Revvity (RVTY) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2023-01-01 one, compared heading by heading and sentence by sentence.
Item 1A25 rewritten11 added27 removed200 unchanged
All filing items978 rewritten456 added676 removed1,659 unchanged
Summary
counted, not written
- Item 1A lists 23 risk factor headings: 1 new, 2 reworded and 20 unchanged since FY2022. 2 headings from FY2022 no longer appear.
- Sentence by sentence, 456 added, 676 removed, 978 rewritten and 1,659 unchanged across 20 items that differ.
- New this year: Item 1C. Cybersecurity Disclosures.
New Item 1A headings (1)
- We are subject to stringent data privacy and information security laws and regulations and changes in such laws or regulations, or our failure to comply with such requirements, could subject us to significant fines and penalties, which may have a material adverse effect on our business, financial condition or results of operations.
Removed Item 1A headings (2)
- The pandemic caused by COVID-19 has had, 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.
- Discontinuation or replacement of LIBOR may adversely affect our variable rate debt.
Reworded Item 1A headings (2)
- We may not be able to successfully execute acquisitions or divestitures,
[removed: such as the divestiture of the Analytical, Food and Enterprise Services businesses,]license technologies, integrate acquired businesses or licensed technologies into our existing businesses, [added: maintain licensed technologies,] or make acquired businesses or licensed technologies profitable. - If we experience a significant disruption in, or breach in security of, our information technology systems or those of our customers, suppliers or other third parties, or cybercrime, resulting in inappropriate access to or inadvertent transfer of information or
[removed: assets,][added: assets] or [added: result in a ransom demand from a third party, or] if we fail to implement new systems, software and technologies successfully, our business could be adversely affected.
A heading is new when no FY2022 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
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
25 rewritten, 11 added, 27 removed, 200 unchanged
[added: Our quarterly revenue and results] of operations are highly dependent on the volume and timing of orders received during the quarter.
Our business is also affected by local economic environments, including inflation, recession, financial [removed: liquidity] [added: liquidity, interest rates] and currency volatility or devaluation.
[removed: Political] [added: Environmental events and political] changes, including war or other conflicts, such as the current [removed: conflict] [added: conflicts] in [removed: Ukraine,] [added: Ukraine and the Middle East,] some of which may be disruptive, could interfere with our supply chain, our customers and all of our activities in a particular location.
We may not be able to successfully execute acquisitions or divestitures, [removed: such as the divestiture of the Analytical, Food and Enterprise Services businesses,] license technologies, integrate acquired businesses or licensed technologies into our existing businesses, [added: maintain licensed technologies,] or make acquired businesses or licensed technologies profitable.
We may not be successful in this regard and may encounter other difficulties in integrating acquired businesses into our existing operations, such as incompatible management, information or other systems, cultural differences, loss of key personnel, unforeseen [added: regulatory requirements, previously undisclosed liabilities or difficulties in predicting financial results.]
[removed: We may also incur expenses related to completing] acquisitions or licensing technologies, or in evaluating potential acquisitions or technologies, which may adversely impact our profitability.
- changes in the level of economic activity in regions in which we do business, including as a result of [removed: the COVID-19 pandemic and other] global health crises or pandemics,
In addition, [removed: a] global health [removed: crisis] [added: crises] or [removed: pandemic such as the COVID-19 pandemic,] [added: pandemics,] wars, conflicts, or other changes in a country’s or region’s political or economic conditions, could have a significant adverse effect on our supply chain.
If we experience a significant disruption in, or breach in security of, our information technology systems or those of our customers, suppliers or other third parties, or cybercrime, resulting in inappropriate access to or inadvertent transfer [removed: of][added: of information or assets or result in a ransom demand from a third party, or if we fail to implement new systems, software and technologies successfully, our business could be adversely affected.]
If we were to experience a prolonged system disruption in the information technology systems that involve our interactions with customers, suppliers or other third parties, it could result in the loss of sales and customers and significant [removed: incremental costs, which could adversely affect our business.]
In addition, security breaches of our information technology systems or cybercrime, resulting in inappropriate access to or inadvertent transfer of information or assets, could result in losses or misappropriation of [removed: assets] [added: assets, ransom demands by third parties,] or unauthorized disclosure of confidential information belonging to us or to our employees, partners, customers or suppliers, which could result in our suffering significant financial or reputational damage.
As of [removed: January 1,] [added: December 31,] 2023, our total assets included [removed: $9.9] [added: $9.6] billion of net intangible assets.
We test [removed: certain of these items—specifically all of those that are considered “indefinite-lived”—at] [added: goodwill at] least annually for potential impairment by comparing the carrying value to the fair market value of the reporting unit to which they are assigned.
Adverse changes in our business, adverse changes in the assumptions used to determine the fair value of our reporting units, or the failure to grow our [removed: Discovery & Analytical Solutions] [added: Life Sciences] and Diagnostics segments may result in impairment of our intangible assets, which could adversely affect our results of operations.
We may not be able to renew [added: or otherwise lose] our [added: right to utilize our] existing licenses, or licenses we may obtain in the future, on terms acceptable to us, or at all.
[added: In addition, rights] granted under the license could be lost for reasons out of our control.
[removed: If we fail to comply with applicable laws and regulations, we could suffer civil and criminal damages, fines and penalties, exclusion from participation in governmental healthcare] programs, and the loss of various licenses, certificates and authorizations necessary to operate our business, as well as incur liabilities from third-party claims, all of which could have a significant adverse effect on our business.
Our sales originating outside the United States represented the majority of our total revenue in fiscal year [removed: 2022.][added: 2023.]
- [removed: a] global health [removed: crisis] [added: crises] of unknown duration, [removed: such as the COVID-19 pandemic,]
In addition, the market for both public and private debt offerings [removed: could experience] [added: has experienced] liquidity concerns and increased [removed: volatility as a result of the COVID-19 pandemic,] [added: volatility,] which could ultimately increase our borrowing costs and limit our ability to obtain future financing.
Our senior unsecured revolving credit facility, senior unsecured notes due in [removed: 2023 (“2023 Notes”), senior unsecured notes due in] 2024 (“2024 Notes”), senior unsecured notes due in 2026 (“2026 Notes”), senior unsecured notes due in 2028 (“2028 Notes”), senior unsecured notes due in 2029 (“2029 Notes”), senior unsecured notes due in 2031 (“March 2031 Notes”), senior unsecured notes due in 2031 (“September 2031 Notes”) and senior unsecured notes due in 2051 (“2051 Notes”) include restrictive covenants that limit our ability to engage in activities that could otherwise benefit our company.
Our failure to comply with any of the restrictions in our senior unsecured revolving credit facility, the [removed: 2023 Notes, the] 2024 Notes, the 2026 Notes, the 2028 Notes, the 2029 Notes, the March 2031 Notes, the September 2031 Notes, the 2051 Notes or any future indebtedness may result in an event of default under those debt instruments, which could permit acceleration of the debt under those debt instruments, and require us to prepay that debt before its scheduled due date under certain circumstances.
- changes to economic conditions arising from global health crises [removed: such as the COVID-19 pandemic] [added: and pandemics, climate change,] or from wars or conflicts.
On October 26, [removed: 2022,] [added: 2023,] we announced that our Board of Directors (our “Board”) had declared a quarterly dividend of $0.07 per share for the fourth quarter of fiscal year [removed: 2022] [added: 2023] that was paid in February [removed: 2023.][added: 2024.]
On January [removed: 26, 2023,] [added: 25, 2024,] we announced that our Board had declared a quarterly dividend of $0.07 per share for the first quarter of fiscal year [removed: 2023] [added: 2024] that will be payable in May [removed: 2023.][added: 2024.]
We may lose the right to utilize licensed technologies which could limit our ability to offer products incorporating such technologies.
We may also incur expenses related to completing
- differing tax laws and changes in those laws (including the enactment by countries of the Organization for Economic Cooperation and Development (OECD) Base Erosion and Profit Shifting Pillar Two, which would impose a minimum corporate income tax rate of least 15%), or changes in the countries in which we are subject to taxation,
The risk of a security breach or disruption through cyber-attacks has generally increased as the number, intensity and sophistication of attempted attacks from around the world have increased.
For example, many companies have experienced an increase in phishing and social engineering attacks from third parties.
incremental costs, which could adversely affect our business.
We are subject to stringent data privacy and information security laws and regulations and changes in such laws or regulations, or our failure to comply with such requirements, could subject us to significant fines and penalties, which may have a material adverse effect on our business, financial condition or results of operations.
