] was primarily [removed: due to] [added: driven by increased demand for our COVID-19 product offerings resulting in] an increase of [removed: $37.2] [added: $547.4] million from our immunodiagnostics revenue and [removed: $22.4] [added: an increase of $398.3] million from our [removed: reproductive health] [added: applied genomics] revenue partially offset by a decrease of [removed: $6.9] [added: $16.2] million from our [removed: applied genomics] [added: reproductive health] revenue.
Our consolidated gross margins increased [removed: 14] [added: 736] basis points in fiscal year [removed: 2019,] [added: 2020,] as compared to fiscal year [removed: 2018,] [added: 2019,] primarily due to [added: higher sales volume,] favorable shift in product mix and continued productivity initiatives to improve our supply [removed: chain.][added: chain, partially offset by increased amortization expense.]
Our consolidated operating margin increased [removed: 89] [added: 1,332] basis points in fiscal year [removed: 2019,] [added: 2020,] as compared to fiscal year [removed: 2018] [added: 2019,] primarily due to [removed: favorable shift in product mix and lower costs as a result of our cost containment and productivity initiatives] [added: higher sales volume, which was] partially offset by increased amortization of intangible [removed: assets] [added: assets, investments in new product development] and [removed: acquired inventory revaluation.][added: growth initiatives.]
Overall, we believe that our strategic [removed: focus on diagnostics and discovery] [added: priorities] and [removed: analytical solutions markets,] [added: recent portfolio transformations,] coupled with our [removed: deep portfolio] [added: expanded range] of [removed: technologies and applications,] [added: product offerings,] leading market positions, global scale and financial strength [removed: will provide] [added: provides] us with a foundation for [added: continued] growth.
Revenue for fiscal year [removed: 2019] [added: 2020] was [removed: $2,883.7] [added: $1,715.8] million, as compared to [removed: $2,778.0] [added: $1,746.2] million for fiscal year [removed: 2018, an increase] [added: 2019, a decrease] of [removed: $105.7] [added: $30.4] million, or [removed: 4%,] [added: 2%,] which includes an approximate [removed: 1%] [added: 2%] increase in revenue attributable to acquisitions and [removed: divestitures and a][added: divestitures.]
The analysis in the remainder of this paragraph compares segment revenue for fiscal year [removed: 2019] [added: 2020] as compared to fiscal year [removed: 2018] [added: 2019] and includes the effect of foreign exchange rate fluctuations, and acquisitions and divestitures.
Our Discovery & Analytical Solutions segment revenue [removed: increased] [added: decreased] by [removed: $53.0] [added: $30.4] million, or [removed: 3%,] [added: 2%,] due to [removed: an increase of $42.5 million from our life sciences market revenue and an increase] [added: a decrease] of [removed: $10.4] [added: $85.4] million from our applied markets revenue, partially offset by [removed: unfavorable changes in foreign exchange rates.][added: an increase of $55.0 million from our life sciences market revenue.]
As a result of adjustments to deferred revenue related to certain acquisitions required by business combination rules, we did not recognize $0.8 million of revenue [removed: primarily related to our Diagnostics segment] for each of fiscal years [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] that otherwise would have been recorded by the acquired businesses during each of the respective periods.
Cost of revenue for fiscal year [removed: 2019] [added: 2020] was [removed: $1,487.6 million,] [added: $1.7 billion,] as compared to [removed: $1,437.1 million] [added: $1.5 billion] for fiscal year [removed: 2018,] [added: 2019,] an increase of approximately [removed: $50.6] [added: $185.3] million, or [removed: 4%.][added: 12%.]
As a percentage of revenue, cost of revenue decreased to [removed: 51.6%] [added: 44.2%] in fiscal year [removed: 2019] [added: 2020] from [removed: 51.7%] [added: 51.6%] in fiscal year [removed: 2018,] [added: 2019,] resulting in an increase in gross margin of approximately [removed: 14] [added: 736] basis points to [removed: 48.4%] [added: 55.8%] in fiscal year [removed: 2019] [added: 2020] from [removed: 48.3%] [added: 48.4%] in fiscal year [removed: 2018.][added: 2019.]
Amortization of intangible assets increased and was [removed: $61.4] [added: $65.3] million for fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: $46.2] [added: $61.4] million for fiscal year [removed: 2018.][added: 2019.]
Stock-based compensation expense was [removed: $1.6] [added: $1.4] million for fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: $1.5] [added: $1.6] million for fiscal year [removed: 2018.][added: 2019.]
The amortization of purchase accounting adjustments to record the inventory from certain acquisitions added an incremental expense of [removed: $21.6] [added: $2.8] million for fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: $19.3] [added: $21.6] million for fiscal year [removed: 2018.][added: 2019.]
Acquisition and divestiture-related [removed: expenses,] [added: costs,] contingent consideration and other costs [removed: were minimal] [added: decreased expenses by $4.0 million] for fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: an] incremental expense of [removed: $0.1] [added: $2.1] million for fiscal year [removed: 2018.][added: 2019.]
Selling, general and administrative expenses for fiscal year [removed: 2019] [added: 2020] were [removed: $815.3] [added: $917.9] million, as compared to [removed: $811.9] [added: $815.3] million for fiscal year [removed: 2018,] [added: 2019,] an increase of approximately [removed: $3.4] [added: $102.6] million, or [removed: 0.4%.][added: 12.6%.]
As a percentage of revenue, selling, general and administrative expenses decreased to [removed: 28.3%] [added: 24.3%] in fiscal year [removed: 2019] [added: 2020] from [removed: 29.2%] [added: 28.3%] in fiscal year [removed: 2018.][added: 2019.]
Amortization of intangible assets increased to [removed: $103.0] [added: $127.3] million for fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: $81.8] [added: $103.0] million for fiscal year [removed: 2018.][added: 2019.]
Stock-based compensation expense [removed: increased] [added: decreased] to [removed: $28.8] [added: $26.5] million for fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: $25.9] [added: $28.8] million for fiscal year [removed: 2018.][added: 2019.]
Acquisition and divestiture-related expenses, contingent consideration and other costs added an incremental expense of [removed: $7.9] [added: $5.0] million [removed: for] [added: in] fiscal year [removed: 2019] [added: 2020,] as compared to [removed: $30.5] [added: an incremental expense of $6.6] million for fiscal year [removed: 2018.][added: 2019.]
[removed: During fiscal year 2019, legal] [added: Legal] costs for significant litigation matters [added: and settlements] were [removed: $2.3 million,] [added: $7.1 million for fiscal year 2020,] as compared to [removed: $5.5] [added: $2.3] million for fiscal year [removed: 2018.][added: 2019.]
In addition to the above items, the increase in selling, general and administrative expenses was primarily the result of costs related to [removed: growth investments,] [added: investments in people, digital capabilities and innovation and the extra fiscal week,] which were partially offset by lower costs resulting from cost containment and productivity initiatives.
Research and development expenses for fiscal year [removed: 2019] [added: 2020] were [removed: $189.3] [added: $205.4] million, as compared to [removed: $194.0] [added: $189.3] million for fiscal year [removed: 2018, a decrease] [added: 2019, an increase] of [removed: $4.7] [added: $16.1] million, or [removed: 2%.][added: 8.5%.]
As a percentage of revenue, research and development expenses decreased to [removed: 6.6%] [added: 5.4%] in fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: 7.0%] [added: 6.6%] in fiscal year [removed: 2018.][added: 2019, primarily driven by outsized volume increases.]
Amortization of intangible assets [added: increased and] was [removed: minimal in] [added: $116.3 million for] fiscal year [removed: 2019,] [added: 2020] as compared to [removed: $7.9] [added: $111.4] million [removed: in] [added: for] fiscal year [removed: 2018.][added: 2019.]
Stock-based compensation expense was [removed: $1.1] [added: $1.2] million in fiscal year [removed: 2019,] [added: 2020,] as compared to [removed: $1.4] [added: $1.1] million in fiscal year [removed: 2018.][added: 2019.]
In addition to the above items, the [removed: decrease] [added: increase] in research and development expenses was driven by [removed: improved leverage of] investments in new product [removed: development and project timing.][added: development.]
We have undertaken a series of restructuring actions related to the impact of acquisitions and divestitures, the alignment of our operations with our growth [removed: strategy,] [added: strategy and] the integration of our business units and productivity initiatives.
Restructuring and other costs, net [added: were $8.0 million] for fiscal year [removed: 2019 were $29.4 million] [added: 2020] as compared to [removed: $11.1] [added: $29.4] million for fiscal year [removed: 2018.][added: 2019.]
We implemented a restructuring plan in [removed: each of] the [removed: first,] third [removed: and fourth quarters] [added: quarter] of fiscal year [removed: 2018] [added: 2020] consisting of workforce reductions principally intended to realign resources to emphasize growth initiatives [removed: (the "Q1 2018 Plan", "Q3 2018 Plan" and "Q4 2018 Plan", respectively).][added: ("Q3 2020 Plan").]
The following table summarizes the number of employees reduced, the initial restructuring or contract termination charges by operating segment, and the dates by which payments were substantially completed, or the expected dates by which payments will be substantially completed, for restructuring actions implemented during fiscal years [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] in continuing operations:
| | [added: | |] Workforce Reductions | | | | | | | | | | [added: | | | | | | | |] Closure of Excess Facility | | | | | | | | [added: | | | |] Total | | | | [added: | |] (Expected) Date Payments Substantially Completed by | | | [added: | | | | | |]
| | [added: | |] Headcount Reduction | | [added: | | | |] Diagnostics | | | | [added: | |] Discovery & Analytical Solutions | | | | [added: | |] Diagnostics | | | | [added: | |] Discovery & Analytical Solutions | | | | | [added: | | | |] Severance | | [added: | | | |] Excess Facility | | | | [added: | |]
| | [removed: (In] [added: | | (In] thousands, except headcount [removed: data)] [added: data)] | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | |]
| Q4 2019 Plan | [added: | |] 22 | | [removed: $] | [added: | | |] 2,404 | | | [removed: $] | [added: | |] 177 | | | [removed: $] | [added: | |] — | | | [removed: $] | [added: | |] — | | | [removed: $] | [added: | |] 2,581 | | | [added: | | |] Q3 FY2020 | | [added: | | | |] — | [added: | |]
The fiscal year ended January 3, 2021 ("fiscal year 2020") included 53 weeks.
The additional week in fiscal year 2021 has been reflected in our first quarter.
In our Diagnostics segment, we experienced tremendous demand for our immunodiagnostics and applied genomics COVID-19 product and service offerings across all regions.
In our reproductive health business, an expanded range of product offerings and increased geographic reach partially offset the impact of declining birthrates.
In our Discovery & Analytical Solutions segment, the decrease in our applied markets revenue was driven by reduced demand as a result of the COVID-19 pandemic, resulting in a decrease in revenue from our industrial, environmental and food markets.
The total increase in revenue reflects an increase in our Diagnostics segment revenue of $929.4 million, or 82%, due to increased demand for our COVID-19 product offerings resulting in an increase of $547.4 million from our immunodiagnostics revenue and an increase of $398.3 million from our applied genomics revenue, partially offset by a decrease of $16.2 million in our reproductive health revenue.
As a result of adjustments to deferred revenue related to certain acquisitions required by business combination rules, we did not recognize $0.8 million of revenue primarily related to our Diagnostics segment for each of fiscal years 2020 and 2019 and $0.3 million of revenue primarily related to our Discovery & Analytical Solutions segment in fiscal year 2020 that otherwise would have been recorded by the acquired businesses during each of the respective periods.
Asset impairment added an incremental expense of $7.9 million for fiscal year 2020.
In addition to the factors noted above, the overall increase in gross margin is primarily the result of higher sales volume, favorable shift in product mix and continued productivity initiatives to improve our supply chain partially offset by increased amortization expense.
Other purchase accounting adjustments decreased expenses by $8.8 million for fiscal year 2020, as compared to increasing expenses by $3.9 million for fiscal year 2019.
Costs for significant environmental matters added an incremental expense of $5.2 million for fiscal year 2020.
We implemented a restructuring plan in the first quarter of fiscal year 2020 consisting of workforce reductions and closure of excess facilities principally intended to realign resources to emphasize growth initiatives (the "Q1 2020 Plan").
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| Q3 2020 Plan | | | 23 | | | | | | $ | 901 | | | | | $ | 2,080 | | | | | $ | — | | | | | $ | — | | | | | $ | 2,981 | | | | | Q2 FY2021 | | | | | | — | | |
| Q1 2020 Plan | | | 32 | | | | | | 1,134 | | | | | | 2,312 | | | | | | 682 | | | | | | 92 | | | | | | 4,220 | | | | | | Q4 FY2020 | | | | | | Q1 FY2022 | | |
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| Foreign consolidations | | | 15,222 | | | | | | — | | | | | | | | |
The acquired businesses include Horizon Discovery Group plc (“Horizon”), a company based in Cambridge, UK with approximately 400 employees, which was acquired on December 23, 2020 for a total consideration of $399.4 million (£296.0 million), and three other businesses which were acquired for a total consideration of $39.3 million.
tangible and intangible assets acquired and liabilities assumed, assets and liabilities related to income taxes and related valuation allowances, and residual goodwill.
The cost estimates are subject to a number of variables, including the stage of the
As a result of adjustments to deferred revenue related to certain acquisitions required by business combination rules, we did not recognize $0.3 million of revenue primarily related to our Discovery & Analytical Solutions segment for fiscal year 2020 that otherwise would have been recorded by the acquired businesses during the period.
The decrease in our applied markets revenue was driven by reduced demand as a result of the COVID-19 pandemic, resulting in a decrease in revenue from our industrial, environmental and food markets.
The increase in our life sciences market revenue was the result of an increase in revenue in our pharmaceutical and biotechnology markets driven by continued growth in our Informatics and OneSource businesses, which were partially offset by a decrease in revenue from our academia and governmental markets.
For a discussion of our results of operations for fiscal year 2019 as compared to fiscal year 2018, see Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations in our annual report on Form 10-K for the fiscal year ended December 29, 2019 filed with the Securities and Exchange Commission on February 25, 2020.
*Fiscal Year 2020 Compared to Fiscal Year 2019*
Revenue for fiscal year 2020 was $2,066.9 million, as compared to $1,137.5 million for fiscal year 2019, an increase of $929.4 million, or 82%.
Legal costs for significant litigation matters and settlements were $1.2 million for fiscal year 2020, as compared to $0.1 million for fiscal year 2019.
Asset impairment was $7.9 million for fiscal year 2020.
For a discussion of our results of operations for fiscal year 2019 as compared to fiscal year 2018, see Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations in our annual report on Form 10-K for the fiscal year ended December 29, 2019 filed with the Securities and Exchange Commission on February 25, 2020.
Fiscal Year 2020 Compared to Fiscal Year 2019
The cash provided by continuing operations during fiscal year 2020 was partially offset by a net cash decrease in working capital of $433.7 million, deferred tax benefit of $29.1 million and change in fair value of contingent consideration of $8.8 million.
The increase in inventory was primarily due to the ramp up of COVID-19 product offerings.
The increase in accounts payable were primarily the result of term extensions and ramp-up in COVID-19 inventory.
Proceeds from surrender of life insurance policies were $0.3 million in fiscal year 2020.
During fiscal year 2020, our debt payments totaled $897.7 million which were partially offset by debt borrowings of $714.7 million.
This compares to debt payments of $1,692.5 million and payments of debt issuance costs of $9.9 million, which were partially offset by our debt borrowings of $1,599.4 million in fiscal year 2019.
In our Discovery & Analytical Solutions segment, we experienced growth during fiscal year 2019 driven by successful new product introductions and the performance of our acquisitions.
We saw continued growth in our food portfolio mostly driven by cannabis demand, while in the life sciences market, we experienced strength in our drug discovery offering and strong performance in our Informatics business.
In our Diagnostics segment, we experienced growth from reproductive health, genetic testing and immunodiagnostics solutions across all regions.
We saw strong growth in immunodiagnostics driven by EUROIMMUN which was broad-based from both a geographic and product basis, as well as continued growth in our Tulip and Symbio franchises, partially offset by a decline in the performance of applied genomics during fiscal year 2019.
In our reproductive health business, expanded coverage in Asia helped to offset the effect of decreased birthrates.
During fiscal year 2019, we expanded the extent and the reach of our capabilities to enable earlier treatments and better outcomes, both in terms of diseases and geographies.
We continue to believe that we are well positioned to take advantage of the spending trends in our end markets and to promote efficiencies in markets where current conditions may increase demand for certain services.
2% decrease in revenue attributable to changes in foreign exchange rates.
The total increase in revenue reflects an increase in our Diagnostics segment revenue of $52.7 million, or 5%, due to growth in our reproductive health and immunodiagnostics businesses partially offset by unfavorable changes in foreign exchange rates.
In addition to the factors noted above, the overall increase in gross margin primarily the result of mix, price and improved manufacturing and services productivity.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 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 | | — |
We expect to make payments on these relocation activities through fiscal year 2021.
At December 29, 2019, we had $13.9 million recorded for accrued restructuring and other charges, of which $11.6 million was recorded in short-term accrued restructuring and other charges, $0.4 million in accrued expenses and other current liabilities, $0.8 million was recorded in long-term liabilities, and $1.1 million was recorded in operating lease liabilities.
At December 30, 2018, we had $6.2 million recorded for accrued restructuring and other charges, of which $4.8 million was recorded in short-term accrued restructuring and other charges and $1.4 million was recorded in long-term liabilities.
The following table summarizes our restructuring accrual balances and related activity by restructuring plan, as well as other accrual balances and related activity, during fiscal years 2019 and 2018 in continuing operations:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | 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. |
An excerpt. Shown here: 40 of 249 rewritten, 40 of 95 added and 40 of 108 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2020 filing and the FY2019 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
24 rewritten, 9 added, 9 removed, 49 unchanged
We believe we had no significant concentrations of credit risk as of [removed: December 29, 2019.][added: January 3, 2021.]
Approximately 70% of our business is conducted outside of the United States, generally in [added: foreign currencies.]
Principal hedged currencies include the [added: Brazilian Real, British Pound,] Chinese Yuan, Euro, [removed: British Pound, Swedish Krona, and] [added: Indian Rupee,] Singapore [removed: Dollar.][added: Dollar and Swedish Krona.]
We held forward foreign exchange contracts, designated as economic hedges, with U.S. dollar equivalent notional amounts totaling [added: $808.0 million at January 3, 2021,] $277.6 million at December 29, 2019, [added: and] $223.3 million at December 30, 2018, and [removed: $212.1 million at December 31, 2017, and] the fair value of these foreign currency derivative contracts was insignificant.
The duration of these contracts was generally 30 days or less during each of fiscal years [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017.][added: 2018.]
In addition, in connection with certain intercompany loan agreements utilized to finance [removed: its] [added: our] acquisitions and stock repurchase program, we enter into forward foreign exchange contracts intended to hedge movements in foreign exchange rates prior to settlement of such intercompany loans denominated in foreign currencies.
The outstanding forward exchange contracts designated as economic hedges, which were intended to hedge movements in foreign exchange rates prior to the settlement of certain intercompany loan agreements, included combined Euro notional amounts of [removed: €105.8] [added: €33.4] million and [removed: combined] U.S. Dollar notional amounts of [removed: $5.6] [added: $499.0] million as of [removed: December 29, 2019,] [added: January 3, 2021,] combined Euro notional amounts of [removed: €37.3] [added: €105.8] million and combined U.S. Dollar notional amounts of [removed: $5.7] [added: $5.6] million as of December [removed: 30, 2018,] [added: 29, 2019,] and combined Euro notional amounts of [removed: €57.2] [added: €37.3] million and combined U.S. Dollar notional amounts of [removed: $1.3 billion] [added: $5.7 million] as of December [removed: 31, 2017.][added: 30, 2018.]
The net gains and losses on these derivatives, combined with the gains and losses on the remeasurement of the hedged intercompany loans were not material for each of the fiscal years [removed: 2019] [added: 2020] and [removed: 2018.][added: 2019.]
We paid [removed: $1.3] [added: $4.6] million and [removed: $34.1] [added: $1.3] million during the fiscal years [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively, from the settlement of these hedges.
The cumulative translation gains or losses will remain in [removed: AOCI] [added: accumulated other comprehensive income ("AOCI")] until the foreign subsidiaries are liquidated or sold.
As of [removed: December 29, 2019,] [added: January 3, 2021,] the total notional amount of the 2026 Notes that was designated to hedge investments in foreign subsidiaries was [removed: €203.3] [added: €497.2] million.
The unrealized foreign exchange [removed: gains] [added: losses (gains)] recorded in AOCI related to the net investment hedge were [removed: $4.9] [added: $49.6] million and [removed: $9.3] [added: $(4.9)] million during the fiscal years [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.
During fiscal year 2018, we designated the [removed: April] 2021 Notes to hedge our investments in certain foreign subsidiaries.
Unrealized translation adjustments from the [removed: April] 2021 Notes were included in the foreign currency translation component of AOCI, which offsets translation adjustments on the underlying net assets of foreign subsidiaries.
The unrealized foreign exchange [removed: gains] [added: losses (gains)] recorded in AOCI related to the net investment hedge were [removed: $8.0] [added: $1.8] million and [removed: $27.5] [added: $(8.0)] million during the fiscal years [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.
In assessing the effectiveness of this hedge, we use a method based on changes in spot rates to measure the impact of [added: the] foreign currency exchange rate fluctuations on both our foreign subsidiary net investment and the related swap.
[added: Under this method, changes in] the [added: fair value of the] hedging instrument other than those due to changes in the spot rate are initially recorded in AOCI as a translation adjustment, and then are amortized into other (income) expense, net in the condensed consolidated statement of operations using a systematic and rational method over the instrument’s term.
[removed: On December 29, 2019,] [added: As of January 3, 2021,] the fair value of the cross-currency swap was [removed: $0.3] [added: $(18.3)] million, which was recorded in AOCI.
As of [removed: December 29, 2019,] [added: January 3, 2021,] this computation estimated that there is a 5% chance that the market value of the underlying exposures and the corresponding derivative instruments either increase or decrease due to foreign currency fluctuations by more than [removed: $0.1] [added: $0.5] million.
Specifically, during each of the four quarters ended in fiscal year [removed: 2019,] [added: 2020,] the Value-At-Risk ranged between [removed: $0.1] [added: $0.2] million and $0.5 million, with an average of approximately [removed: $0.3] [added: $0.4] million.
*Interest Rate Risk.* As of [removed: December 29, 2019,] [added: January 3, 2021,] we had [removed: $325.4] [added: $158.6] million in outstanding borrowings under our senior unsecured revolving credit facility.
Management’s Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources,” amounts drawn under our senior unsecured revolving credit facility [removed: bear interest at variable rates.]
Our cash and cash equivalents, for which we receive interest at variable rates, were [removed: $191.9] [added: $402.0] million at [removed: December 29, 2019.][added: January 3, 2021.]
An increase of 10%, or approximately [removed: 27] [added: 10] basis points, in current interest rates would cause our cash outflows to increase by [removed: $0.9] [added: $0.2] million for fiscal year [removed: 2020.][added: 2021.]
During the second quarter of fiscal year 2020, we removed the hedging relationship of the first €100.0 million of the 2021 Notes and investments in certain foreign subsidiaries.
During the third quarter of fiscal year 2020, we removed the hedging relationship of the remaining €200.0 million of the 2021 Notes and investments in certain foreign subsidiaries.
The unrealized foreign exchange (losses) gains recorded in AOCI related to cross-currency swap were $(18.6) million and $0.3 million during the fiscal years 2020 and 2019, respectively.
During the second and third quarters of fiscal year 2020, we entered into forward foreign exchange contracts, designated as cash flow hedges, to hedge the 2021 Notes.
The effective portion of the gain or loss of the cash flow hedges will be reported as a component of other comprehensive income and reclassified into earnings in the same period during which the hedged transaction affects earnings.
As of January 3, 2021, the total notional amount of the forward foreign exchange contracts that were designated as cash flow hedges was €300.0 million.
The unrealized foreign exchange gains recorded in earnings related to the cash flow hedges were $29.3 million during the fiscal year 2020.
We do not expect any material net pre-tax gains or losses to be reclassified from accumulated other comprehensive (loss) income into interest and other expense, net within the next twelve months.
bear interest at variable rates.
foreign currencies.
As of December 29, 2019, the total notional amount of the April 2021 Notes that was designated to hedge investments in foreign subsidiaries was €299.9 million.
Under this method, changes in the fair value of
In connection with the early redemption of the November 2021 Notes, on September 11, 2019, we entered into a reverse treasury rate lock agreement with a financial intermediary with a notional amount of $500.0 million.
We entered into the reverse treasury rate lock agreement in order to hedge the variability in the redemption payment on the entire principal amount of the November 2021 Notes.
The reverse treasury rate lock substantively fixed the present value of the forecasted debt make-whole payment, which was priced on October 10, 2019, to mitigate risk associated with the changes in the 2-year U.S. treasury yield.
We received $1.0 million upon settlement of the reverse treasury rate lock.
| | |
| --- | --- |
Item 1. Business
92 rewritten, 123 added, 17 removed, 102 unchanged
As of [removed: December 29, 2019,] [added: January 3, 2021,] we employed approximately [removed: 13,000] [added: 14,000] employees.
To execute on our strategy and accelerate revenue growth, we focus on broadening our offerings through both the [removed: acquisition of innovative technology and] investment in research and [removed: development.][added: development and the acquisition of innovative technology.]
[removed: | • | Achieving significant] [added: - Augmenting] growth in both of our core business segments, Discovery & Analytical Solutions and Diagnostics, through strategic acquisitions and licensing; [removed: |]
[removed: | • |] [added: -] Accelerating [added: transformational] innovation through both internal research and development and third-party collaborations and alliances; [removed: |]
[removed: | • |] [added: -] Strengthening our position within key markets by expanding our global product and service [removed: offerings and] [added: offerings,] maintaining superior product [removed: quality; |][added: quality and driving an enhanced customer experience;]
[removed: | • | Utilizing] [added: - Opportunistically utilizing] our share repurchase programs to help drive shareholder [removed: value; and |][added: value.]
[removed: | • |] [added: -] Attracting, retaining and developing talented and engaged [removed: employees. |][added: employees;]
*Acquisitions in Fiscal Year [removed: 2019:*][added: 2020:*]
We completed the acquisition of [removed: five] [added: four] businesses for aggregate consideration of [removed: $433.1] [added: $438.7] million.
During fiscal year [removed: 2019,] [added: 2020,] we recorded pre-tax restructuring charges of [removed: $21.8] [added: $4.5] million in our Discovery & Analytical Solutions segment and [removed: $7.6] [added: $2.7] million in our Diagnostics segment related to workforce reductions [removed: from] [added: and closure of excess facilities due to] restructuring activities.
We recorded pre-tax charges of $0.2 million and [removed: $0.2] [added: $0.1] million in the Discovery & Analytical Solutions and Diagnostics segments, respectively, during fiscal year [removed: 2019] [added: 2020] as a result of these contract terminations.
We also recorded pre-tax charges of [removed: $0.8] [added: $4.3] million associated with relocating facilities during fiscal year [removed: 2019.][added: 2020.]
We expect no significant impact on future operating results or cash flows from the restructuring activities executed in fiscal year [removed: 2019.][added: 2020.]
[removed: | • |] [added: -] 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 [removed: used for beta, gamma and luminescence counting in microplate and vial formats utilized in research, environmental and drug discovery applications. |]
[removed: | • |] [added: -] The Opera Phenix® high content screening system, which is used for sensitive and high speed phenotypic drug screening of complex cellular models. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] The EnSight® multimode plate reader benchtop system, offering well plate imaging alongside labeled detection technologies for target-based and phenotypic assays. [removed: |]
[removed: | • |] [added: -] The EnVision® multimode plate reader, designed for high-throughput screening laboratories, including those using HTRF®, AlphaScreen®, AlphaLISA® and/or AlphaPlex® technologies. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] TSATM Plus biotin kits, which can increase sensitivity of histochemistry and cytochemistry as much as 10 to 20 times. [removed: |]
[removed: | • | 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. [removed: |]
[removed: | • | 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. [removed: 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. |]
[removed: | • |] OneSource® [removed: 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. [removed: |]
[removed: | • |] [added: -] OneSource® Dashboard, a TIBCO® Spotfire® technology driven interactive graphical platform, [removed: providing] [added: which provides] visibility to a customer’s global asset population, service event and downtime distribution, as well as key performance indicators to assist in asset operation. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] PerkinElmer SignalsTM [removed: Notebook,] [added: electronic notebook,] a scientific research data management solution, [removed: allowing] [added: which allows] researchers to record research data and experiments in digital notebooks, drag [removed: &] [added: and] drop, store, organize, share, find and filter data easily. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] ChemDraw® 18, a chemical structure drawing and visualization application for scientists and researchers. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • |] [added: -] The Flexar™ ultra-high performance liquid chromatography (UHPLC) and Flexar advanced liquid chromatography systems, which provide high throughput and resolution chromatographic separations. [removed: |]
[removed: | • |] [added: -] 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 [removed: requirements. |][added: requirements for food, cannabis and environmental testing laboratories.]