We are subject to data privacy and information security laws and regulations that apply to the collection, transmission, storage and use of personally identifying information, which among other things, impose certain requirements relating to the privacy, security and transmission of personal information, including comprehensive regulatory systems in the United States, European Union and the United Kingdom.
The legislative and regulatory landscape for privacy and data protection continues to evolve in jurisdictions worldwide, and there has been an increasing focus on privacy and data protection issues with the potential to affect our business.
Failure to comply with any of these laws or regulations could result in enforcement actions against us, including fines, claims for damages by affected individuals, damage to our reputation and loss of goodwill, any of which could have a material adverse effect on our business, financial condition, results of operations or prospects.
If we fail to comply with applicable laws and regulations, we could suffer civil and criminal damages, fines and penalties, exclusion from participation in governmental healthcare
Our quarterly revenue and results
The pandemic caused by COVID-19 has had, 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.
The global impact of COVID-19 resulted in an adverse impact on our operations, supply chains and distribution systems, due to significant global mitigation measures, including government-directed quarantines, social distancing and shelter-in-place mandates, and travel restrictions and/or bans.
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 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 or components; workforce absenteeism and distraction; labor shortages including those resulting from unwillingness to comply with vaccination or other requirements; 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.
Substantial uncertainty remains regarding the further development of the COVID-19 pandemic, 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, and may also have a material adverse impact on our overall financial condition, results of operations and cash flows.
Our Diagnostics segment experienced an increase in revenue resulting from increased demand for our immunodiagnostics and applied genomics COVID-19 product offerings during fiscal years 2020 and 2021, as well as from the COVID-19 testing laboratory facilities we developed to service the State of California and the United Kingdom.
The laboratory in the United Kingdom closed earlier in 2022 and the laboratory in the State of California closed in the second quarter of 2022.
As a result of these closures, and the general reduction in COVID-19 testing spending by our customers, the demand for these products and services declined in fiscal year 2022 and we expect it will continue to decline in fiscal year 2023, with revenue largely contingent upon consumer demand for COVID-19 testing as well as our ability to develop, produce and market COVID-19 products.
regulatory requirements, previously undisclosed liabilities or difficulties in predicting financial results.
Additionally, if we are not successful in selling businesses we seek to divest, such as our recent agreement to divest our Analytical, Food and Enterprise Service businesses to New Mountain Capital L.L.C., the activity of such businesses may dilute our earnings and we may not be able to achieve the expected benefits of such divestitures.
Divestitures could involve difficulties in the separation of operations, services, products and personnel, the diversion of management’s attention, the disruption of our business and the potential loss of key employees.
The transaction may be subject to the satisfaction of pre-closing conditions, including obtaining necessary regulatory and government approvals as well as establishing operational segregations, which, if not satisfied or obtained, may prevent us from completing the transaction.
Divestitures may also involve continued financial involvement in or liability with respect to the divested assets and businesses, such as indemnities or other financial obligations, in which the performance of the divested assets or businesses could impact our results of operations.
Our ability to provide transition services and support to assist the buyer in the transition to certain functions, including, but not limited to, information technology, accounting and human resources, for a certain period of time may cause us to incur unanticipated costs and liabilities and could adversely affect our financial condition and results of operations.
- differing tax laws and changes in those laws, or changes in the countries in which we are subject to taxation,
information or assets, or if we fail to implement new systems, software and technologies successfully, our business could be adversely affected.
In addition, rights
Discontinuation or replacement of LIBOR may adversely affect our variable rate debt.
Our indebtedness under our senior unsecured revolving credit facility bears interest at fluctuating interest rates, primarily based on the London Interbank Offered Rate (“LIBOR”) for deposits of U.S. dollars.
In July 2017, the United Kingdom Financial Conduct Authority (the authority that regulates LIBOR) announced that it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021.
The discontinuation date for submission and publication of rates for certain tenors of U.S. dollar LIBOR (1-month, 3-month, 6-month, and 12-month) was subsequently extended by the ICE Benchmark Administration (the administrator of LIBOR) until June 30, 2023.
The Alternative Reference Rates Committee in the United States has proposed that the Secured Overnight Financing Rate (“SOFR”), calculated using short-term repurchase agreements backed by U.S. Treasury securities, is the rate that represents best practice as the alternative to U.S. dollar LIBOR for use in derivatives and other financial contracts that are currently indexed to LIBOR.
No later than June 30, 2023, our indebtedness under our senior unsecured revolving credit facility will be indexed to a replacement benchmark based on SOFR in accordance with the terms of that facility.
This change could cause the effective interest rate under our senior unsecured revolving credit facility and our overall interest expense to increase, in which event we may have difficulties making interest payments and funding our other fixed costs, and our available cash flow for general corporate requirements may be adversely affected.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
117 rewritten, 85 added, 194 removed, 118 unchanged
We report fiscal years under a [removed: 52/53 week] [added: 52/53-week] format and as a result, certain fiscal years will contain 53 weeks.
Each of the fiscal years ended [added: December 31, 2023 (“fiscal year 2023”),] January 1, 2023 (“fiscal year 2022”) and January 2, 2022 (“fiscal year 2021”) included 52 weeks.
The fiscal year ending December [removed: 31, 2023] [added: 29, 2024] (“fiscal year [removed: 2023”)] [added: 2024”)] will include 52 weeks.
Overview of Fiscal Year [removed: 2022][added: 2023]
The decrease in [removed: our] Diagnostics segment revenue [removed: during fiscal year 2022] was primarily driven by decreased demand for [removed: our] COVID-19 product offerings, partially offset by [removed: an increase] [added: growth] in [removed: our] [added: the] core [removed: product offerings resulting in a decrease of $689.0 million in our] immunodiagnostics [removed: revenue and a decrease of $225.8 million in our applied genomics revenue.][added: business.]
Our consolidated gross margins decreased [removed: 350] [added: 411] basis points in fiscal year [removed: 2022,] [added: 2023,] as compared to fiscal year [removed: 2021,] [added: 2022,] primarily due to [removed: increased amortization of acquired intangible assets and] lower revenue from [removed: our] COVID-19 product offerings, [removed: partially offset by a favorable] [added: and an unfavorable] shift in product [removed: mix and service productivity.][added: mix, partially offset by pricing actions.]
Our consolidated operating margin decreased [removed: 1,045] [added: 1,150] basis points in fiscal year [removed: 2022,] [added: 2023,] as compared to fiscal year [removed: 2021, primarily] [added: 2022, also] due to lower revenue from [removed: our] COVID-19 product [removed: offerings, increased costs related to amortization of acquired intangible assets,] [added: offerings] and [removed: investments] [added: unfavorable shift] in [removed: new] product [removed: development and growth initiatives.][added: mix, partially offset by operating expense reductions.]
Overall, we believe that our [removed: strategic priorities and recent portfolio transformations, coupled with our expanded] range of product offerings, leading market positions, global scale and financial strength provides us with a foundation for continued [removed: revenue] [added: long-term] growth, [removed: strong margins] [added: margin expansion] and [added: robust] cash [removed: flows, and long-term earnings per share growth.][added: flow generation.]
Revenue for fiscal year [removed: 2022] [added: 2023] was [removed: $3.3 billion,] [added: $1,459.1 million,] as compared to [removed: $3.8 billion] [added: $2,019.7 million] for fiscal year [removed: 2021,] [added: 2022,] a decrease of [removed: $0.5 billion,] [added: $560.7 million,] or [removed: 13%,] [added: 28%,] which includes an approximate [removed: 4%] [added: 1%] decrease in revenue attributable to [removed: unfavorable] [added: favorable] changes in foreign exchange [removed: rates, partially offset by an approximate 9% increase in revenue attributable to acquisitions.][added: rates.]
The analysis in the remainder of this paragraph compares segment revenue for fiscal year [removed: 2022] [added: 2023] as compared to fiscal year [removed: 2021] [added: 2022] and includes the effect of foreign exchange rate [removed: fluctuations, and acquisitions and divestitures.][added: fluctuations.]
Cost of revenue for fiscal year [removed: 2022] [added: 2023] was [removed: $1.3 billion,] [added: $1,210.9 million,] as compared to [removed: $1.4 billion] [added: $1,322.0 million] for fiscal year [removed: 2021,] [added: 2022,] a decrease of approximately [removed: $71.8] [added: $111.1] million, or [removed: 5%.][added: 8%.]