[removed: | • |] [added: -] 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. [removed: |]
[removed: | • | Our] [added: - The] 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. [removed: |]
[removed: | • |] [added: -] 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. [removed: 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. |]
[removed: | • |] [added: -] The [removed: LAMBDA™ UV/Vis, a] [added: LAMBDA® UV/Vis] 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. [removed: |]
- Engraining focused operational excellence to improve organizational efficiency and agility; and
They are also used to drive advancement or innovation of new products, with a recent focus on increasing the recyclability and biodegradability of materials and improving electric vehicle battery performance.
used for beta, gamma and luminescence counting in microplate and vial formats utilized in research, environmental and drug discovery applications.
- The Victor Nivo® multimode plate reader benchtop system, which is designed for assay development and academic labs including those using HTRF®, AlphaLISA® and/or AlphaPlex® technologies.
- 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.
- The QuantumTM GX2 system, which enables in vivo imaging of multiple species across multiple disease areas by delivering industry-leading high resolution imaging.
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.
- OneSource® laboratory services, a comprehensive portfolio of multivendor instrument management, QA/QC, lab relocation, scientific, laboratory IT and regulatory compliance services.
- The LC 300™ ultra-high performance liquid chromatography (UHPLC) and LC 300 high performance liquid chromatography (HPLC) systems, which provide high throughput along with superior performance and sensitivity.
- The SimplicityChrom™ CDS software which offers liquid chromatography workflows and intuitive functions with full 21CFR 11 compliance.
The Quasar™ SPP or Quasar™ Silica LC columns can be used across any HPLC or UHPLC system.
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.
- The LPC 500™ liquid particle counter featuring single particle optical sizing technology.
This patent-pending integrated solution considerably improves operating costs.
This includes the Spectrum™ 3 MIR/NIR/FIR Spectrometer designed to provide high sensitivity and flexibility to address a range of sample types and the Spotlight™ IR Microscopic and Imaging systems which are designed for scientists whose samples demand higher sensitivity and simpler analysis and workflows.
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.
- 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 DA 6200™ NIR analyzer, which helps meat and olive processors conduct quality and process control accurately, easily and quickly.
- 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.
- MaxSignal HTS™ Total Aflatoxins and DON ELISA kits featuring automated and easy-to-use mycotoxin testing workflows.
Using the new assays and automation, food safety QA managers and lab teams at grain processors, feed mills, pet food companies and contract labs can process up to 192 samples in less than 90 minutes.
In addition to the significant improvement in productivity (or sample throughput), the new solutions handle complex matrices with high sensitivity and accuracy.
The workflow is designed to “set it and forget it,” which minimizes the need for manual intervention, reducing the risk of manual error and helping the customer meet their regulatory standards.
- PerkinElmer Solus One™ Listeria monocytogenes ELISA Assay.
This new offering will help high throughput food processors and contract labs focus on L. mono testing for food and environmental surface samples.
In sync with leading industry standards, the new solution is being introduced with Performance Tested Method SM (PTM) certification from AOAC® INTERNATIONAL (Association of Official Analytical Collaboration).
- DA 7350™ instrument and Process Plus™ cloud-based software to provide continuous quality control for food and food ingredient manufacturing processes.
The new solution is designed to enable food producers to increase efficiency and yield and improve margins by reducing waste, optimizing the use of expensive raw materials and improving product consistency.
This innovation is part of PerkinElmer’s portfolio of quality and safety solutions across meat, dairy, seafood, produce, edible oils and cannabis.
- Perten® Glutomatic® 2000 system for gluten quantity and quality testing of wheat, durum, semolina and flour.
The solution features the new Perten Glutomatic® 2000 instrument with a modern user interface and simplified data connectivity and is designed to operate within automated process workflows.
It also includes seamless integration to PerkinElmer’s high-speed Centrifuge 2010 (with two Gluten Index test cassettes) and the Glutork 2020 drying technology.
The Glutomatic® 2000 system leverages the Perten Gluten Index method which, for the past 40 years, has set the global standard for wheat and flour gluten testing.
- LactoScope™ FT-B instrument, which delivers quick and accurate full spectrum component testing and adulterant screening for liquid dairy products such as whey, raw and skim milk, shelf stable milk and cream with under 40% fat content.
Featuring a smaller footprint, this state-of-the-art FT-IR spectrometer combines modern optics with intuitive yet powerful software and delivers results in less than 45 seconds with a typical accuracy level of under 1% CV (relative standard deviation).
- AuroFlow® AQ Mycotoxin platform.
This new solution includes strip test versions for Total Aflatoxin, Deoxynivalenol (DON), Fumonisin, Ochratoxin A, Zearalenone and T-2/HT-2.
Lab professionals, technicians and farmers can utilize this platform for first-round screening of corn and wheat for key, regulated mycotoxin compounds with convenience, speed and accuracy.
- MaxSignalHTS™ Nitrofurans and Chloramphenicol ELISA Kits, which will help food safety, quality and aquaculture labs simultaneously and accurately perform same-day testing for all five targeted antibiotic residues in farmed shrimp to a detection level of less than 0.1ppb.
We are a Massachusetts corporation, founded in 1947.
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| --- | --- |
They are also used to drive advancement or innovation of new products.
| • | 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. |
| • | 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. |
| • | 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. |
| • | EUROIMMUN Aspergillus Antigen ELISA, an enzyme-linked immunosorbent assay specifically designed to detect the Aspergillus antigen galactomannoprotein and assist in distinguishing invasive aspergillosis (IA). |
| • | Commenced diagnostic screening of consumer-initiated health testing for Lyme and food intolerance. |
| • | 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. |
| • | 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. |
Backlog
We believe that backlog is not a meaningful indicator of future business prospects for either of our business segments due to the short lead time required for a majority of our sales.
Therefore, we believe that backlog information is not material to an understanding of our business.
Employees
As of December 29, 2019, we estimate that we employed an aggregate of approximately 1,500 union and workers’ council employees.
We consider our relations with our employees to be satisfactory.
An excerpt. Shown here: 40 of 92 rewritten, 40 of 123 added and all 17 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2020 filing and the FY2019 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 3 removed, 2 unchanged
Although we have established accruals for potential losses that we believe are probable and reasonably estimable, in the opinion of our management, based on its review of the information available at this time, the total cost of resolving these contingencies at [removed: December 29, 2019] [added: January 3, 2021] should not have a material adverse effect on our [added: consolidated financial statements included in this annual report on Form 10-K.]
consolidated financial statements included in this annual report on Form 10-K.
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Cover and table of contents
47 rewritten, 17 added, 8 removed, 31 unchanged
[removed: Form 10-K][added: Form 10-K]
| ☑ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
| | [added: | |] For the fiscal year ended [removed: December 29, 2019] [added: January 3, 2021] | [added: | |]
| ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
| | [added: | |] For the transition period from _____ to ________ | [added: | |]
Commission file [removed: number 001-5075][added: number 001-5075]
| Massachusetts | | | | [added: | | | | | | | |] 04-2052042 | [added: | |]
| *(State or other jurisdiction [removed: of* *incorporation] [added: of incorporation] or organization)* | | | | [added: | | | | | | | |] *(I.R.S. [removed: Employer* *Identification] [added: Employer Identification] No.)* | [added: | |]
| 940 Winter Street, | [added: | |] Waltham, | [added: | |] Massachusetts | | [added: | | | |] 02451 | [added: | |]
| *(Address of Principal Executive Offices)* | | | | [added: | | | | | | | |] *(Zip Code)* | [added: | |]
[removed: (781) 663-6900][added: (781) 663-6900]
| Title of Each Class | [added: | |] Trading Symbol (s) | [added: | |] Name of Each Exchange on Which Registered | [added: | |]
| Common Stock, $1 Par Value | [added: | |] PKI | [added: | |] The New York Stock Exchange | [added: | |]
| 1.875% Notes due 2026 | [added: | |] PKI 21A | [added: | |] The New York Stock Exchange | [added: | |]
| 0.600% Notes due 2021 | [added: | |] PKI 21B | [added: | |] The New York Stock Exchange | [added: | |]
| Large accelerated filer | | [removed: ý] | [added: | | | þ | | |] Accelerated filer | | [added: | | | |] ☐ | [added: | |]
| Non-accelerated filer | | [added: | | | |] ☐ | [added: | |] Smaller reporting company | | [added: | | | |] ☐ | [added: | |]
| Emerging growth company | | [added: | | | |] ☐ | | | | [added: | | | | | | | |]
The aggregate market value of the common stock, $1 par value per share, held by non-affiliates of the registrant on [removed: June 28, 2019,] [added: July 2, 2020,] was [removed: $10,536,461,974] [added: $10,743,749,481] based upon the last reported sale of [removed: $96.34] [added: $97.94] per share of common stock on [removed: June 28, 2019.][added: July 2, 2020.]
As of February [removed: 21, 2020,] [added: 26, 2021,] there were outstanding [removed: 111,303,859] [added: 112,061,794] shares of common stock, $1 par value per share.
Portions of PerkinElmer, Inc.’s Definitive Proxy Statement for its Annual Meeting of Shareholders to be held on April [removed: 28, 2020] [added: 27, 2021] are incorporated by reference into Part III of this Form 10-K.
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| PART I | | | [added: | | | | | |]
| Item 1. | [removed: [Business](#s22F12535A2745DB2B3DA959CFFDF5E41)] | [removed: [3](#s22F12535A2745DB2B3DA959CFFDF5E41)] | [added: [Business](#i36bb19bc106645f2bd534b5e0ac091b3_13) | | | [3](#i36bb19bc106645f2bd534b5e0ac091b3_13) | | |]
| Item 1A. | [added: | |] [Risk [removed: Factors](#s417A402DE8B65C698D68F148E64A656F)] [added: Factors](#i36bb19bc106645f2bd534b5e0ac091b3_16)] | [removed: [11](#s417A402DE8B65C698D68F148E64A656F)] | [added: | [14](#i36bb19bc106645f2bd534b5e0ac091b3_16) | | |]
| Item 1B. | [added: | |] [Unresolved Staff [removed: Comments](#s59C4BD0C55F758CC9386E3301DF99CA7)] [added: Comments](#i36bb19bc106645f2bd534b5e0ac091b3_19)] | [removed: [18](#s59C4BD0C55F758CC9386E3301DF99CA7)] | [added: | [22](#i36bb19bc106645f2bd534b5e0ac091b3_19) | | |]
| Item 2. | [removed: [Properties](#sEC8395A06C8D54AD99FA76EFB1C7271E)] | [removed: [18](#sEC8395A06C8D54AD99FA76EFB1C7271E)] | [added: [Properties](#i36bb19bc106645f2bd534b5e0ac091b3_22) | | | [22](#i36bb19bc106645f2bd534b5e0ac091b3_22) | | |]
| Item 3. | [added: | |] [Legal [removed: Proceedings](#s3D31E2E2AE285D3CAA808C384B524C35)] [added: Proceedings](#i36bb19bc106645f2bd534b5e0ac091b3_25)] | [removed: [18](#s3D31E2E2AE285D3CAA808C384B524C35)] | [added: | [22](#i36bb19bc106645f2bd534b5e0ac091b3_25) | | |]
| Item 4. | [added: | |] [Mine Safety [removed: Disclosures](#s672477D0A52C53B2A102111D526C1291)] [added: Disclosures](#i36bb19bc106645f2bd534b5e0ac091b3_28)] | [removed: [19](#s672477D0A52C53B2A102111D526C1291)] | [added: | [22](#i36bb19bc106645f2bd534b5e0ac091b3_28) | | |]
| PART II | | | [added: | | | | | |]
| Item 5. | [added: | |] [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#s47FC4CEA25895F3AAD2115170E62869C)] [added: Securities](#i36bb19bc106645f2bd534b5e0ac091b3_37)] | [removed: [22](#s47FC4CEA25895F3AAD2115170E62869C)] | [added: | [25](#i36bb19bc106645f2bd534b5e0ac091b3_37) | | |]
| Item 6. | [added: | |] [Selected Financial [removed: Data](#s046F10CA00995138B0048AA8D63AB5AC)] [added: Data](#i36bb19bc106645f2bd534b5e0ac091b3_40)] | [removed: [24](#s046F10CA00995138B0048AA8D63AB5AC)] | [added: | [27](#i36bb19bc106645f2bd534b5e0ac091b3_40) | | |]
| Item 7. | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s8AADA4D237905DDFBA901F18D7EAFABE)] [added: Operations](#i36bb19bc106645f2bd534b5e0ac091b3_43)] | [removed: [26](#s8AADA4D237905DDFBA901F18D7EAFABE)] | [added: | [29](#i36bb19bc106645f2bd534b5e0ac091b3_43) | | |]
| Item 7A. | [added: | |] [Quantitative and Qualitative Disclosures About Market [removed: Risk](#sE41D80C832EE5E808FE7E1896444E8B3)] [added: Risk](#i36bb19bc106645f2bd534b5e0ac091b3_52)] | [removed: [44](#sE41D80C832EE5E808FE7E1896444E8B3)] | [added: | [46](#i36bb19bc106645f2bd534b5e0ac091b3_52) | | |]
| Item 8. | [added: | |] [Financial Statements and Supplemental [removed: Data](#s315C6BCFB99755D0AD020E1C04268BA2)] [added: Data](#i36bb19bc106645f2bd534b5e0ac091b3_55)] | [removed: [48](#s315C6BCFB99755D0AD020E1C04268BA2)] | [added: | [50](#i36bb19bc106645f2bd534b5e0ac091b3_55) | | |]
| Item 9. | [added: | |] [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#s5B53061B8D3E592F897CD5B991FB4DB1)] [added: Disclosure](#i36bb19bc106645f2bd534b5e0ac091b3_187)] | [removed: [110](#s5B53061B8D3E592F897CD5B991FB4DB1)] | [added: | [114](#i36bb19bc106645f2bd534b5e0ac091b3_187) | | |]
| Item 9A. | [added: | |] [Controls and [removed: Procedures](#s94E116BEC8EF51558CAD10BDC767A2BF)] [added: Procedures](#i36bb19bc106645f2bd534b5e0ac091b3_190)] | [removed: [110](#s94E116BEC8EF51558CAD10BDC767A2BF)] | [added: | [114](#i36bb19bc106645f2bd534b5e0ac091b3_190) | | |]
| Item 9B. | [added: | |] [Other [removed: Information](#sD51D5408C3AF536D88A6ADACE34176B1)] [added: Information](#i36bb19bc106645f2bd534b5e0ac091b3_193)] | [removed: [113](#sD51D5408C3AF536D88A6ADACE34176B1)] | [added: | [117](#i36bb19bc106645f2bd534b5e0ac091b3_193) | | |]
| PART III | | | [added: | | | | | |]
| Item 10. | [added: | |] [Directors, Executive Officers and Corporate [removed: Governance](#s3D003E39A9FC578BADE99F14BFAC2911)] [added: Governance](#i36bb19bc106645f2bd534b5e0ac091b3_199)] | [removed: [114](#s3D003E39A9FC578BADE99F14BFAC2911)] | [added: | [118](#i36bb19bc106645f2bd534b5e0ac091b3_199) | | |]
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Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
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| [Signatures](#i36bb19bc106645f2bd534b5e0ac091b3_223) | | | | | | [124](#i36bb19bc106645f2bd534b5e0ac091b3_223) | | |
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| [Signatures](#s172FB4F98F2B58439440751897A61729) | | [121](#s172FB4F98F2B58439440751897A61729) |
An excerpt. Shown here: 40 of 47 rewritten, all 17 added and all 8 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2020 filing and the FY2019 filing.