Amortization of intangible assets [removed: increased to $141.6] [added: decreased and was $217.5] million for fiscal year [removed: 2022,] [added: 2023,] as compared to [removed: $100.7] [added: $229.1] million for fiscal year [removed: 2021.][added: 2022.]
The amortization of purchase accounting adjustments to record the inventory from certain acquisitions added an incremental expense of $45.3 million for fiscal year [removed: 2022, as compared to $35.2 million for fiscal year 2021.][added: 2022.]
[removed: *Selling, General] [added: | Selling, general] and [removed: Administrative Expenses*][added: administrative expenses | | | 78,613 | | | | | | 306,032 | | | | | | 268,760 | | |]
Selling, general and administrative expenses for fiscal year [removed: 2022] [added: 2023] were [removed: $1,025.5] [added: $1,022.6] million, as compared to [removed: $975.2] [added: $1,025.5] million for fiscal year [removed: 2021, an increase] [added: 2022, a decrease] of approximately [removed: $50.3] [added: $3.0] million, or [removed: 5%.][added: 0.3%.]
As a percentage of revenue, selling, general and administrative expenses increased to [removed: 31%] [added: 37%] in fiscal year [removed: 2022] [added: 2023] from [removed: 25%] [added: 31%] in fiscal year [removed: 2021.][added: 2022.]
Acquisition and divestiture-related [removed: expenses] [added: expenses, which primarily consisted of rebranding, legal and integration costs and stock compensation expense related to the awards given to BioLegend employees post-acquisition,] added an incremental expense of [removed: $28.9] [added: $62.0] million for fiscal year [removed: 2022, of which $15.6 million was acquisition-related stock compensation,] [added: 2023,] as compared to [removed: acquisition and divestiture-related expenses increasing expenses by $59.7] [added: $28.9] million for fiscal year [removed: 2021, of which $3.9 million was acquisition-related stock compensation.][added: 2022.]
[removed: Asset impairment costs] [added: Costs for significant environmental matters also] added an incremental expense of [removed: $3.9] [added: $2.5] million for fiscal year [removed: 2021.][added: 2023.]
Legal costs for significant litigation matters and settlements, net of reversals, [removed: decreased] [added: were minimal for fiscal year 2023, as compared to decreasing] expenses by $0.6 million for fiscal year 2022.
[removed: *Research] [added: | Research] and [removed: Development Expenses*][added: development expenses | | | 10,434 | | | | | | 64,605 | | | | | | 74,632 | | |]
Research and development expenses for fiscal year [removed: 2022] [added: 2023] were [removed: $221.6] [added: $216.6] million, as compared to [removed: $200.3] [added: $221.6] million for fiscal year [removed: 2021, an increase] [added: 2022, a decrease] of [removed: $21.3] [added: $5.0] million, or [removed: 11%.][added: 2%.]
As a percentage of revenue, research and development expenses increased to [removed: 7%] [added: 8%] in fiscal year [removed: 2022] [added: 2023] from [removed: 5%] [added: 7%] in fiscal year [removed: 2021.][added: 2022.]
Stock compensation [added: expense] related to [removed: our acquisitions] [added: awards given to BioLegend employees post-acquisition] added an incremental expense of [removed: $5.4] [added: $2.8] million [removed: in] [added: for] fiscal year [removed: 2022,] [added: 2023,] as compared to [removed: $1.4] [added: $5.6] million for fiscal year [removed: 2021.][added: 2022.]
[removed: *Interest] [added: | Total interest] and [removed: Other Expense, Net*][added: other expense, net | | | $ | 117,586 | | | | | $ | 90,862 | | | | | | | | | | | | | |]
| | | | [removed: January 1,] [added: December 31,] 2023 | | | | | | January [removed: 2, 2022 | | | | | |] [added: 1, 2023] | | | | | | [added: January 2, 2022] | | |
| Interest income | | | $ | [removed: (3,589)] [added: (72,131)] | | | | | $ | [removed: (2,241)] [added: (3,589)] | | | | | | | | | | | | | |
| Interest expense including costs of bridge financing | | | [removed: 103,955] [added: 98,813] | | | | | | [removed: 102,128] [added: 103,955] | | | | | | | | | | | | | | |
| Change in fair value of financial securities | | | [removed: 15,754] [added: 33,921] | | | | | | [removed: (10,985)] [added: 15,754] | | | | | | | | | | | | | | |
| Other components of net periodic pension [removed: credit] [added: cost (credit)] | | | [removed: (33,158)] [added: 19,006] | | | | | | [removed: (37,385)] [added: (33,158)] | | | | | | | | | | | | | | |
| [removed: Other] [added: Foreign exchange losses and other] expense, net | | | [removed: 7,900] [added: 37,977] | | | | | | [removed: 3,358] [added: 7,900] | | | | | | | | | | | | | | |
The increase of [removed: $36.0] [added: $26.7] million in interest and other expense, net, in fiscal year [removed: 2022] [added: 2023] as compared to fiscal year [removed: 2021] [added: 2022] was [removed: largely] [added: primarily] due to [removed: a change] [added: an increase] in [removed: fair value] [added: other components] of [removed: financial securities] [added: net periodic pension cost] of [removed: $15.8 million in fiscal year 2022 as compared to $(11.0) million in fiscal year 2021,] [added: $52.2 million,] an increase [removed: of $1.8 million] in [removed: interest expense] [added: foreign exchange losses] and [removed: $4.5 million in] other expense, net [removed: in fiscal year 2022 and a lower net pension credit] of [removed: $33.2] [added: $30.1] million [added: and an increase] in [removed: fiscal year 2022 as compared to $37.4 million] [added: the change] in [removed: fiscal year 2021.][added: fair value of financial securities of $18.2 million.]
The effective tax rates on continuing operations were [removed: 21.3%] [added: 1.9%] and [removed: 26.1%] [added: 21.3%] for fiscal years [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.
| | | | [added: December 31, 2023 | | | | | |] January 1, 2023 | | | | | | [removed: January 2, 2022] | | | | | | [added: | | |]
| Tax at statutory rate | | | $ | [removed: 136,886] [added: 38,346] | | | | | $ | [removed: 252,752] [added: 136,886] | | | | |
| Non-U.S. rate differential, net | | | [removed: (5,221)] [added: (18,479)] | | | | | | [removed: (33,847)] [added: (5,221)] | | | | | |
| U.S. taxation of multinational operations | | | [removed: 22,102] [added: (4,594)] | | | | | | [removed: 7,964] [added: 22,102] | | | | | |
| State income taxes, net | | | [removed: 7,820] [added: (265)] | | | | | | [removed: 36,832] [added: 7,820] | | | | | |
| Prior year tax matters | | | [removed: (10,160)] [added: 3,971] | | | | | | [removed: 1,850] [added: (10,160)] | | | | | |
| Effect of stock compensation | | | [removed: 845] [added: 2,225] | | | | | | [removed: (2,187)] [added: 845] | | | | | |
| General business tax credits | | | [removed: (7,132)] [added: (4,718)] | | | | | | [removed: (2,715)] [added: (7,132)] | | | | | |
During fiscal year 2023, we delivered differentiated performance despite market headwinds, demonstrating the strength of our product portfolio, continued innovation, and investments in our people.
Our overall revenue in fiscal year 2023 decreased by $561.3 million, or 17%, as compared to fiscal year 2022, reflecting a decrease of $560.7 million, or 28%, in Diagnostics segment revenue and a decrease of $0.6 million, or less than 1%, in Life Sciences segment revenue.
The decrease in Life Sciences segment revenue was driven by a decrease in instruments revenue due to pharmaceutical and biotechnology market headwinds and a decrease in software revenue from the timing of contract renewals, partially offset by an increase in reagents revenue.
Revenue for fiscal year 2023 was $2,750.6 million, as compared to $3,311.8 million for fiscal year 2022, a decrease of $561.3 million, or 17%.
Diagnostics segment revenue for fiscal year 2023 was $1,459.1 million, as compared to $2,019.7 million for fiscal year 2022, a decrease of $560.7 million, or 28%, due to a decrease of $380.3 million in immunodiagnostics revenue, a decrease of $165.2 million in applied genomics revenue and a decrease of $15.3 million in reproductive health revenue.
Life Sciences segment revenue was $1,292.3 million for fiscal year 2023, as compared to $1,292.9 million for fiscal year 2022, a decrease of $0.6 million, or less than 1%, driven by a decrease of $24.3 million in instruments revenue and a decrease of $17.7 million in software revenue, partially offset by an increase of $41.4 million in reagents revenue.