Item 1B. Unresolved Staff Comments
0 rewritten, 0 added, 2 removed, 1 unchanged
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Item 2. Properties
0 rewritten, 0 added, 2 removed, 1 unchanged
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Item 4. Mine Safety Disclosures
15 rewritten, 9 added, 12 removed, 40 unchanged
Listed below are our executive officers as of [removed: February 25, 2020.][added: March 2, 2021.]
| Name | | [added: | | | |] Position | | [added: | | | |] Age | [added: | |]
| Prahlad Singh | | [added: | | | |] President and Chief Executive Officer | | [removed: 55] | [added: | | | 56 | | |]
| James M. Mock | | [added: | | | |] Senior Vice President and Chief Financial Officer | | [removed: 43] | [added: | | | 44 | | |]
| Joel S. Goldberg | | [added: | | | |] Senior Vice President, Administration, General Counsel and Secretary | | [removed: 51] | [added: | | | 52 | | |]
| Daniel R. Tereau | | [added: | | | |] Senior Vice President, Strategy and Business Development | | [removed: 53] | [added: | | | 54 | | |]
| [removed: Deborah Butters] [added: Miriame Victor] | | [added: | | | |] Senior Vice President, Chief [removed: Human Resources] [added: Commercial] Officer | | [removed: 50] | [added: | | | 40 | | |]
| Tajinder Vohra | | [added: | | | |] Senior Vice President, Global Operations | | [removed: 54] | [added: | | | 55 | | |]
| Andrew Okun | | [added: | | | |] Vice [removed: President and] [added: President,] Chief Accounting Officer [added: and Treasurer] | | [removed: 50] | [added: | | | 51 | | |]
*Prahlad Singh, [removed: 55*.][added: 56*.]
Mock, [removed: 43*.][added: 44*.]
Goldberg*, [removed: *51*.][added: *52*.]
Tereau, [removed: 53.*] [added: 54.*] Mr. Tereau was appointed Senior Vice President, Strategy and Business Development in January 2016, having joined PerkinElmer in April 2014 as Vice President, Strategy and Business Development.
*Tajinder Vohra, [removed: 54*.][added: 55*.]
*Andrew Okun, [removed: 50.*] [added: 51.*] Mr. Okun serves as our Vice [removed: President and] [added: President,] Chief Accounting [removed: Officer, a position in which he has served since April 2011.][added: Officer and Treasurer.]
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*Miriame Victor,* 40.
Ms. Victor joined PerkinElmer in October 2014 as Sales Leader for the Diagnostics business in Europe and most recently served as Vice President and General Manager for EMEAI, prior to being appointed Senior Vice President and Chief Commercial Officer in January 2021.
In that role, she oversees PerkinElmer’s product commercialization efforts across all businesses, having recently completed the successful consolidation of the Diagnostics and Discovery & Analytical Solutions businesses into one unified commercial organization.
Prior to joining PerkinElmer, Ms. Victor held various commercial leadership positions in the pharmaceutical industry with MSD and Novartis, and in the medical device
industry with GE Healthcare.
Ms. Victor holds a Bachelor of Science degree in pharmacy and pharmaceutical sciences from Cairo University and earned her Master of Business Administration from Arab Academy for Science, Technology and Maritime Transport.
Mr. Okun has served as Vice President and Chief Accounting Officer since April 2011 and was appointed Treasurer in February 2021.
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*Deborah Butters, 50*.
Ms. Butters joined PerkinElmer in July 2016 as Senior Vice President, Chief Human Resources Officer.
Prior to joining us, she served as Head of North America Human Resources at IBM, where she led all aspects of the Human Resource function for IBM’s largest geography, which included 35,000 employees and was responsible for over $30B of IBM’s revenue.
During her 17 year career there, she significantly helped shape IBM’s HR programs and practices, including leading its enterprise-wide, people transformation strategy to optimize employee engagement and business performance.
Ms. Butters was with Lotus Development for eight years prior to its acquisition by IBM.
Ms. Butters’ experiences working in the United Kingdom
and Germany for Lotus Development, and in Switzerland and the United States for IBM, ranged from leading functional roles across workforce planning and talent management, to serving in five HR business partner roles in both software and consulting within IBM and Lotus Development, with the largest being IBM’s North America Consulting business.
Ms. Butters holds a Bachelor of Science degree from the University of Bath and a diploma in Human Resources from London University.
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Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
9 rewritten, 17 added, 12 removed, 15 unchanged
As of February [removed: 21, 2020,] [added: 26, 2021,] we had approximately [removed: 3,548] [added: 3,410] holders of record of our common stock.
| | [added: | |] Issuer Repurchases of Equity Securities | | | | | | | | | | | | | [added: | | | | | | | |]
| Period | [added: | |] Total Number of Shares Purchased(1) | | | [added: | | |] Average [removed: Price Paid Per Share] [added: Price Paid Per Share] | | | | [added: | |] Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) | | | [added: | | |] Maximum Aggregate Number (or Approximate Dollar Value) of Shares that May [removed: Yet Be Purchased Under] [added: Yet Be Purchased Under] the Plans [removed: or Programs] [added: or Programs] | | |
[removed: | (1) | Our] [added: (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. [removed: 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. |]
[removed: | (2) | On] [added: (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"). [removed: 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. |]
Set forth below is a line graph comparing the cumulative total shareholder return on our common stock against the cumulative total return of the S&P Composite-500 Index and a Peer Group Index for the five fiscal years from [removed: December 28, 2014] [added: January 3, 2016] to [removed: December 29, 2019.][added: January 3, 2021.]
The peer group is the same as the peer group used in the stock performance graph in our Annual Report on Form 10-K for the fiscal year ended December [removed: 30, 2018.][added: 29, 2019.]
[removed: ][added: ]
| | [removed: 28-Dec-14] | | [added: 3-Jan-16] | | [removed: 3-Jan-16] | | | | 1-Jan-17 | | | | [added: | |] 31-Dec-17 | | | | [added: | |] 30-Dec-18 | | | | [added: | |] 29-Dec-19 | | | [added: | | | 3-Jan-21 | | |]
| October 5, 2020 - November 1, 2020 | | | 466 | | | | | | $ | 122.58 | | | | | — | | | | | | $ | 250,000,000 | |
| November 2, 2020 - November 29, 2020 | | | 315 | | | | | | 132.12 | | | | | | — | | | | | | 250,000,000 | | |
| November 30, 2020 - January 3, 2021 | | | 120 | | | | | | 142.60 | | | | | | — | | | | | | 250,000,000 | | |
| Activity for quarter ended January 3, 2021 | | | 901 | | | | | | $ | 128.58 | | | | | — | | | | | | $ | 250,000,000 | |
During the fourth quarter of fiscal year 2020, we repurchased 901 shares of common stock for this purpose at an aggregate cost of $0.1 million.
During the fiscal year 2020, we repurchased 72,251 shares of common stock for this purpose at an aggregate cost of $6.9 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.
The Repurchase Program expired on July 23, 2020, and no shares remain available for repurchase under the Repurchase Program due to its expiration.
On July 31, 2020, our Board authorized us to repurchase shares of common stock for an aggregate amount up to $250.0 million under a new stock repurchase program (the "New Repurchase Program").
The New Repurchase Program will expire on July 27, 2022 unless terminated earlier by our Board and may be suspended or discontinued at any time.
During fiscal year 2020, we had no stock repurchases under either the Repurchase Program or the New Repurchase Program.
As of January 3, 2021, $250.0 million remained available for aggregate repurchases of shares under the New Repurchase Program.
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| PerkinElmer, Inc. | | | $ | 100.00 | | | | | $ | 97.88 | | | | | $ | 137.86 | | | | | $ | 146.24 | | | | | $ | 184.21 | | | | | $ | 273.12 | |
| S&P 500 Index | | | $ | 100.00 | | | | | $ | 111.96 | | | | | $ | 136.40 | | | | | $ | 130.42 | | | | | $ | 171.49 | | | | | $ | 203.04 | |
| Peer Group | | | $ | 100.00 | | | | | $ | 101.63 | | | | | $ | 140.85 | | | | | $ | 156.45 | | | | | $ | 222.18 | | | | | $ | 309.40 | |
| | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| September 30, 2019 - October 27, 2019 | 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 | |
| | |
| --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | |
| 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
42 rewritten, 23 added, 6 removed, 3 unchanged
The following table sets forth selected historical financial information as of and for each of the fiscal years in the five-year period ended [removed: December 29, 2019.][added: January 3, 2021.]
We derived the selected historical financial information for the balance sheets for the fiscal years ended [added: January 3, 2021 and] December 29, 2019 and [removed: December 30, 2018 and] the statements of operations for each of the fiscal years in the three-year period ended [removed: December 29, 2019] [added: January 3, 2021] from our audited consolidated financial statements which are included elsewhere in this annual report on Form 10-K.
We derived the selected historical financial information for the statements of operations for the fiscal years ended [removed: January 1,] [added: December 31,] 2017 and January [removed: 3, 2016] [added: 1, 2017] from our audited consolidated financial statements which are not included in this annual report on Form 10-K.
We derived the selected historical financial information for the balance sheets as of December [added: 30, 2018, December] 31, [removed: 2017, January 1,] 2017 and January [removed: 3, 2016] [added: 1, 2017] from our audited consolidated financial statements which are not included in this annual report on Form 10-K.