As a percentage of revenue, cost of revenue increased to 44% in fiscal year
2023 from 40% in fiscal year 2022, resulting in a decrease in gross margin of approximately 411 basis points to 56% in fiscal year 2023 from 60% in fiscal year 2022 due to lower COVID-19 revenue and an unfavorable shift in product mix, partially offset by pricing actions.
The above decreases were partially offset by an increase in amortization of intangible assets which was $147.6 million for fiscal year 2023, as compared to $141.6 million for fiscal year 2022.
Restructuring and other, net, increased and was $26.6 million for fiscal year 2023, as compared to $13.6 million for fiscal year 2022.
Excluding the factors above, the net decrease in selling, general and administrative expenses was the result of cost containment and productivity initiatives.
The decrease in research and development expenses was primarily driven by a cost containment and productivity initiatives, as well as a decrease in stock compensation expense related to awards given to BioLegend employees post-acquisition, which was an expense of $4.3 million in fiscal year 2023, as compared to $5.4 million for fiscal year 2022.
Other components of net periodic pension cost increased due to the decreases in the applicable discount rates.
Foreign exchange losses and other expense, net, increased primarily due to a foreign exchange loss of $24.0 million for the fiscal year 2023 related to the cash proceeds from the sale of the Business that were held offshore.
These increases in interest and other expense, net, were partially offset by an increase in interest income of $68.5 million and a decrease of $5.1 million in interest expense.
Interest income increased due to an increase in investments and higher interest rates.
Interest expense decreased due to $3.7 million of debt extinguishment income for the fiscal year 2023, as compared to $2.9 million of debt extinguishment income for the fiscal year 2022, as well as a result of an overall decrease in debt.
The lower than expected 2023 tax rate will not repeat in 2024.
| Impact of rate changes | | | (12,795) | | | | | | — | | | | | |
| Transfer pricing matters | | | (6,725) | | | | | | — | | | | | |
| | | | | | | | | | | | | | | |
Certain countries in which we have operations have adopted legislation or are expected to adopt legislation influenced by the OECD Pillar Two rules, which imposes a minimum tax rate of 15% among other requirements.
We will continue to evaluate the potential consequences of Pillar Two legislation on our effective tax rate as the legislation and related interpretations of OECD guidance continues to evolve.
For a discussion of our results of operations for fiscal year 2022 as compared to fiscal year 2021, 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 January 1, 2023 filed with the Securities and Exchange Commission on March 1, 2023.
For a discussion of our results of operations for fiscal year 2022 as compared to fiscal year 2021, 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 January 1, 2023 filed with the Securities and Exchange Commission on March 1, 2023.
Life Sciences
Fiscal Year 2023 Compared to Fiscal Year 2022
Revenue for fiscal year 2023 was $1,292.3 million, as compared to $1,292.9 million for fiscal year 2022, a decrease of $0.6 million, or less than 1%.
The decrease in our Life Sciences segment revenue was driven by a decrease of $24.3 million in instruments revenue and a decrease of $17.7 million in software revenue, partially offset by an increase of $41.4 million in reagents revenue.
For a discussion of our results of operations for fiscal year 2022 as compared to fiscal year 2021, 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 January 1, 2023 filed with the Securities and Exchange Commission on March 1, 2023.
We received approximately $2.13 billion in cash proceeds, before transaction costs and subject to post-closing adjustments.
We are entitled to an additional $75.0 million in proceeds as consideration for our ceasing the use of the PerkinElmer brand and related trademarks and transferring them to the Purchaser.
This consideration is expected to be received in installments through the first half of 2025.
The discounted value of the $75.0 million was measured as $65.2 million and was included in the proceeds.
The fair value of this element of consideration was determined to be $15.9 million and was included in the proceeds at Closing.
We also recorded a receivable of approximately $160.2 million as of December 31, 2023 for post-closing adjustments that are expected to be settled with the Purchaser during fiscal year 2024.
The final amount of the receivable related to the post-closing adjustments is subject to change.
The Business is reported for all periods as discontinued operations in our consolidated financial statements.
The following table summarizes the results of discontinued operations which are presented as income from discontinued operations in our consolidated statements of operations:
| Other income: | | | | | | | | | | | | | | | | | |
The fiscal year ended January 3, 2021 (“fiscal year 2020”) included 53 weeks.
During fiscal year 2022, 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 2022 decreased by $516.0 million, or 13%, as compared to fiscal year 2021, reflecting a decrease of $913.0 million, or 31%, in our Diagnostics segment revenue, partially offset by an increase of $395.2 million, or 44%, in our Discovery & Analytical Solutions segment revenue.
Revenue from our 2021 acquisitions contributed $366.9 million to our overall revenue during fiscal year 2022.
Revenue from our 2021 acquisitions contributed $58.1 million to our Diagnostics segment revenue during fiscal year 2022.
The increase in our Discovery & Analytical Solutions segment revenue during fiscal year 2022 was driven by an increase of $395.2 million in our life sciences market revenue.
Revenue from our 2021 acquisitions contributed $308.7 million to the increase in our Discovery & Analytical Solutions segment revenue during fiscal year 2022.
In our Diagnostics segment, we experienced a global decline in demand for our COVID-19 product offerings due to the cancellation of our service contracts for the State of California and the United Kingdom, and lower COVID-19 testing volumes compared to fiscal year 2021.
We saw strong growth in our core immunodiagnostics business in the Americas and Europe, partially offset by the impact of extensive shutdowns in China.
In our reproductive health business, an expanded range of product offerings and increased geographic reach more than offset the impact of declining birthrates.
In our Discovery & Analytical Solutions segment, the increase in our life sciences market revenue was the result of an increase in revenue in our pharmaceutical and biotechnology markets across all regions.
Instruments, reagents and software experienced strong growth and we saw a positive impact from pricing actions we took in early 2022.
During fiscal year 2022, supply chain disruptions and inflation did not materially impact our results of operations as compared to fiscal year 2021 as the effects of our initiatives to reduce transportation costs more than offset the impact of inflation on our raw materials purchases.
During fiscal year 2022, supply chain disruptions and inflation increased our cost of goods sold by less than $10.0 million as compared to fiscal year 2021.
*Revenue*
The decrease in total revenue reflects a decrease in our Diagnostics segment revenue of $913.0 million, or 31%, due to decreased demand for our COVID-19 product offerings, partially offset by an increase in our core product offerings resulting in a decrease of $689.0 million in our immunodiagnostics revenue and a decrease of $225.8 million in our applied genomics revenue.
Our Discovery & Analytical Solutions segment revenue increased by $395.2 million, or 44%, due to increase in revenue in our life sciences market, particularly in the pharmaceutical and biotechnology markets.
As a result of adjustments to deferred revenue related to certain acquisitions required by business combination rules, we did not recognize $0.8 million and $2.6 million of revenue for fiscal years 2022 and 2021, respectively, that otherwise would have been recorded by the acquired businesses during each of the respective periods.
*Cost of Revenue*
As a percentage of revenue, cost of revenue increased to 40% in fiscal year 2022 from 36% in fiscal year 2021, resulting in a decrease in gross margin of approximately 350 basis points to 60% in fiscal year 2022 from 64% in fiscal year 2021.
Amortization of intangible assets from our 2021 acquisitions amounted to $88.5 million for fiscal year 2022.
Other purchase accounting adjustments added an incremental expense of $6.2 million for fiscal year 2022, of which $5.6 million was acquisition-related stock compensation and $0.6 million was increased depreciation on property, plant and equipment.
The overall decrease in gross margin was partially offset by a favorable shift in product mix, pricing actions and service productivity.
Amortization of intangible assets increased to $229.1 million for fiscal year 2022, as compared to $155.9 million for fiscal year 2021.
Amortization of intangible assets from our 2021 acquisitions amounted to $135.3 million for fiscal year 2022.
Purchase accounting adjustments decreased expenses by $1.2 million for fiscal year 2022, resulting from a $1.4 million change in contingent consideration, partially offset by $0.2 million in increased depreciation on property, plant and equipment, as compared to purchase accounting adjustments increasing expenses by $2.9 million for fiscal year 2021, which was attributable to change in contingent consideration.
In addition to the above items, the increase in selling, general and administrative expenses was primarily the result of costs related to investments in people, digital capabilities, innovation, and recent acquisitions.
Purchase accounting adjustments for depreciation on property, plant and equipment added an incremental expense of $0.2 million in fiscal year 2022, as compared to $0.1 million for fiscal year 2021.
Excluding the factors above, the net increase in research and development
expenses was due to timing of investments in new non-COVID-19 product development, partially offset by a decrease in COVID-19 related research and development expenses.
Interest and other expense, net, consisted of the following for the fiscal years ended:
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | (in thousands) | | | | | | | | | | | | | | | | | | | | |
| Total interest and other expense, net | | | $ | 90,862 | | | | | $ | 54,875 | | | | | | | | | | | | | |
A more complete discussion of our liquidity is set forth below under the heading “Liquidity and Capital Resources.”
*Provision for Income Taxes*
Certain of our subsidiaries have, at various times, been granted tax relief in their respective countries, resulting in lower income taxes than would otherwise be the case under statutory tax rates.
A reconciliation of income tax expense at the U.S. federal statutory income tax rate to the recorded tax provision is as follows for the fiscal years ended:
| Rate change on long term intangibles | | | — | | | | | | 14,031 | | | | | |
An excerpt. Shown here: 40 of 117 rewritten, 40 of 85 added and 40 of 194 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 FY2023 filing and the FY2022 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
14 rewritten, 3 added, 7 removed, 37 unchanged
Financial instruments that potentially subject us to concentrations of credit risk consist principally of [removed: temporary] cash [removed: investments,] [added: and cash equivalents,] derivatives, marketable securities and accounts receivable.
We believe we had no significant concentrations of credit risk as of [removed: January 1,] [added: December 31,] 2023.
Principal hedged currencies include the [removed: Australian Dollar,] [added: Chinese Renminbi,] British Pound, [removed: Euro, Indian Rupee, Singapore Dollar] [added: Euro] and [removed: Swedish Krona.][added: Singapore Dollar.]
We held forward foreign exchange contracts, designated as economic hedges, with U.S. dollar equivalent notional amounts totaling [removed: $476.9 million at January 1, 2023, $371.9] [added: $412.1] million at [removed: January 2, 2022,] [added: December 31, 2023] and [removed: $808.0] [added: $476.9] million at January [removed: 3, 2021,] [added: 1, 2023,] and the fair value of these foreign currency derivative contracts was insignificant.
During fiscal year 2018, we designated a portion of the 2026 Notes to hedge [removed: our] [added: its] investments in certain foreign subsidiaries.
As of [removed: January 1,] [added: December 31,] 2023, the total notional amount of the 2026 Notes that was designated to hedge investments in foreign subsidiaries was [removed: €497.2] [added: €498.6] million.
The unrealized foreign exchange (gains) losses recorded in AOCI related to the net investment hedge were [removed: $(34.5)] [added: $19.5] million, [removed: $33.2] [added: $34.5] million and [removed: $49.6] [added: $(33.2)] million during the fiscal years [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] respectively.
We do not expect any material net pre-tax gains or losses to be reclassified from accumulated other comprehensive [removed: (loss)] income [added: (loss)] into interest and other expense, net within the next twelve months.
*Foreign Exchange Risk.* The potential change in foreign currency exchange rates offers a substantial risk to us, as approximately [removed: 55%] [added: 60%] of our business is conducted outside of the United States, generally in foreign currencies.
Although we attempt to manage our foreign currency exchange risk through [removed: the above] [added: certain hedging] activities, when the U.S. dollar weakens against other currencies in which we transact business, sales and net income will in general be positively but not proportionately impacted.
As of [removed: January 1,] [added: December 31,] 2023, 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: $3.1] [added: $2.9] million.
Specifically, during each of the four quarters ended in fiscal year [removed: 2022,] [added: 2023,] the Value-At-Risk ranged between [removed: $1.3] [added: $0.9] million and [removed: $3.1] [added: $2.9] million, with an average of approximately [removed: $2.1] [added: $1.6] million.
*Interest Rate Risk.* As of [removed: January 1,] [added: December 31,] 2023, we had no outstanding borrowings under our senior unsecured revolving credit [removed: facility.][added: facility which bears interest at a variable rate.]
However, no such instruments are outstanding at [removed: January 1,] [added: December 31,] 2023.
The duration of these contracts is generally 30 days.
Substantially all of our debt portfolio is comprised of fixed interest debt.
As of December 31, 2023, our investments in U.S. treasury securities of $689.9 million earn fixed interest rates, however, the invested portion of our cash and cash equivalents, for which we receive interest at variable rates, was $913.2 million.
The duration of these contracts was generally 30 days or less during each of fiscal years 2022, 2021 and 2020.
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 U.S. Dollar notional amounts of $360.2 million as of January 2, 2022.
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.
*Market Risk.* We are exposed to market risk, including changes in interest rates and currency exchange rates.
To manage the volatility relating to these exposures, we enter into various derivative transactions pursuant to our policies to hedge against known or forecasted market exposures.
Amounts drawn under our senior unsecured revolving credit facility bear interest at variable rates; all of our other debt bear interest at fixed rates.
Our cash and cash equivalents from continuing operations, for which we receive interest at variable rates, were $454.4 million at January 1, 2023.
Item 1. Business
67 rewritten, 57 added, 155 removed, 174 unchanged
Our headquarters are in Waltham, Massachusetts, and we market our products and services in more than [removed: 190] [added: 160] countries.
As of [removed: January 1,] [added: December 31,] 2023, we employed approximately [removed: 16,700] [added: 11,500] employees.
Our common stock is listed on the New York Stock Exchange under the symbol [removed: “PKI”] [added: “RVTY”] and we are a component of the S&P 500 Index.
We maintain a website with the address [removed: http://www.perkinelmer.com.][added: http://www.revvity.com.]
- Augmenting growth in both of our core business segments, [removed: Discovery & Analytical Solutions] [added: Life Sciences] and Diagnostics, through strategic acquisitions and licensing;
*Discontinued Operations in Fiscal Year [removed: 2022:*][added: 2023:*]
[removed: In August 2022,] [added: On March 13, 2023,] we [removed: entered into a Master Purchase] [added: completed the previously announced sale (the “Closing”) of certain assets] and [removed: Sale Agreement] [added: the equity interests of certain entities constituting our Applied, Food and Enterprise Services businesses] (the [removed: “Purchase Agreement”) with] [added: “Business”) to PerkinElmer Topco, L.P. (formerly known as] Polaris Purchaser, [removed: L.P.] [added: L.P.)] (the “Purchaser”), a Delaware limited partnership owned by funds managed by affiliates of New Mountain Capital L.L.C. (the “Sponsor”), [removed: under which we agreed to sell to the Purchaser certain assets and the equity interests of certain entities constituting our Analytical, Food and Enterprise Services businesses (the “Business”) (as further defined in the Purchase Agreement),] for [removed: cash consideration] [added: an aggregate purchase price] of up to [removed: approximately] $2.45 [removed: billion and the Purchaser’s assumption of certain liabilities relating to the Business (collectively, the “Transaction”).][added: billion.]
[removed: The Purchase Agreement also provides for potential post-closing payments totaling] [added: In addition, we are entitled to additional consideration of] up to $150.0 [removed: million, which are] [added: million that is] contingent on the exit valuation the Sponsor and its affiliated funds receive on a sale or other capital events related to the Business.
We report our business in two segments: [removed: Discovery & Analytical Solutions] [added: Life Sciences] and Diagnostics.
[removed: *Life Sciences:*][added: Life Sciences Segment]
[removed: In the life sciences market, we] [added: We] provide a broad suite of products, solutions and services that facilitate optimized workflows, increase productivity, and accelerate every stage of the drug discovery and development pipeline.
Our principal products and services for [removed: Discovery & Analytical Solutions] [added: Life Sciences] applications include the following:
[removed: - Radiometric] [added: *•*Radiometric] detection solutions, including over 750 radiochemicals and instrumentation such as the Tri-Carb® and Quantulus™ GCT families of liquid scintillation analyzers, Wizard2® Gamma counters and MicroBeta2® plate based LSA, which are used for beta, gamma and luminescence counting in microplate and vial formats utilized in research, environmental and drug discovery applications.
- [added: BioLegend®] LEGENDplex™ bead-based reagents, which, in contrast to single analyte assays such as enzyme-linked immunosorbent assays (“ELISAs”), can quantitate up to 14 targets, from one small sample volume in a flow cytometry assay, and include both desktop and cloud-based analysis software.
- [removed: Horizon Discovery tools] [added: Dharmacon™ Reagents] and [removed: services] [added: gene modulation technologies such as RNAi] that support drug discovery and development for greater understanding of gene function, identify genetic drivers behind human disease, develop and validate diagnostic workflows, and help deliver biotherapeutics, cellular and gene therapies for precision medicine with a portfolio of cell engineering [removed: tools, including Dharmacon™ Reagents, gene modulation technologies such as RNAi, and the Pin-point™ base editing technology.][added: tools.]