| | [added: | |] Fiscal Years Ended | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]
| | [added: | | January 3, 2021 | | | | | |] December 29, 2019 | | | | [added: | |] December 30, 2018 | | | | [added: | |] December 31, 2017 | | | | [removed: January 1, 2017] | | [removed: | |] January [removed: 3, 2016] [added: 1, 2017] | | |
| | [added: | |] (In thousands, except per share data) | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]
| Statement of Operations Data: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]
| Revenue | [added: | |] $ | [removed: 2,883,673] [added: 3,782,745] | | | [added: | |] $ | [removed: 2,777,996] [added: 2,883,673] | | | [added: | |] $ | [removed: 2,256,982] [added: 2,777,996] | | | [added: | |] $ | [removed: 2,115,517] [added: 2,256,982] | | | [added: | |] $ | [removed: 2,104,823] [added: 2,115,517] | |
| Operating income from continuing operations(1)(2) | [added: | | 978,581 | | | | | |] 361,973 | | | | [added: | |] 323,884 | | | | [removed: 295,615] | | [added: 295,615] | | [removed: 294,582] | | | | [removed: 258,517] [added: 294,582] | | |
| Interest and other expense (income), net(3)(4) | [added: | | 72,217 | | | | | |] 124,831 | | | | [added: | |] 66,201 | | | | [removed: (1,103] | | [removed: )] [added: (1,103)] | | [removed: 50,514] | | | | [removed: 49,710] [added: 50,514] | | |
| Income from continuing operations before income taxes | [added: | | 906,364 | | | | | |] 237,142 | | | | [added: | |] 257,683 | | | | [removed: 296,718] | | [added: 296,718] | | [removed: 244,068] | | | | [removed: 208,807] [added: 244,068] | | |
| Income from continuing operations, net of income taxes(5) | [added: | | 728,098 | | | | | |] 227,753 | | | | [added: | |] 237,475 | | | | [removed: 156,890] | | [added: 156,890] | | [removed: 215,706] | | | | [removed: 188,785] [added: 215,706] | | |
| (Loss) gain from discontinued operations and dispositions, net of income taxes(6) | [removed: (195] | | [removed: )] [added: (211)] | | [added: | | | | (195) | | | | | |] 452 | | | | [removed: 135,743] | | [added: 135,743] | | [removed: 18,593] | | | | [removed: 23,640] [added: 18,593] | | |
| Net income | [added: | |] $ | [removed: 227,558] [added: 727,887] | | | [added: | |] $ | [removed: 237,927] [added: 227,558] | | | [added: | |] $ | [removed: 292,633] [added: 237,927] | | | [added: | |] $ | [removed: 234,299] [added: 292,633] | | | [added: | |] $ | [removed: 212,425] [added: 234,299] | |
| Basic earnings per share: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]
| Continuing operations | [added: | |] $ | [removed: 2.06] [added: 6.53] | | | [added: | |] $ | [removed: 2.15] [added: 2.06] | | | [added: | |] $ | [removed: 1.43] [added: 2.15] | | | [added: | |] $ | [removed: 1.97] [added: 1.43] | | | [added: | |] $ | [removed: 1.68] [added: 1.97] | |
| Discontinued operations | [added: | |] 0.00 | | | | [added: | |] 0.00 | | | | [removed: 1.24] | | [added: 0.00] | | [removed: 0.17] | | | | [removed: 0.21] [added: 1.24] | | | [added: | | | 0.17 | | |]
| Net income | [added: | |] $ | [removed: 2.06] [added: 6.53] | | | [added: | |] $ | [removed: 2.15] [added: 2.06] | | | [added: | |] $ | [removed: 2.67] [added: 2.15] | | | [added: | |] $ | [removed: 2.14] [added: 2.66] | | | [added: | |] $ | [removed: 1.89] [added: 2.14] | |
| Diluted earnings per share: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]
| Continuing operations | [added: | |] $ | [removed: 2.04] [added: 6.50] | | | [added: | |] $ | [removed: 2.13] [added: 2.04] | | | [added: | |] $ | [removed: 1.42] [added: 2.13] | | | [added: | |] $ | [removed: 1.96] [added: 1.42] | | | [added: | |] $ | [removed: 1.67] [added: 1.96] | |
| Discontinued operations | [added: | |] 0.00 | | | | [added: | |] 0.00 | | | | [removed: 1.22] | | [added: 0.00] | | [removed: 0.17] | | | | [removed: 0.21] [added: 1.22] | | | [added: | | | 0.17 | | |]
| Net income | [added: | |] $ | [removed: 2.04] [added: 6.49] | | | [added: | |] $ | [removed: 2.13] [added: 2.04] | | | [added: | |] $ | [removed: 2.64] [added: 2.13] | | | [added: | |] $ | [removed: 2.12] [added: 2.64] | | | [added: | |] $ | [removed: 1.87] [added: 2.12] | |
| Weighted-average common shares outstanding: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]
| Basic | [added: | | 111,514 | | | | | |] 110,827 | | | | [added: | |] 110,561 | | | | [removed: 109,857] | | [added: 109,857] | | [removed: 109,478] | | | | [removed: 112,507] [added: 109,478] | | |
| Diluted | [added: | | 112,085 | | | | | |] 111,501 | | | | [added: | |] 111,534 | | | | [removed: 110,859] | | [added: 110,859] | | [removed: 110,313] | | | | [removed: 113,315] [added: 110,313] | | |
| Cash dividends declared per common share | [added: | |] $ | 0.28 | | | [added: | |] $ | 0.28 | | | [added: | |] $ | 0.28 | | | [added: | |] $ | 0.28 | | | [added: | |] $ | 0.28 | |
| | [added: | |] (In thousands) | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]
| Balance Sheet Data: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]
| Total assets(7) | [added: | |] $ | [removed: 6,538,564] [added: 7,960,315] | | | [added: | |] $ | [removed: 5,975,522] [added: 6,538,564] | | | [added: | |] $ | [removed: 6,091,463] [added: 5,975,522] | | | [added: | |] $ | [removed: 4,276,683] [added: 6,091,463] | | | [added: | |] $ | [removed: 4,166,295] [added: 4,276,683] | |
| Short-term debt(3) | [added: | | 380,948 | | | | | |] 9,974 | | | | [added: | |] 14,856 | | | | [removed: 217,306] | | [added: 217,306] | | [removed: 1,172] | | | | [removed: 1,123] [added: 1,172] | | |
| Long-term debt(3)(4)(7)(8) | [added: | | 1,609,701 | | | | | |] 2,064,041 | | | | [added: | |] 1,876,624 | | | | [removed: 1,788,803] | | [added: 1,788,803] | | [removed: 1,045,254] | | | | [removed: 1,011,762] [added: 1,045,254] | | |
| Stockholders’ equity(7)(9) | [added: | | 3,735,492 | | | | | |] 2,813,824 | | | | [added: | |] 2,584,955 | | | | [removed: 2,503,188] | | [added: 2,503,188] | | [removed: 2,153,570] | | | | [removed: 2,110,441] [added: 2,153,570] | | |
| Common shares outstanding(9) | [added: | | 112,090 | | | | | |] 111,140 | | | | [added: | |] 110,597 | | | | [removed: 110,361] | | [added: 110,361] | | [removed: 109,617] | | | | [removed: 112,034] [added: 109,617] | | |
[removed: | (1) | Activity] [added: (1)Activity] related to the mark-to-market adjustment on postretirement benefit plans was a pre-tax loss of [removed: $31.2] [added: $25.4] million in fiscal year [removed: 2019,] [added: 2020,] a pre-tax loss of [removed: $21.4] [added: $31.2] million in fiscal year [removed: 2018,] [added: 2019,] a pre-tax [removed: gain] [added: loss] of [removed: $2.1] [added: $21.4] million in fiscal year [removed: 2017,] [added: 2018,] a pre-tax [removed: loss] [added: gain] of [removed: $15.3] [added: $2.1] million in fiscal year [removed: 2016] [added: 2017] and a pre-tax loss of [removed: $12.4] [added: $15.3] million in fiscal year [removed: 2015. |][added: 2016.]
[removed: | (2) | We] [added: (2)We] recorded pre-tax restructuring and other costs, net, of [added: $8.0 million in fiscal year 2020,] $29.4 million in fiscal year 2019, $11.1 million in fiscal year 2018, $12.7 million in fiscal year [removed: 2017, $5.1 million in fiscal year 2016] [added: 2017] and [removed: $13.5] [added: $5.1] million in fiscal year [removed: 2015. |][added: 2016.]
[removed: | (3) | In] [added: (3)In] fiscal years [added: 2020,] 2019, 2018, [removed: 2017, 2016] [added: 2017] and [removed: 2015,] [added: 2016,] interest expense was [added: $49.7 million,] $63.6 million, $67.0 million, $43.9 [removed: million, $41.5] million and [removed: $38.0] [added: $41.5] million, respectively. [removed: |]
[removed: | (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. [removed: |]
[removed: | (5) | In fiscal years 2019 and 2018, provision for income tax on continuing operations was $9.4 million and $20.2 million, respectively.] The [removed: 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 [removed: planning. In fiscal years 2017, 2016 and 2015, tax] expense [removed: on continuing operations was $139.8 million, $28.4 million and $20.0 million, respectively. The higher provision for income taxes] in fiscal year [removed: 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 [removed: 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 [removed: and $6.4 million in fiscal year 2015] related to discrete items. [removed: |]
[removed: | (7) | At] [added: (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. [removed: See Note 1 to the Consolidated Financial Statements for additional information. |]
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | As of | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | January 3, 2021 | | | | | | December 29, 2019 | | | | | | December 30, 2018 | | | | | | December 31, 2017 | | | | | | January 1, 2017 | | |
(4)In October 2019, we redeemed all of the outstanding 5% senior unsecured notes due in November 2021 ("November 2021 Notes").
(5)In fiscal years 2020 and 2019, provision for income tax on continuing operations was $178.3 million and $9.4 million, respectively.
The higher provision for income taxes in fiscal year 2020 compared to that of fiscal year 2019 was primarily due to significant increase in the overall business that resulted in higher net income before taxes in both U.S. federal and high tax rate jurisdictions.
In fiscal years 2018, 2017 and 2016, tax expense on continuing operations was $20.2 million, $139.8 million and $28.4 million, respectively.
The lower provision for income taxes in fiscal year 2019 compared to fiscal year 2018 was primarily due to the execution of U.S. federal and non-U.S. tax planning.
The tax expense in fiscal year 2018 was primarily due to income in high tax rate jurisdictions, partially offset by losses in low tax rate jurisdictions and a tax benefit of $8.1 million related to discrete items.
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.
(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.
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.
| | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | As of | | | | | | | | | | | | | | | | | | |
| | |
| --- | --- |
| (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. |
An excerpt. Shown here: 40 of 42 rewritten, all 23 added and all 6 removed. The counts are complete. For every sentence, read Item 6. Selected Financial Data in the FY2020 filing and the FY2019 filing.
Item 8. Financial Statements and Supplemental Data
1,011 rewritten, 546 added, 311 removed, 711 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#s42212778318956D2A00E99B04E74D052)] [added: Firm](#i36bb19bc106645f2bd534b5e0ac091b3_58)] | [removed: [49](#s42212778318956D2A00E99B04E74D052)] | [added: | [51](#i36bb19bc106645f2bd534b5e0ac091b3_58) | | |]
| [Consolidated Statements of Operations for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019](#sC3179FBA0CC55E8C9DA07125485D1D34)] [added: January 3, 2021](#i36bb19bc106645f2bd534b5e0ac091b3_61)] | [removed: [50](#sC3179FBA0CC55E8C9DA07125485D1D34)] | [added: | [52](#i36bb19bc106645f2bd534b5e0ac091b3_61) | | |]
| [Consolidated Statements of Comprehensive Income for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019](#sB4A154FA3105566AA8B9ACE5B1A66D6B)] [added: January 3, 2021](#i36bb19bc106645f2bd534b5e0ac091b3_64)] | [removed: [51](#sB4A154FA3105566AA8B9ACE5B1A66D6B)] | [added: | [53](#i36bb19bc106645f2bd534b5e0ac091b3_64) | | |]
| [Consolidated Balance Sheets as of [removed: December 29, 2019] [added: January 3, 2021] and December [removed: 30, 2018](#sD97520E0109D5A22AF034331B0642AF5)] [added: 29, 2019](#i36bb19bc106645f2bd534b5e0ac091b3_67)] | [removed: [52](#sD97520E0109D5A22AF034331B0642AF5)] | [added: | [54](#i36bb19bc106645f2bd534b5e0ac091b3_67) | | |]
| [Consolidated Statements of Stockholders’ Equity for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019](#sCE11D934F735579AB95DDA2282C15B61)] [added: January 3, 2021](#i36bb19bc106645f2bd534b5e0ac091b3_73)] | [removed: [53](#sCE11D934F735579AB95DDA2282C15B61)] | [added: | [55](#i36bb19bc106645f2bd534b5e0ac091b3_73) | | |]
| [Consolidated Statements of Cash Flows for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019](#s187F860561D05F70B8724F80F58599D3)] [added: January 3, 2021](#i36bb19bc106645f2bd534b5e0ac091b3_76)] | [removed: [54](#s187F860561D05F70B8724F80F58599D3)] | [added: | [56](#i36bb19bc106645f2bd534b5e0ac091b3_76) | | |]
| [Notes to Consolidated Financial [removed: Statements](#sDA13CFD56DCF5B3CA0E28279294FCEB0)] [added: Statements](#i36bb19bc106645f2bd534b5e0ac091b3_79)] | [removed: [55](#sDA13CFD56DCF5B3CA0E28279294FCEB0)] | [added: | [58](#i36bb19bc106645f2bd534b5e0ac091b3_79) | | |]
We have audited the accompanying consolidated balance sheets of PerkinElmer, Inc. and subsidiaries (the “Company”) as of [removed: December 29, 2019] [added: January 3, 2021] and December [removed: 30, 2018,] [added: 29, 2019,] and the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows for each of the three years in the period ended [removed: December 29, 2019,] [added: January 3, 2021,] the related notes, and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements").
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of [removed: December 29, 2019] [added: January 3, 2021] and December [removed: 30, 2018,] [added: 29, 2019,] and the results of its operations and its cash flows for each of the three years in the period ended [removed: December 29, 2019,] [added: January 3, 2021,] in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) [removed: (PCAOB),] [added: ("PCAOB"),] the Company’s internal control over financial reporting as of [removed: December 29, 2019,] [added: January 3, 2021,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated [removed: February 25, 2020] [added: March 2, 2021] expressed an unqualified opinion on the Company’s internal control over financial reporting.
[removed: Acquisitions / Business Combinations -] [added: Revenue Recognition –] Refer to Note [removed: 3] [added: 2] to the financial statements
This required a [removed: high] [added: higher] degree of auditor judgment and an increased extent of effort, [removed: including the need to involve our fair value specialists,] when performing audit procedures to evaluate the reasonableness of [removed: management’s forecasts of future cash flows and] the [removed: selection of the discount rates for the identified intangible assets.][added: related revenue recognition.]