- [removed: BioLegend] [added: BioLegend®] best-in-class antibodies, recombinant proteins and related reagents, which are used across multiple applications and research areas, including proteogenomics, tissue, cell and protein analysis, cancer research, immunology, cell and gene therapy, stem cell therapy and neuroscience.
- [added: BioLegend®] TotalSeq™ reagents, which are oligonucleotide-barcoded antibodies that enable protein detection by sequencing that can be combined with traditional RNA or DNA sequencing experiments with high-parameter protein detection, including comprehensive cloud-based analysis software.
[removed: *•*Cell] [added: - Cell] culture and biofunctional assay reagents, including bioactive recombinant proteins, as well as other specialized reagents such as Cell-Vive™ T-NK Xeno-Free Serum Substitute (compliant with Good Manufacturing Practice requirements (“GMP”)), and other GMP-produced recombinant proteins and reagents.
- [added: BioLegend®’s] MojoSort™ and Lymphopure™ reagents for cell separation that complement our fluorophore-antibody conjugates, used for FACS (Fluorescence-activated Cell Sorting), thus covering most cell separation and cell sorting technologies and applications.
- [removed: Horizon] CHOSOURCE™ platform, which was expanded to include CHO-K1 ADCC+ expression cell line for development of therapeutic antibodies in oncology, infectious disease and autoimmune conditions.
- [removed: A] [added: BioLegend®’s] catalog of more than 20,000 [removed: SKUs from our recent acquisition of BioLegend,] [added: SKUs,] incorporating antibodies [removed: as well as] [added: and] a large collection of antibody conjugates and [removed: modifications.][added: modifications as well as recombinant proteins, immunoassays and other supportive reagents and solutions for cell and molecular analysis.]
- The T-SPOT® [removed: *Discovery*] [added: Discovery] SARS-CoV-2 [removed: research use only] [added: research-use-only] assay to investigate cell-mediated immunity related to COVID-19.
New products introduced or acquired for [removed: Discovery & Analytical Solutions] [added: Life Sciences] applications in fiscal year [removed: 2022] [added: 2023] include the following:
- Vega® [added: preclinical] ultrasound [removed: imaging] system, [removed: which is] a hands-free, automated, high-throughput [removed: preclinical ultrasound] imaging system [removed: that delivers] [added: delivering] high-resolution 2D and 3D ultrasound images in [removed: just a few minutes and was originally developed by SonoVol Inc., which was acquired by PerkinElmer in early 2022.][added: minutes.]
- The latest version of the Signals Image Artist™ next-generation image analysis and management platform, which provides improved 3D cell segmentation and analysis, an AWS S3 cloud deployment option and enhanced cloud security, and compatibility with a broader range of systems, including the Nexcelom from [removed: PerkinElmer] [added: Revvity] Celigo® image cytometer.
- Software solutions for [added: BioLegend®] LEGENDplex™ assays, multiomics analysis with TotalSeq reagents, and flow cytometry-based cell analysis software (Ryvett) that are now part of BioLegend’s data integration offerings.
Our [removed: Discovery & Analytical Solutions] [added: Life Sciences] segment offers additional products under various brand names:
Accell™, AdenoBOOST™, AlphaLISA®, AlphaPlex™, AlphaScreen®, Alpha™ SureFire®, Brilliant Violet™, Ce3D™, CellCarrier®, Cellaca™, Celigo®™, Cellometer®™, cell::explorer™, Cell-Vive™, Chalice™, Chem3D®, ChemDraw®, ChemOffice®, CHOSOURCE™, Dharmacon™, DharmaFECT™, Edit-R™, ELISA MAX™, EnSight®, EnVision®, Flex-T™, FMT®, FolateRSense™, GoInVivo™, HTRF®, IVIS®, IVISbrite™, IVISense™, LANCE®, LANCE ® Ultra ™, LEAF™, LEGEND MAX™, LEGENDplex™, LentiBOOST™, Lincode™, Living Image®, Lumina™, Lymphopure™, MicroBeta2®, Mini ELISA Plate Reader™, miRIDIAN™, MojoSort™, MuviCyte™, [removed: OneSource®,] ON-TARGET™, ON-TARGETplus™, Opera Phenix® Plus, Operetta® CLS™, OptiScint™, [removed: PerkinElmer Signals for Translational™,] PhenoPlate™, PhenoVue™, Pin-point™, Quantulus™ GCT, RAPID MAX™, RediJect™, RNAiONE™, [added: Signals™,] Signals Image Artist™, SMARTpools™, SMARTvector™, Spark™, Spectrum™, TotalSeq™, Tri-Carb®, T-SPOT®, Ultra-LEAF™, Vega®, VesselVue®, ViaStain™, VICTOR Nivo™ Western [removed: Lightning™,] [added: Lightning™] and Wizard2®.
Our screening products are designed to provide early and accurate insights into the health of expectant [added: mothers during pregnancy and into the health of their babies.]
[added: -] The NeoBase™ non-derivatized MS/MS AAAC kits, which are used to support detection of metabolic disorders in newborns through tandem mass spectrometry.
- The [removed: NeoLSDTM] [added: NeoLSD™] MS/MS kit, the first commercial IVD kit for screening of Pompe, MPS-I, Fabry, Gaucher, Niemann-Pick A/B and Krabbe disorders from a single dried blood spot sample.
- Automated liquid handling platforms [removed: (JANUS®,] [added: (Fontus™, JANUS®,] Sciclone®, Zephyr® and FlexDrop™) that offer a choice of robotic solutions in genomics, biotherapeutics, high throughput screening and high content analysis to assist life science research from bench to clinic.
- JANUS® BioTx™ and PreNAT [removed: IITM] [added: II™] workstations for automated small-scale purification, offering column, tip and plate-based chromatography on a single platform.
- [removed: HIVE™] [added: HIVE CLX ™] scRNAseq Solution, which integrates sample storage and single cell profiling into a complete workflow, solving the issues that limit single cell RNA [removed: analysis.The LabChip® GXII Touch™ protein characterization system, which provides a means of characterizing multiple protein product attributes for research labs through QC.][added: analysis.]
- [removed: PerkinElmer Genomics,] [added: Revvity Omics,] a global laboratory network offering [added: multi-OMIC clinical grade] services for testing in cytogenetics, biochemical genetics (prenatal and postnatal), molecular genetics and immunodiagnostics.
- The [removed: EONISTM] [added: EONIS™] assay, a CE marked and United States Food and Drug Administration (“FDA”) authorized system utilizing real-time PCR technology, which allows for simultaneous screening of SMA, SCID and XLA in newborns from a single DBS punch.
- Autoimmune [removed: testing] [added: testing, including indirect immunofluorescence tests (IIFT), ELISA, chemiluminescence immunoassays and immunoblots,] covering rheumatology, hepatology, gastroenterology, endocrinology, neurology, nephrology, [removed: dermatology,] [added: dermatology] and infertility.
- Allergy testing covering allergen-specific immunoglobin E (IgE), measuring the level of different IgE antibodies [added: or total IgE] in blood using [removed: ELISA and] EUROLINETM [added: immunoblot] assays.
- Infectious disease [removed: testing] [added: testing, including IIFT, ELISA, chemiluminescence immunoassays, immunoblots, microarrays and real-time PCR,] covering bacteria, viruses, fungi and parasites.
- EUROLabPolaris, which provides the secure transfer of indirect immunofluorescence data to several locations enabling central evaluation within the [removed: software (CE-marked).][added: software.]
We are a leading provider of health science solutions, technologies, expertise and services that deliver complete workflows from discovery to development, and diagnosis to cure.
Revvity is revolutionizing what’s possible in healthcare, with specialized focus areas in translational multi-omics technologies, biomarker identification, imaging, prediction, screening, detection and diagnosis, informatics and more.
Effective as of April 26, 2023, we changed our name from PerkinElmer, Inc. to Revvity, Inc. Effective as of May 16, 2023, we changed the ticker symbol for our common stock to “RVTY” and the ticker symbol for our 1.875% Notes due 2026 to “RVTY 26”.
We received approximately $2.13 billion in cash proceeds, before transaction costs and subject to post-closing adjustments.
We are entitled to an additional $75.0 million in proceeds as consideration for our ceasing the use of the PerkinElmer brand and related trademarks and transferring them to the Purchaser.