| | [removed: December 29, 2019] | | [added: January 3, 2021] | | [added: | | | |] December [removed: 30, 2018] [added: 29, 2019] | | | | [added: | |] December [removed: 31, 2017] [added: 30, 2018] | | |
| | [added: | |] (In thousands, except per share data) | | | | | | | | | | | [added: | | | |]
| Revenue | | | | | | | | | | | | [added: | | | | | |]
| Product revenue | [added: | |] $ | [removed: 2,017,042] [added: 2,778,725] | | | [added: | |] $ | [removed: 1,935,493] [added: 2,017,042] | | | [added: | |] $ | [removed: 1,477,414] [added: 1,935,493] | |
| Service revenue | [removed: 866,631] | | [added: 1,004,020] | | [removed: 842,503] | | | | [removed: 779,568] [added: 866,631] | | | [added: | | | 842,503 | | |]
| Total revenue | [removed: 2,883,673] | | [added: 3,782,745] | | [removed: 2,777,996] | | | | [removed: 2,256,982] [added: 2,883,673] | | | [added: | | | 2,777,996 | | |]
| Cost of product revenue | [removed: 956,398] | | [added: 1,105,614] | | [removed: 908,228] | | | | [removed: 707,962] [added: 956,398] | | | [added: | | | 908,228 | | |]
| Cost of service revenue | [removed: 531,220] | | [added: 567,254] | | [removed: 528,829] | | | | [removed: 475,266] [added: 531,220] | | | [added: | | | 528,829 | | |]
| Selling, general and administrative expenses | [removed: 815,318] | | [added: 917,894] | | [removed: 811,913] | | | | [removed: 626,018] [added: 815,318] | | | [added: | | | 811,913 | | |]
| Research and development expenses | [removed: 189,336] | | [added: 205,389] | | [removed: 193,998] | | | | [removed: 139,464] [added: 189,336] | | | [added: | | | 193,998 | | |]
| Restructuring and other costs, net | [removed: 29,428] | | [added: 8,013] | | [removed: 11,144] | | | | [removed: 12,657] [added: 29,428] | | | [added: | | | 11,144 | | |]
| Operating income from continuing operations | [removed: 361,973] | | [added: 978,581] | | [removed: 323,884] | | | | [removed: 295,615] [added: 361,973] | | | [added: | | | 323,884 | | |]
| Interest and other expense, net | [removed: 124,831] | | [added: 72,217] | | [removed: 66,201] | | | | [removed: (1,103] [added: 124,831] | | [removed: )] | [added: | | | 66,201 | | |]
| Income from continuing operations before income taxes | [removed: 237,142] | | [added: 906,364] | | [removed: 257,683] | | | | [removed: 296,718] [added: 237,142] | | | [added: | | | 257,683 | | |]
| Provision for income taxes | [removed: 9,389] | | [added: 178,266] | | [removed: 20,208] | | | | [removed: 139,828] [added: 9,389] | | | [added: | | | 20,208 | | |]
| Income from continuing operations | [removed: 227,753] | | [added: 728,098] | | [removed: 237,475] | | | | [removed: 156,890] [added: 227,753] | | | [added: | | | 237,475 | | |]
| [removed: Income from] [added: Loss on disposition of] discontinued operations before income taxes | [removed: —] | | [added: (76)] | | [added: | | | |] — | | | | [removed: 650] | | [added: (859)] | [added: | |]
| [removed: (Loss) gain] [added: Loss] on disposition of discontinued operations before income taxes | [removed: —] | | [added: $] | [added: (76)] | [removed: (859] | | [removed: )] | | [removed: 179,615] [added: $] | [added: —] | | [added: | | | $ | (859) | |]
| Provision for (benefit from) income taxes on discontinued operations and dispositions | [removed: 195] | | [added: 135] | | [removed: (1,311] | | [removed: )] | | [removed: 44,522] [added: 195] | | | [added: | | | (1,311) | | |]
| (Loss) gain from discontinued operations and dispositions | [removed: (195] | | [removed: )] [added: (211)] | | [removed: 452] | | | | [removed: 135,743] [added: (195)] | | | [added: | | | 452 | | |]
| Net income | [added: | |] $ | [removed: 227,558] [added: 727,887] | | | [added: | |] $ | [removed: 237,927] [added: 227,558] | | | [added: | |] $ | [removed: 292,633] [added: 237,927] | |
| Basic earnings per share: | | | | | | | | | | | | [added: | | | | | |]
| Income from continuing operations | [added: | |] $ | [removed: 2.06] [added: 6.53] | | | [added: | |] $ | [removed: 2.15] [added: 2.06] | | | [added: | |] $ | [removed: 1.43] [added: 2.15] | |
| (Loss) gain from discontinued operations and dispositions | [removed: (0.00] | | [removed: )] [added: (0.00)] | | [added: | | | |] 0.00 | | | | [removed: 1.24] | | [added: 0.00] | [added: | |]
| Net income | [added: | |] $ | [removed: 2.06] [added: 6.53] | | | [added: | |] $ | [removed: 2.15] [added: 2.06] | | | [added: | |] $ | [removed: 2.67] [added: 2.15] | |
| Diluted earnings per share: | | | | | | | | | | | | [added: | | | | | |]
| Income from continuing operations | [added: | |] $ | [removed: 2.04] [added: 6.50] | | | [added: | |] $ | [removed: 2.13] [added: 2.04] | | | [added: | |] $ | [removed: 1.42] [added: 2.13] | |
| (Loss) gain from discontinued operations and dispositions | [removed: (0.00] | | [removed: )] [added: (0.00)] | | [added: | | | |] 0.00 | | | | [removed: 1.22] | | [added: 0.00] | [added: | |]
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The Company recognizes revenue as it fulfills its performance obligations and transfers control of products or renders services to its customers.
The Company entered into a contract (the “Contract”) with the State of California to perform COVID-19 testing.
The Contract includes variable consideration for monthly testing capacity as well as for completing testing on individual samples.
The Company also received consideration upfront to set-up the testing location and ensure its readiness for the performance of testing as the testing samples were provided.
The accounting for the Contract involves management judgment, particularly in the identification of the performance obligations and in the allocation of consideration to each performance obligation.
The amount recognized per completed test is based on the Company’s forecast of tests to be performed per month over the period of contract performance.
We identified the revenue recognition related to this contract as a critical audit matter because of the significant estimates and assumptions management made in identifying performance obligations and in allocating consideration to each performance
obligation.
Our audit procedures related to the identification of performance obligations and allocation of consideration to each performance obligation included the following, among others:
- We tested the effectiveness of controls over the revenue recognition process, including management’s controls over the identification of performance obligations, allocation of consideration to performance obligations and forecasting testing levels.
- We assessed the reasonableness of management’s determination of performance obligations by independently reading the contract to determine each promise in the contract and evaluating the promise to determine if each promise represents a separate performance obligation.
- We assessed the reasonableness of management’s determination of transaction price; including variable consideration, by independently evaluating the determination of fixed consideration and constraints applied to variable consideration based on the forecasted testing levels and recalculating the consideration allocated to each performance obligation.
March 2, 2021
| | | | | | | | | | | | | | | | | | |
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| Impact of adopting ASU 2016-13 (see Note 1) | | | — | | | | | | — | | | | | | (1,328) | | | | | | — | | | | | | (1,328) | | |
| Net income | | | — | | | | | | — | | | | | | 727,887 | | | | | | — | | | | | | 727,887 | | |
| Dividends | | | — | | | | | | — | | | | | | (31,270) | | | | | | — | | | | | | (31,270) | | |
| Purchases of common stock | | | (72) | | | | | | (6,872) | | | | | | — | | | | | | — | | | | | | (6,944) | | |
| Balance, January 3, 2021 | | | $ | 112,090 | | | | | $ | 148,101 | | | | | $ | 3,507,262 | | | | | $ | (31,961) | | | | | $ | 3,735,492 | |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net income | | | $ | 727,887 | | | | | $ | 227,558 | | | | | $ | 237,927 | |
| Asset impairment | | | 7,937 | | | | | | — | | | | | | — | | |
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The fiscal year ended January 3, 2021 ("fiscal year 2020") included 53 weeks.
See Note 2 below for additional details.
If the carrying amount of a non-amortizing intangible asset exceeds its fair value, an impairment loss in an amount equal to that excess is recognized up to the amount of the amortizing intangible asset*.* In addition, the Company
Upon the Company's adoption of ASU 2019-04, beginning on December 30, 2019, equity investments without readily determinable fair value are carried at cost minus impairment, if any.
When an observable price change in orderly transactions for the identical or a similar investment of the same issuer has occurred, the Company elects to carry those equity investments at fair value as of the date that the observable transaction occurred.
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Change in Accounting Principle
As discussed in Note 1 to the financial statements, effective December 31, 2018, the Company adopted FASB Accounting Standards Codification Topic 842, *Leases*, using the modified retrospective approach.
The Company completed the acquisition of Cisbio Bioassays SAS for $219.9 million in cash during the second quarter of fiscal year 2019.
Also, during the fourth quarter of fiscal year 2019, the Company completed the acquisition of Shandong Meizheng Bio-Tech Co., Ltd., for total consideration of $166.5 million in cash.
The Company accounted for each of the acquisitions under the acquisition method of accounting for business combinations.
Accordingly, the purchase price was allocated to the assets acquired and liabilities assumed, on a preliminary basis, based on their respective fair values, including identifiable intangible assets totaling $228.4 million.
Of the identifiable intangible assets acquired, the most significant included Core technology of $126.5 million and Customer relationships of $92 million.
Management estimated the fair value of its intangible assets using customary valuation procedures and techniques.
The fair value determination of the intangible assets acquired required management to make significant estimates and assumptions related to future cash flows and the selection of the discount rates.
We identified the purchase accounting allocation as a critical audit matter because of the significant estimates and assumptions management makes to fair value the identifiable intangible assets acquired.
Our audit procedures related to the forecasts of future cash flows and the selection of the discount rates for the intangible assets included the following, among others:
| • | 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. |
February 25, 2020
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| Balance, January 1, 2017 | $ | 109,617 | | | $ | 26,130 | | | $ | 2,118,684 | | | $ | (100,861 | ) | | $ | 2,153,570 | |
| Net income | — | | | | — | | | | 292,633 | | | | — | | | | 292,633 | | |
| Dividends | — | | | | — | | | | (30,800 | | ) | | — | | | | (30,800 | | ) |
| Settlement of cash flow hedges | (1,280 | | ) | | (34,132 | | ) | | (13,824 | | ) |
| Purchases of common stock | (6,313 | | ) | | (57,445 | | ) | | (3,834 | | ) |
*Asset Retirement Obligations*: The Company records obligations associated with its lease obligations, the retirement of tangible long-lived assets and the associated asset retirement costs in accordance with authoritative guidance on asset retirement obligations.
The Company reviews legal obligations associated with the retirement of long-lived assets that result from contractual obligations or the acquisition, construction, development and/or normal use of the assets.
If it is determined that a legal obligation exists, regardless of whether the obligation is conditional on a future event, the fair value of the liability for an asset retirement obligation is recognized in the period in which it is incurred, if a reasonable estimate of fair value can be made.
The fair value of the liability is added to the carrying amount of the associated asset, and this additional carrying amount is depreciated over the life of the asset.
The difference between the gross expected future cash flow and its present value is accreted over the life of the related lease as interest expense.
The amounts recorded in the consolidated financial statements are not material to any year presented.
Early adoption is permitted but requires simultaneous adoption of all provisions of this guidance.
2019-04").
ASU 2018-13
An excerpt. Shown here: 40 of 1,011 rewritten, 40 of 546 added and 40 of 311 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplemental Data in the FY2020 filing and the FY2019 filing.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
0 rewritten, 0 added, 2 removed, 1 unchanged
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Item 9A. Controls and Procedures
13 rewritten, 6 added, 3 removed, 30 unchanged
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of [removed: December 29, 2019.][added: January 3, 2021.]
Based on the evaluation of our disclosure controls and procedures as of [removed: December 29, 2019,] [added: January 3, 2021,] our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.
There were no changes in our internal control over financial reporting during the fiscal quarter ended [removed: December 29, 2019,] [added: January 3, 2021,] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
[removed: | • |] [added: -] Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; [removed: |]
[removed: | • |] [added: -] 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 [removed: |]
[removed: | • |] [added: -] 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. [removed: |]
Our management assessed the effectiveness of our internal control over financial reporting as of [removed: December 29, 2019.][added: January 3, 2021.]
Based on this assessment, our management concluded that, as of [removed: December 29, 2019,] [added: January 3, 2021,] our internal control over financial reporting was effective based on those criteria.
We have audited the internal control over financial reporting of PerkinElmer, Inc. and subsidiaries (the “Company”) as of [removed: December 29, 2019,] [added: January 3, 2021] based on criteria established in *Internal [removed: Control-Integrated] [added: Control—Integrated] Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of [removed: December 29, 2019,] [added: January 3, 2021,] based on criteria established in *Internal Control [removed: -] [added: –] Integrated Framework (2013)* issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended [removed: December 29, 2019] [added: January 3, 2021] of the Company and our report dated [removed: February 25, 2020] [added: March 2, 2021] expressed an unqualified opinion on those financial [removed: statements, and included an explanatory paragraph relating to the adoption of FASB Accounting Standards Codification Topic 842, *Leases*, on December 31, 2018.][added: statements.]
[removed: /s/] [added: /s /] DELOITTE & TOUCHE LLP
No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fiscal quarter ended [removed: December 29, 2019] [added: January 3, 2021] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Our assessment of and conclusion on the effectiveness of internal control over financial reporting excluded the internal controls of Horizon Discovery Group plc, acquired on December 23, 2020, which is included in our fiscal year 2020 consolidated financial statements and represented approximately 6% of our total assets as of January 3, 2021 and 0.08% of our total revenues for the fiscal year ended January 3, 2021.
As described in Management’s Report on Internal Control over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Horizon Discovery Group plc ("Horizon"), which was acquired on December 23, 2020 and whose financial statements constitute approximately 6% of total assets and 0.08% of total revenues of the consolidated financial statement amounts as of and for the year ended January 3, 2021.
Accordingly, our audit did not include the internal control over financial reporting at Horizon.
March 2, 2021
We have not experienced any material impact to our internal controls over financial reporting despite the fact that many of our employees are working remotely due to the COVID-19 pandemic.
We are continually monitoring and assessing the effect of the COVID-19 situation on our internal controls to minimize the impact on their design and operating effectiveness.
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February 25, 2020
Item 9B. Other Information
0 rewritten, 0 added, 2 removed, 2 unchanged
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Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 2 removed, 5 unchanged
The remaining information required to be disclosed by the Item pursuant to Item 401 and Item 407 of Regulation S-K is contained in the proxy statement for our annual meeting of stockholders to be held on April [removed: 28, 2020] [added: 27, 2021] under the captions “Proposal No. 1 Election of Directors” and “Information Relating to Our Board of Directors and Its Committees” and is incorporated in this annual report on Form 10-K by reference.
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Item 11. Executive Compensation
1 rewritten, 0 added, 2 removed, 0 unchanged
The information required to be disclosed by this Item pursuant to Item 402 and Item 407(e) of Regulation S-K is contained in the proxy statement for our annual meeting of stockholders to be held on April [removed: 28, 2020] [added: 27, 2021] under the captions “Director Compensation,” “Information Relating to Our Board of Directors and Its Committees—Compensation Committee Interlocks and Insider Participation,” and “Executive Compensation,” and is incorporated in this annual report on Form 10-K by reference.
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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
2 rewritten, 0 added, 2 removed, 0 unchanged
The information required to be disclosed by this Item pursuant to Item 403 of Regulation S-K is contained in the proxy statement for our annual meeting of stockholders to be held on April [removed: 28, 2020] [added: 27, 2021] under the caption “Beneficial Ownership of Common Stock,” and is incorporated in this annual report on Form 10-K by reference.
The information required to be disclosed by this Item pursuant to Item 201(d) of Regulation S-K is contained in the proxy statement for our annual meeting of stockholders to be held on April [removed: 28, 2020] [added: 27, 2021] under the caption “Executive Compensation—Equity Compensation Plan Information,” and is incorporated in this annual report on Form 10-K by reference.
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Item 13. Certain Relationships and Related Transactions, and Director Independence
2 rewritten, 0 added, 2 removed, 0 unchanged
The information required to be disclosed by this Item pursuant to Item 404 of Regulation S-K is contained in the proxy statement for our annual meeting of stockholders to be held on April [removed: 28, 2020] [added: 27, 2021] under the caption “Information Relating to Our Board of Directors and Its Committees—Certain Relationships and Policies on Related Party Transactions,” and is incorporated in this annual report on Form 10-K by reference.
The information required to be disclosed by this Item pursuant to Item 407(a) of Regulation S-K is contained in the proxy statement for our annual meeting of stockholders to be held on April [removed: 28, 2020] [added: 27, 2021] under the caption “Information Relating to Our Board of Directors and Its Committees—Determination of Independence,” and is incorporated in this annual report on Form 10-K by reference.
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Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 2 removed, 1 unchanged
The information required to be disclosed by this Item pursuant to Item 9(e) of Schedule 14A is contained in the proxy statement for our annual meeting of stockholders to be held on April [removed: 28, 2020] [added: 27, 2021] under the caption “Information Relating to Our Board of Directors and Its Committees—Independent Registered Public Accounting Firm Fees and Other Matters”, and is incorporated in this annual report on Form 10-K by reference.
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Item 15. Exhibits and Financial Statement Schedules
71 rewritten, 70 added, 15 removed, 18 unchanged
Consolidated Statements of Operations for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019][added: January 3, 2021]
Consolidated Statements of Comprehensive Income for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019][added: January 3, 2021]
Consolidated Balance Sheets as of [added: January 3, 2021 and] December 29, 2019 [removed: and December 30, 2018]
Consolidated Statements of Stockholders’ Equity for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019][added: January 3, 2021]
Consolidated Statements of Cash Flows for Each of the Three Fiscal Years in the Period Ended [removed: December 29, 2019][added: January 3, 2021]
| Exhibit No. | | [added: | | | |] Exhibit Title | | | | [added: | | | | | | | |]
| [removed: 2.1] | | [removed: [Share Sale and Transfer Agreement, dated June 16, 2017, by] [added: | | | | [(6) Employment Agreement between Tajinder Vohra] and [removed: among] PerkinElmer, [removed: Inc., Prof. Dr. Winfried Stöcker and Stöcker Vermögensverwaltungsgesellschaft mbH & Co. KG,] [added: Inc. dated](http://www.sec.gov/Archives/edgar/data/31791/000003179118000008/pki-04012018xex_101.htm) [as of](http://www.sec.gov/Archives/edgar/data/31791/000003179118000008/pki-04012018xex_101.htm) [January 29, 2018,] filed with the Commission on [removed: August] [added: May] 8, [removed: 2017] [added: 2018] as Exhibit [removed: 2.2] [added: 10.1] to our quarterly report on Form 10-Q (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179117000009/pki-07022017xex_22.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179118000008/pki-04012018xex_101.htm)] | | | | [added: | | | | | | | |]
| [removed: 2.2] | | [removed: [Amendment Agreement, dated December 19, 2017, to the Share Sale and Transfer Agreement, dated as] [added: | | | | [(3) Form] of [removed: June 16, 2017, by and among PerkinElmer, Inc., Prof. Dr. Winfried Stöcker, Stöcker Vermögensverwaltungsgesellschaft mbH & Co. KG and PerkinElmer Germany Diagnostics GmbH filed] [added: Amendment](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm)[between](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm)[Joel S. Goldberg](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [and](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [PerkinElmer, Inc.](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [dated as of](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [December 3, 2010](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm)[,](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [filed] with the Commission on [removed: February 27, 2018] [added: March 1, 2011] as Exhibit [removed: 2.5] [added: 10.4(7)] to our annual report on Form 10-K [removed: (file] [added: (File] No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179118000004/a201710kexhibit25.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm)] | | | | [added: | | | | | | | |]
| 3.1 | | [added: | | | |] [PerkinElmer, Inc.'s Restated Articles of Organization, filed with the Commission on May 11, 2007 as Exhibit 3.1 to our quarterly report on Form 10-Q (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312507111575/dex31.htm) | | | | [added: | | | | | | | |]
| 3.2 | | [added: | | | |] [PerkinElmer, Inc.'s Amended and Restated By-laws, filed with the Commission on December 13, 2018 as Exhibit 3.2 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312516659969/d193868dex32.htm) | | | | [added: | | | | | | | |]
| 4.1 | | [added: | | | |] [Specimen Certificate of PerkinElmer, Inc.'s Common Stock, $1 par value, filed with the Commission on August 15, 2001 as Exhibit 4.1 to our quarterly report on Form 10-Q (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000095013501502555/b39946peex4-1.txt) | | | | [added: | | | | | | | |]
| 4.2 | | [added: | | | |] [Description of PerkinElmer, Inc.’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, [removed: attached hereto] [added: filed with the Commission on February 25, 2020] as Exhibit [removed: 4.2.](https://www.sec.gov/Archives/edgar/data/31791/000003179120000003/a2019exhibit42.htm)] [added: 4.2 to our annual report on Form 10-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179120000003/a2019exhibit42.htm)] | | | | [added: | | | | | | | |]
| 4.3 | | [added: | | | |] [Indenture dated as of October 25, 2011 between PerkinElmer, Inc. and U.S. Bank National Association, filed with the Commission on October 27, 2011 as Exhibit 99.1 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312511284039/d247960dex991.htm) | | | | [added: | | | | | | | |]
| [removed: 4.4] [added: 4.8] | | [removed: [Supplemental Indenture] [added: | | | | [Fifth Supplemental Indenture,] dated as of [removed: October 25, 2011] [added: September 12, 2019, by and] between PerkinElmer, Inc. and U.S. Bank National Association, [added: as trustee (including the form of note contained therein)] filed with the Commission on [removed: October 27, 2011] [added: September 12, 2019] as Exhibit [removed: 99.2] [added: 4.2] to our current report on Form 8-K (File No. [removed: 001-05075)] [added: 001-05075))] and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312511284039/d247960dex992.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519243941/d33594dex42.htm)] | | | | [added: | | | | | | | |]
| [removed: 4.5] [added: 4.4] | | [removed: [Second] [added: | | | | [Third] Supplemental [removed: Indenture] [added: Indenture,] dated as of [removed: December 22, 2011 between] [added: July 19, 2016, among] PerkinElmer, [removed: Inc. and] [added: Inc.,] U.S. Bank National Association, [added: as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent,] filed with the Commission on [removed: February 28, 2012] [added: July 19, 2016] as Exhibit [removed: 4.4] [added: 4.2] to our [removed: annual] [added: current] report on Form [removed: 10-K] [added: 8-K] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000144530512000499/exhibit44.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex42.htm)] | | | | [added: | | | | | | | |]
| [removed: 4.6] [added: 4.5] | | [removed: [Third Supplemental Indenture,] [added: | | | | [Paying Agency Agreement,] dated [removed: as of] July 19, 2016, among PerkinElmer, Inc., U.S. Bank National Association, as trustee, [removed: and] Elavon Financial Services DAC, UK Branch, as paying agent, [added: and Elavon Financial Services DAC, as transfer agent and registrar,] filed with the Commission on July 19, 2016 as Exhibit [removed: 4.2] [added: 4.3] to our current report on Form 8-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex42.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex43.htm)] | | | | [added: | | | | | | | |]
| 4.7 | | [added: | | | |] [Paying Agency Agreement, dated [removed: July 19, 2016,] [added: as of April 11, 2018,] among PerkinElmer, Inc., U.S. Bank National Association, as trustee, [added: transfer agent and registrar, and] Elavon Financial Services DAC, UK Branch, as paying agent, [removed: and Elavon Financial Services DAC, as transfer agent and registrar,] filed with the Commission on [removed: July 19, 2016] [added: April 11, 2018] as Exhibit 4.3 to our current report on Form 8-K (File No. [removed: 001-05075)] [added: 001-05075))] and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex43.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312518113426/d569705dex43.htm)] | | | | [added: | | | | | | | |]
| [removed: 4.8] [added: 4.6] | | [added: | | | |] [Fourth Supplemental Indenture, dated as of April 11, 2018, among PerkinElmer, Inc., U.S. Bank National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent (including the form of note contained therein) filed with the Commission on April 11, 2018 as Exhibit 4.2 to our current report on Form 8-K (File No. 001-05075)) and herein incorporated by reference](http://www.sec.gov/Archives/edgar/data/31791/000119312518113426/d569705dex42.htm) | | | | [added: | | | | | | | |]
| [removed: 4.9] | | [removed: [Paying Agency Agreement,] [added: | | | | [(7) Employment Agreement between James Mock and PerkinElmer, Inc.,] dated as of April [removed: 11,] [added: 10,] 2018, [removed: among PerkinElmer, Inc., U.S. Bank National Association, as trustee, transfer agent and registrar, and Elavon Financial Services DAC, UK Branch, as paying agent,] filed with the Commission on April [removed: 11,] [added: 13,] 2018 as Exhibit [removed: 4.3] [added: 99.1] to our current report on Form 8-K (File No. [removed: 001-05075))] [added: 001-05075)] and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312518113426/d569705dex43.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312518116903/d568380dex991.htm)] | | | | [added: | | | | | | | |]
| [removed: 4.10] | | [removed: [Fifth Supplemental Indenture, dated as of September 12, 2019, by and] [added: | | | | [(5) Employment Agreement] between [added: Daniel R. Tereau and] PerkinElmer, Inc. [removed: and U.S. Bank National Association,] [added: dated] as [removed: trustee (including the form] of [removed: note contained therein)] [added: February 1, 2016,] filed with the Commission on [removed: September 12, 2019] [added: March 1, 2016] as Exhibit [removed: 4.2] [added: 10.2(8)] to our [removed: current] [added: annual] report on Form [removed: 8-K] [added: 10-K] (File No. [removed: 001-05075))] [added: 001-05075)] and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519243941/d33594dex42.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179116000014/a201510kexhibit1028.htm)] | | | | [added: | | | | | | | |]
| 10.1 | | [added: | | | |] [Credit Agreement, dated as of September 17, 2019, among [removed: the Registrant,] [added: the](http://www.sec.gov/Archives/edgar/data/31791/000119312519246865/d804222dex101.htm) [PerkinElmer, Inc.](http://www.sec.gov/Archives/edgar/data/31791/000119312519246865/d804222dex101.htm)[,] PerkinElmer Health Sciences, Inc., PerkinElmer Life Sciences International Holdings, PerkinElmer Global Holdings S.à r.l. and PerkinElmer Health Sciences B.V. as Borrowers, Bank of America, N.A. as Administrative Agent, Swing Line Lender and an L/C Issuer, the Lenders party thereto and the other L/C Issuers party thereto, filed with the [removed: Securities and Exchange] Commission on September 17, 2019 as Exhibit 10.1 to [removed: the Registrant’s Current Report] [added: our current report] on Form 8-K (File No. 001-05075) and incorporated herein by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519246865/d804222dex101.htm) | | | | [added: | | | | | | | |]
| 10.2 | | [added: | | | |] [First Amendment to Credit Agreement, dated as of October 21, 2019, among PerkinElmer, Inc., PerkinElmer Health Sciences, Inc., PerkinElmer Life Sciences International Holdings, PerkinElmer Global Holdings S.à r.l. and PerkinElmer Health Sciences B.V., as Borrowers, Bank of America, N.A. as Administrative Agent, Swing Line Lender and an L/C Issuer, the Lenders party thereto and the other L/C Issuers party thereto, [removed: attached hereto] [added: filed with the Commission on February 25, 2020] as Exhibit [removed: 10.2.](https://www.sec.gov/Archives/edgar/data/31791/000003179120000003/a2019exhibit102.htm)] [added: 10.2 to our annual report on Form 10-K (File No. 001-5075) and incorporated herein by reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179120000003/a2019exhibit102.htm)] | | | | [added: | | | | | | | |]
| [removed: 10.3*] [added: 10.4*] | | [added: | | | |] Employment Contracts: | | | | [added: | | | | | | | |]
| | | [added: | | | |] [(1) Amended and Restated Employment Agreement, dated as of August 21, [removed: 2019, by and between] [added: 2019,](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) [between] Dr. Prahlad R. Singh [removed: and the Registrant,] [added: and](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) [PerkinElmer, Inc.](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm)[,] filed with [removed: the Securities and Exchange Commission] [added: the](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) [Commission] on August 21, 2019 as Exhibit 99.1 [removed: to the Registrant’s Current Report] [added: to](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) [our c](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm)[urrent](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) [r](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm)[eport] on Form 8-K (File No. 001-05075) and incorporated herein by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) | | | | [added: | | | | | | | |]
| | | [removed: [(2) Third] [added: | | | | [(4)] Amended and Restated Employment Agreement between [added: Andrew Okun and] PerkinElmer, Inc. [removed: and Robert F. Friel,] dated as of [removed: December 16, 2008,] [added: January 1, 2014,] filed with the Commission on February [removed: 26, 2009] [added: 25, 2014] as Exhibit [removed: 10.4(2)] [added: 10.2(10)] to our annual report on Form 10-K (File No. 001-05075) and herein incorporated by [removed: reference;](http://www.sec.gov/Archives/edgar/data/31791/000119312509039117/dex1042.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000144530514000585/a2013exhibit10210okunresta.htm)] | | | | [added: | | | | | | | |]
| | | [removed: [(3)] [added: | | | | [(2)] Employment [removed: Agreement by and between] [added: Agreement](http://www.sec.gov/Archives/edgar/data/31791/000119312508171757/dex101.htm) [between] Joel S. Goldberg and PerkinElmer, Inc. dated as of July 21, 2008, filed with the Commission on August 8, 2008 as Exhibit 10.1 to our quarterly report on Form 10-Q (File No. 001-05075) and herein incorporated by reference;](http://www.sec.gov/Archives/edgar/data/31791/000119312508171757/dex101.htm) | | | | [added: | | | | | | | |]