This consideration is expected to be received in installments through the first half of 2025.
- Mimix Reference Standards, which are cell line-derived and suitable for Next Generation Sequencing, droplet-digital and Real-Time PCR as well as Sanger sequencing.
The platform is agnostic for seamless integration into any quality control workflow.
- Pin-point™ base editing platform, which is a CRISPR-Cas9-based technology that allows researchers to make precision base changes in genomic DNA.
Editing with such precision can be used to silence disease-causing genes, correct disease-associated mutations, and optimize cell therapies.
- Signals Research Platform, which equips pharmaceutical scientists with the essential tools to gather, search, mine, analyze and visualize critical data, yielding actionable insights in an automated, predictive, and scalable manner.
Within life science research and development and clinical research applications, our software accelerates innovation, development, collaboration and research, ultimately leading to life-enhancing medical breakthroughs more quickly, promoting our vision of a healthier humankind.
In addition, it also empowers scientists and formulators in specialty chemical and food sciences to analyze food, and additives, and create high-performing materials that align with sustainability initiatives, promoting energy efficiency, lower toxicity and a circular economy.
- Signals Notebook, a secure cloud-native electronic lab notebook (ELN) for chemistry, biology, research, and formulations.
From increased collaboration to securely accessible data, Signals Notebooks accelerates research and development workflows, increases collaboration, integrates with Microsoft Office and more.
- Signals ChemDraw®, which since 1985 has provided solutions with powerful capabilities and integrations to help quickly turn ideas and drawings into publications.
Signals ChemDraw automates chemical drawings and transforms them into chemical knowledge by facilitating the management, reporting and presenting of chemistry research.
- Signals Clinical, which provides a single unified platform to support data access, preparation and analytics, from source to visualization to action.
With unrivaled workflow flexibility to support dynamic collaboration, Signals Clinical’s SaaS solution helps accelerate the delivery of urgently needed therapeutics to patients.
Originally launched in North America in 2022, it is now globally available.
- Pin-pointTM base editing reagents, which improve access to new-generation editing technology.
The launch of these reagents puts clinically relevant base editing using the Pin-point platform in the hands of preclinical laboratories seeking to accelerate genomic insights and cell therapy research.
- IVIS® Spectrum 2 and IVIS SpectrumCT 2 next-generation imaging systems, our newest flagship platforms setting the standard in high-throughput performance and versatility.
- QuantumTM GX3 microCT imaging solution, a high-throughput system with superior spatial resolution and fast, low-dose scanning for diverse *in vivo* and biological *ex vivo* applications.
With class-leading resolution, the system is designed for a wide applications, including bone imaging.
- Signals Research Suite, a unified, cloud-native SaaS platform that drives scientific collaboration across research and development disciplines from drug discovery to specialty chemicals material development.
- Signals DLX™ powered by Scitara®,, which establishes seamless, bidirectional connectivity across instruments, LIMS, ELNs and other critical lab systems that previously existed in isolation.
The LabChip® GXII Touch™ protein characterization system, which provides a means of characterizing multiple protein product attributes for research labs through QC.
- Laboratory management system EUROLabOffice 4.0, which provides a central interface between devices to simplify and speed up the diagnostic routine and increases security through organization of all lab procedures and traceable documentation of all data and processes.
- EUROLabWorkstation IFA and EUROLabWorkstation ELISA, which provide fully automated processing of IIFT and ELISA, respectively, for laboratories with high sample throughput.
- EUROPattern Microscope, which provides fully automated immunofluorescence microscopy including IIFT pattern recognition and titer determination.
- EUROPattern Microscope live, which provides fully automated and fast image recording and modern on-screen reporting, also including IIFT pattern recognition and titer determination.
- EUROBlotOne, a compact tabletop device for complete processing of immunoblots.
- IDS-i10, a compact random access solution for the processing of ChLIA in the field of autoimmune and infection diagnostics as well as antigen detection, providing sample throughput of up to 60 samples per hour.
- IDS-iSYS Multi-Discipline Automated System, which is a compact automation solution for the processing of ChLIA in the field of autoimmune, infection and allergy diagnostics as well as antigen detection, providing sample throughput of up to 120 samples per hour.
- Pre-NAT II, which provides fully automated high-throughput sample preparation for molecular genetic diagnostics, consisting of nucleic acid extraction and subsequent pipetting of the PCRs.
- Oxford Immunotec T-SPOT.TB test, an in vitro diagnostic test for the detection of effector T cells that respond to stimulation by mycobacterium tuberculosis antigens by capturing interferon gamma in the vicinity of T cells in human whole blood.
It is intended for use as an aid in the diagnosis of tuberculosis infection.
- Fontus™ liquid handler, which is available in multiple versions to automate both NGS and life science workflows.
- EONIS™ Q, a novel “dry-chemistry” qPCR newborn screening workflow for SCID and SMA screening.
We are a leading provider of products, services and solutions for the diagnostics, life sciences and applied markets.
Through our advanced technologies and differentiated solutions, we address critical issues that help to improve lives and the world around us.
Approximately $2.30 billion of the purchase price will be payable at closing, subject to certain customary adjustments, which includes $75.0 million in deferred payments tied to the transfer of the PerkinElmer brand and related trademarks to the Purchaser (which may be completed within 24 months following the date of the closing at our election).
The Transaction is expected to close in the first quarter of fiscal year 2023, subject to regulatory approvals and other customary closing conditions.
Discovery & Analytical Solutions Segment
In addition, we enable scientists to detect, monitor and manage contaminants and toxic chemicals that impact our environment and food supply as well as enable manufacturers to verify product quality and safety.
Our Discovery & Analytical Solutions segment serves the life sciences and applied markets.
*Applied Markets:*
The applied markets consist of environmental, food and industrial markets.
For the environmental market, we develop and provide analytical technologies, solutions and services that enable our customers to understand and characterize the health and quality of our environment, including air, water and soil.
Our solutions are used to detect and help reduce the impact commercial products and industrial processes have on our environment.
For example, our solutions help ensure compliance with regulatory standards that protect the purity of the world’s water supply by detecting harmful substances, including trace metals such as lead, organic pollutants such as pesticides and benzene, and emerging contaminants such as microplastics and polyfluoroalkyl substances (PFAS).
We provide the tools needed to meet rigorous regulatory requirements for environmental testing, meet quality specifications and safety standards, and innovate for next generation analytical products.
We also offer a variety of solutions that help farmers and food producers provide a growing population with food that is safe, nutritious and appealing, and assist manufacturers with ensuring product consistency and maximizing production yield.
Our solutions confirm food quality, including the level of moisture in grain or the level of fat in butter and nutritional elements, as well as detect the presence of potentially dangerous contaminants, such as veterinary drug residues in milk and harmful microbiological pathogens in foods.
Our workflows can also be used to identify the origin of food products such as olive oil, which helps prevent counterfeiting.
Our methods and analyses are transferable throughout the supply chain to enable customers to keep pace with industry standards as well as governmental regulations and certifications.
We also provide analytical instrumentation for industrial markets, which include the chemical, semiconductor, mining, energy, lubricant, petrochemical and polymer industries.
Our solutions are used to meet the testing needs for quality assurance standards and in on-going product research and development.
By providing material and chemical identification, characterization and quantification techniques, we help organizations drive the advancement and innovation of new products,
with a focus on sustainability to increase the recyclability and biodegradability of materials as well as improving renewable energy solutions and energy storage.
We also provide services designed to help customers in the laboratory services market increase efficiencies and production time while reducing laboratory maintenance costs.
Our OneSource® laboratory service business is aligned with customers’ needs, enabling them to accelerate scientific progress and commercial opportunities.
*Life Sciences Market:*
- OneSource® laboratory services, a comprehensive portfolio of multivendor instrument management, QA/QC, lab relocation, scientific, laboratory Information Technology and regulatory compliance services.
OneSource® services 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.
- OneSource® Dashboard software, a TIBCO® Spotfire® technology-driven interactive graphical platform, 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.
- OneSource® Insights as a ServiceTM offerings which leverage comprehensive OneSource® analytics and industry data to develop and deliver customer-need-driven recommendations to optimize, integrate and accelerate lab operations.
- 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 workflows with advanced analytics.
- 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.
- PerkinElmer SignalsTM electronic notebook, a scientific research data management solution, which allows researchers to record research data and experiments in digital notebooks, drag and drop, store, organize, share, find and filter data easily.
- PerkinElmer Signals TranslationalTM 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.