| [added: 10.7*] | | [removed: [(4) Form of Amendment, entered into by and between] [added: | | | | [First Amendment to] PerkinElmer, [removed: Inc. and Joel S. Goldberg on December 3, 2010] [added: Inc.'s 2008 Deferred Compensation Plan,] filed with the Commission on March 1, 2011 as Exhibit [removed: 10.4(7)] [added: 10.9] to our annual report on Form 10-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex109.htm)] | | | | [added: | | | | | | | |]
| [added: 10.6*] | | [removed: [(5) Employment Agreement between James Corbett and PerkinElmer, Inc. dated as of February 1, 2012,] [added: | | | | [PerkinElmer, Inc.'s 2008 Deferred Compensation Plan,] filed with the Commission on [removed: May 8, 2012] [added: December 12, 2008] as Exhibit 10.1 to our [removed: quarterly] [added: current] report on Form [removed: 10-Q] [added: 8-K] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000144530512001561/a101employmentagreementbya.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312508252524/dex101.htm)] | | | | [added: | | | | | | | |]
| [added: 10.17*] | | [removed: [(6)] [added: | | | | [PerkinElmer, Inc. Employees Retirement Plan] Amended and Restated [removed: Employment Agreement between Andrew Okun and PerkinElmer, Inc. dated as of] [added: effective] January 1, [removed: 2014,] [added: 2012, as further amended,] filed with the Commission on February [removed: 25, 2014] [added: 26, 2019] as Exhibit [removed: 10.2(10)] [added: 10.26] to our annual report on Form 10-K [removed: (File] [added: (file] No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000144530514000585/a2013exhibit10210okunresta.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179119000003/a2018exhibit1026.htm)] | | | | [added: | | | | | | | |]
| [added: 10.8*] | | [removed: [(7) Employment Agreement between Daniel R. Tereau and PerkinElmer, Inc. dated as of February 1, 2016,] [added: | | | | [PerkinElmer, Inc.'s Performance Unit Program Description,] filed with the Commission on [removed: March 1, 2016] [added: February 26, 2009] as Exhibit [removed: 10.2(8)] [added: 10.10] to our annual report on Form 10-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179116000014/a201510kexhibit1028.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312509039117/dex1010.htm)] | | | | [added: | | | | | | | |]
| [added: 10.10*] | | [removed: [(8) Employment] [added: | | | | [Form of Stock Option] Agreement [removed: between Deborah A. Butters and] [added: given by] PerkinElmer, Inc. [removed: dated as of July 11, 2016,] [added: to its executive officers for use under the 2009 Incentive Plan,] filed with the Commission on [removed: November 8, 2016] [added: April 28, 2009] as Exhibit [removed: 10.2(9)] [added: 10.3] to our [removed: quarterly] [added: current] report on Form [removed: 10-Q] [added: 8-K] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179116000023/pki-10022016xex_102.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312509090128/dex103.htm)] | | | | [added: | | | | | | | |]
| [added: 10.9*] | | [removed: [(9) Employment Agreement between Tajinder Vohra and PerkinElmer,] [added: | | | | [PerkinElmer,] Inc. [removed: dated January 29, 2018,] [added: 1998 Employee Stock Purchase Plan as Amended and Restated on December 10, 2009,] filed with the Commission on [removed: May 8, 2018] [added: March 1, 2010] as Exhibit [removed: 10.1] [added: 10.15] to our [removed: quarterly] [added: annual] report on Form [removed: 10-Q] [added: 10-K] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179118000008/pki-04012018xex_101.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312510044544/dex1015.htm)] | | | | [added: | | | | | | | |]
| [added: 10.11*] | | [removed: [(10) Employment] [added: | | | | [Form of Stock Option] Agreement [removed: between James Mock and] [added: given by] PerkinElmer, [removed: Inc., dated as of April 10, 2018,] [added: Inc. to its non-employee directors for use under the 2009 Incentive Plan,] filed with the Commission on April [removed: 13, 2018] [added: 28, 2009] as Exhibit [removed: 99.1] [added: 10.4] to our current report on Form 8-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312518116903/d568380dex991.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312509090128/dex104.htm)] | | | | [added: | | | | | | | |]
| [removed: 10.4*] [added: 10.5*] | | [added: | | | |] [PerkinElmer, Inc.'s 2009 Incentive Plan, filed with the Commission on March 12, 2014 as Appendix A to our definitive proxy statement on Schedule 14A (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312514094761/d675998ddef14a.htm) | | | | [added: | | | | | | | |]
| [removed: 10.5*] [added: 10.18*] | | [added: | | | |] [PerkinElmer, [removed: Inc.'s 2008 Deferred] [added: Inc. Amended and Restated Global Incentive] Compensation [removed: Plan,] [added: Plan (Executive Officers) effective December 30, 2019,] filed with the Commission on [removed: December 12, 2008] [added: February 25, 2020] as Exhibit [removed: 10.1] [added: 10.20] to our [removed: current] [added: annual] report on Form [removed: 8-K (File] [added: 10-K (file] No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312508252524/dex101.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179120000003/a2019exhibit1020.htm)] | | | | [added: | | | | | | | |]
| [removed: 10.6*] [added: 10.19*] | | [removed: [First Amendment to PerkinElmer,] [added: | | | | [PerkinElmer,] Inc.'s [removed: 2008 Deferred Compensation] [added: 2019 Incentive] Plan, filed with the Commission on March [removed: 1, 2011] [added: 13, 2019] as [removed: Exhibit 10.9] [added: Appendix B] to our [removed: annual report] [added: definitive proxy statement] on [removed: Form 10-K] [added: Schedule 14A] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex109.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519072708/d642037ddef14a.htm)] | | | | [added: | | | | | | | |]
| [removed: 10.8*] [added: 10.14*] | | [removed: [PerkinElmer, Inc.'s Performance] [added: | | | | [Form of 162(m)-compliant Restricted Stock] Unit [removed: Program Description,] [added: Agreement with single-trigger acceleration for use under the 2009 Incentive Plan,] filed with the Commission on February [removed: 26, 2009] [added: 28, 2017] as Exhibit [removed: 10.10] [added: 10.21] to our annual report on Form 10-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312509039117/dex1010.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179117000003/a201610kexhibit1021-formof.htm)] | | | | [added: | | | | | | | |]
| [removed: 10.9*] [added: 10.15*] | | [removed: [PerkinElmer, Inc. 1998 Employee] [added: | | | | [Form of 162(m)-compliant Restricted] Stock [removed: Purchase Plan as Amended and Restated on December 10, 2009,] [added: Unit Agreement with double-trigger acceleration for use under the 2009 Incentive Plan,] filed with the Commission on [removed: March 1, 2010] [added: February 28, 2017] as Exhibit [removed: 10.15] [added: 10.22] to our annual report on Form 10-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312510044544/dex1015.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179117000003/a201610kexhibit1022-formof.htm)] | | | | [added: | | | | | | | |]
| [removed: 10.10*] [added: 10.23*] | | [added: | | | |] [Form of Stock Option Agreement [removed: given by PerkinElmer, Inc.] [added: with single-trigger vesting acceleration upon a change of control for grants] to [removed: its chief] executive [removed: officer for use] [added: officers] under the [removed: 2009] [added: 2019] Incentive Plan, filed with the Commission on April [removed: 28, 2009] [added: 24, 2019] as Exhibit [removed: 10.2] [added: 99.5] to our current report on Form 8-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312509090128/dex102.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex995.htm)] | | | | [added: | | | | | | | |]
| [removed: 10.11*] [added: 10.24*] | | [added: | | | |] [Form of Stock Option Agreement [removed: given by PerkinElmer, Inc.] [added: with double-trigger vesting acceleration following a change of control for grants] to [removed: its] executive officers [removed: for use] under the [removed: 2009] [added: 2019] Incentive Plan, filed with the Commission on April [removed: 28, 2009] [added: 24, 2019] as Exhibit [removed: 10.3] [added: 99.6] to our current report on Form 8-K (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312509090128/dex103.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex996.htm)] | | | | [added: | | | | | | | |]
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| 10.3 | | | | | | [Second Amendment to Credit Agreement, dated as of February 27, 2020, among PerkinElmer, Inc., PerkinElmer Health Sciences, Inc., PerkinElmer Life Sciences International Holdings, PerkinElmer Global Holdings S.à r.l. and PerkinElmer Health Sciences B.V., as Borrowers, Bank of America, N.A. as Administrative Agent, Swing Line Lender and an L/C Issuer, the Lenders party thereto and the other L/C Issuers party thereto, filed with the Commission on May 12, 2020 as Exhibit 10.1 to our quarterly report on Form 10-Q (File No. 001-5075) and incorporated herein by reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179120000006/pki-04052020xex101.htm) | | | | | | | | | | | |
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| 10.7* | | [PerkinElmer, Inc.'s 2008 Supplemental Executive Retirement Plan, filed with the Commission on December 12, 2008 as Exhibit 10.2 to our current report on Form 8-K and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312508252524/dex102.htm) | | | |
| 10.19* | | [PerkinElmer, Inc. Employees Retirement Plan Amended and Restated effective January 1, 2012, as further amended, filed with the Commission on February 26, 2019 as Exhibit 10.26 to our annual report on Form 10-K (file No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179119000003/a2018exhibit1026.htm) | | | |
| 10.21* | | [PerkinElmer, Inc.'s 2019 Incentive Plan, filed with the Commission on March 13, 2019 as Appendix B to our definitive proxy statement on Schedule 14A (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519072708/d642037ddef14a.htm) | | | |
| 10.24* | | [Form of Restricted Stock Unit Agreement (Performance-based vesting) with double-trigger vesting acceleration following a change of control for grants to executive officers under the 2019 Incentive Plan, filed with the Commission on April 24, 2019 as Exhibit 99.4 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex994.htm) | | | |
| 10.25* | | [Form of Stock Option Agreement with single-trigger vesting acceleration upon a change of control for grants to executive officers under the 2019 Incentive Plan, filed with the Commission on April 24, 2019 as Exhibit 99.5 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex995.htm) | | | |
| 10.26* | | [Form of Stock Option Agreement with double-trigger vesting acceleration following a change of control for grants to executive officers under the 2019 Incentive Plan, filed with the Commission on April 24, 2019 as Exhibit 99.6 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex996.htm) | | | |
| 10.27* | | [Form of Restricted Stock Agreement with single-trigger vesting acceleration upon a change of control for grants to executive officers under the 2019 Incentive Plan, filed with the Commission on April 24, 2019 as Exhibit 99.7 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex997.htm) | | | |
| 10.28* | | [Form of Restricted Stock Agreement with double-trigger vesting acceleration following a change of control for grants to executive officers under the 2019 Incentive Plan, filed with the Commission on April 24, 2019 as Exhibit 99.8 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex998.htm) | | | |
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| Year ended December 31, 2017 | | $ | 29,212 | | | $ | 2,038 | | | $ | (1,900 | ) | | $ | 1,931 | | | $ | 31,281 | |
An excerpt. Shown here: 40 of 71 rewritten, 40 of 70 added and all 15 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2020 filing and the FY2019 filing.
Item 16. Form 10-K Summary
20 rewritten, 27 added, 5 removed, 7 unchanged
| | [added: | |] Signature | | [added: | | | |] PERKINELMER, [removed: INC. Title] [added: INC. Title] | | [added: | | | |] Date | [added: | |]
| By: | [removed: /S/] [added: | | /s/] PRAHLAD SINGH, PhD | | [added: | | | |] President and Chief Executive Officer | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Prahlad Singh, PhD | | [added: | | | |] (Principal Executive Officer) | | | [added: | | | | | |]
| By: | [added: | |] /S/ JAMES M. MOCK | | [added: | | | |] Sr. Vice President and | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] James M. Mock | | [added: | | | |] Chief Financial Officer (Principal Financial Officer) | | | [added: | | | | | |]
| By: | [added: | |] /S/ ANDREW OKUN | | [added: | | | |] Vice [removed: President and] [added: President,] | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Andrew Okun | | [added: | | | |] Chief Accounting Officer [added: and Treasurer] (Principal Accounting Officer) | | | [added: | | | | | |]
| | [added: | |] Signature | | [added: | | | |] Title | | [added: | | | |] Date | [added: | |]
| By: | [removed: /S/] [added: | | /s/] PRAHLAD SINGH, PhD | | [added: | | | |] President, Chief Executive Officer and [removed: Director] | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Peter [removed: Barrett] [added: Barrett, PhD] | | | | | [added: | | | | | | | | | |]
| By: | [removed: /S/] [added: | | /s/] SAMUEL R. CHAPIN | | [added: | | | |] Director | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Samuel R. Chapin | | | | | [added: | | | | | | | | | |]
| By: | [removed: /S/] [added: | | /s/] SYLVIE GRÉGOIRE, PharmD | | [added: | | | |] Director | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Sylvie Grégoire, PharmD | | | | | [added: | | | | | | | | | |]
| By: | [removed: /S/] [added: | | /s/] ALEXIS P. MICHAS | | [added: | | | |] Director | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Alexis P. Michas | | | | | [added: | | | | | | | | | |]
| By: | [removed: /S/] [added: | | /s/] FRANK WITNEY, PhD | | [added: | | | |] Director | | [removed: February 26, 2019] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Frank Witney, PhD | | | | | [added: | | | | | | | | | |]
| By: | [removed: /S/] [added: | | /s/] PASCALE WITZ | | [added: | | | |] Director | | [removed: February 25, 2020] | [added: | | | March 2, 2021 | | |]
| | [added: | |] Pascale Witz | | | | | [added: | | | | | | | | | |]
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| | | | Prahlad Singh, PhD | | | | | | Director (Principal Executive Officer) | | | | | | | | |
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| By: | | | /s/ JAMES M. MOCK | | | | | | Sr. Vice President and | | | | | | March 2, 2021 | | |
| | | | James M. Mock | | | | | | Chief Financial Officer (Principal Financial Officer) | | | | | | | | |
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| By: | | | /s/ ANDREW OKUN | | | | | | Vice President, Chief Accounting Officer | | | | | | March 2, 2021 | | |
| | | | Andrew Okun | | | | | | and Treasurer (Principal Accounting Officer) | | | | | | | | |
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| By: | | | /s/ PETER BARRETT, PhD | | | | | | Director | | | | | | March 2, 2021 | | |
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| By: | | | /s MICHEL VOUNATSOS | | | | | | Director | | | | | | March 2, 2021 | | |
| | | | Michel Vounatsos | | | | | | | | | | | | | | |
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| By: | /S/ PETER BARRETT | | Director | | February 25, 2020 |
| By: | /S/ PATRICK J. SULLIVAN | | Director | | February 25, 2020 |
| | Patrick J. Sullivan | | | | |