- ChemDraw® 18 platform, a chemical structure drawing and visualization application for scientists and researchers.
- Lead DiscoveryTM 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.
- OneSource® Asset Genius™ monitoring solution, part of the Asset Genius family, which offers a 360-degree view of laboratory instruments regardless of the manufacturer, correlating instrument usage, age and service data, allowing customers to visually pinpoint under-performing, ideally-performing and over-burdened assets, and to make informed decisions.
Other products include recombinant proteins, immunoassays and other supportive reagents and solutions for cell and molecular analysis.
- The series of Clarus® gas chromatographs and gas chromatographs/mass spectrometers, and the family of TurboMatrix™ 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.
*•*A comprehensive gas chromatography (“GC”) column portfolio spanning many popular and application-specific phases that cover the vast majority of the GC market’s separation requirements.
*•*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™ ™ Chromatography Data System (“CDS”) Software, an easy-to-learn, modern and intuitive CDS software platform that enables efficient control of PerkinElmer HPLC, UHPLC, GC and gas chromatography/mass spectrometry (“GC/MS”) solutions while integrating the overall chromatographic workflow.
An excerpt. Shown here: 40 of 67 rewritten, 40 of 57 added and 40 of 155 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2023 filing and the FY2022 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 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: January 1,] [added: December 31,] 2023 should not have a material adverse effect on our consolidated financial statements included in this annual report on Form 10-K.
Cover and table of contents
28 rewritten, 3 added, 2 removed, 67 unchanged
| | | | For the fiscal year ended [removed: January 1,] [added: December 31,] 2023 | | |
| Common Stock, $1 [removed: Par Value] [added: par value per share] | | | [removed: PKI] [added: RVTY] | | | The New York Stock Exchange | | |
| 1.875% Notes due 2026 | | | [removed: PKI 21A] [added: RVTY 26] | | | The New York Stock Exchange | | |
The aggregate market value of the common stock, $1 par value per share, held by non-affiliates of the registrant on [removed: July 1, 2022,] [added: June 30, 2023,] the last business day of the registrant’s most recently completed second fiscal quarter, was [removed: $18,089,645,853] [added: $14,697,780,722] based upon the last reported sale of [removed: $144.07] [added: $118.79] per share of common stock on [removed: July 1, 2022.][added: June 30, 2023.]
As of February [removed: 24, 2023,] [added: 23, 2024,] there were outstanding [removed: 126,411,985] [added: 123,529,821] shares of common stock, $1 par value per share.
Portions of [removed: PerkinElmer,] [added: Revvity,] Inc.’s Definitive Proxy Statement for its Annual Meeting of Shareholders to be held on April [removed: 25, 2023] [added: 23, 2024] are incorporated by reference into Part III of this Form 10-K.
| Item 1. | | | [removed: [Business](#i4acbd9f3cb5642469a75c91759de9e51_13)] [added: [Business](#i811ab3117c4643edb9bdbfe1493fde34_13)] | | | [removed: [3](#i4acbd9f3cb5642469a75c91759de9e51_13)] [added: [3](#i811ab3117c4643edb9bdbfe1493fde34_13)] | | |
| Item 1A. | | | [Risk [removed: Factors](#i4acbd9f3cb5642469a75c91759de9e51_16)] [added: Factors](#i811ab3117c4643edb9bdbfe1493fde34_16)] | | | [removed: [17](#i4acbd9f3cb5642469a75c91759de9e51_16)] [added: [13](#i811ab3117c4643edb9bdbfe1493fde34_16)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#i4acbd9f3cb5642469a75c91759de9e51_19)] [added: Comments](#i811ab3117c4643edb9bdbfe1493fde34_19)] | | | [removed: [26](#i4acbd9f3cb5642469a75c91759de9e51_19)] [added: [21](#i811ab3117c4643edb9bdbfe1493fde34_19)] | | |
| Item 2. | | | [removed: [Properties](#i4acbd9f3cb5642469a75c91759de9e51_22)] [added: [Properties](#i811ab3117c4643edb9bdbfe1493fde34_22)] | | | [removed: [26](#i4acbd9f3cb5642469a75c91759de9e51_22)] [added: [22](#i811ab3117c4643edb9bdbfe1493fde34_22)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#i4acbd9f3cb5642469a75c91759de9e51_25)] [added: Proceedings](#i811ab3117c4643edb9bdbfe1493fde34_25)] | | | [removed: [26](#i4acbd9f3cb5642469a75c91759de9e51_25)] [added: [22](#i811ab3117c4643edb9bdbfe1493fde34_25)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#i4acbd9f3cb5642469a75c91759de9e51_28)] [added: Disclosures](#i811ab3117c4643edb9bdbfe1493fde34_28)] | | | [removed: [26](#i4acbd9f3cb5642469a75c91759de9e51_28)] [added: [22](#i811ab3117c4643edb9bdbfe1493fde34_28)] | | |
| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i4acbd9f3cb5642469a75c91759de9e51_37)] [added: Securities](#i811ab3117c4643edb9bdbfe1493fde34_37)] | | | [removed: [29](#i4acbd9f3cb5642469a75c91759de9e51_37)] [added: [25](#i811ab3117c4643edb9bdbfe1493fde34_37)] | | |
| Item 6. | | | [removed: [\[Reserved\]](#i4acbd9f3cb5642469a75c91759de9e51_40)] [added: [\[Reserved\]](#i811ab3117c4643edb9bdbfe1493fde34_40)] | | | [removed: [30](#i4acbd9f3cb5642469a75c91759de9e51_40)] [added: [26](#i811ab3117c4643edb9bdbfe1493fde34_40)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i4acbd9f3cb5642469a75c91759de9e51_46)] [added: Operations](#i811ab3117c4643edb9bdbfe1493fde34_46)] | | | [removed: [31](#i4acbd9f3cb5642469a75c91759de9e51_46)] [added: [27](#i811ab3117c4643edb9bdbfe1493fde34_46)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i4acbd9f3cb5642469a75c91759de9e51_55)] [added: Risk](#i811ab3117c4643edb9bdbfe1493fde34_55)] | | | [removed: [44](#i4acbd9f3cb5642469a75c91759de9e51_55)] [added: [37](#i811ab3117c4643edb9bdbfe1493fde34_55)] | | |
| Item 8. | | | [Financial Statements and [removed: Supplemental Data](#i4acbd9f3cb5642469a75c91759de9e51_58)] [added: Supplementary Data](#i811ab3117c4643edb9bdbfe1493fde34_58)] | | | [removed: [46](#i4acbd9f3cb5642469a75c91759de9e51_58)] [added: [39](#i811ab3117c4643edb9bdbfe1493fde34_58)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i4acbd9f3cb5642469a75c91759de9e51_187)] [added: Disclosure](#i811ab3117c4643edb9bdbfe1493fde34_190)] | | | [removed: [92](#i4acbd9f3cb5642469a75c91759de9e51_187)] [added: [81](#i811ab3117c4643edb9bdbfe1493fde34_190)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#i4acbd9f3cb5642469a75c91759de9e51_190)] [added: Procedures](#i811ab3117c4643edb9bdbfe1493fde34_193)] | | | [removed: [92](#i4acbd9f3cb5642469a75c91759de9e51_190)] [added: [81](#i811ab3117c4643edb9bdbfe1493fde34_193)] | | |
| Item 9B. | | | [Other [removed: Information](#i4acbd9f3cb5642469a75c91759de9e51_193)] [added: Information](#i811ab3117c4643edb9bdbfe1493fde34_196)] | | | [removed: [95](#i4acbd9f3cb5642469a75c91759de9e51_193)] [added: [84](#i811ab3117c4643edb9bdbfe1493fde34_196)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i4acbd9f3cb5642469a75c91759de9e51_196)] [added: Inspections](#i811ab3117c4643edb9bdbfe1493fde34_199)] | | | [removed: [95](#i4acbd9f3cb5642469a75c91759de9e51_196)] [added: [84](#i811ab3117c4643edb9bdbfe1493fde34_199)] | | |
| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i4acbd9f3cb5642469a75c91759de9e51_202)] [added: Governance](#i811ab3117c4643edb9bdbfe1493fde34_205)] | | | [removed: [96](#i4acbd9f3cb5642469a75c91759de9e51_202)] [added: [85](#i811ab3117c4643edb9bdbfe1493fde34_205)] | | |
| Item 11. | | | [Executive [removed: Compensation](#i4acbd9f3cb5642469a75c91759de9e51_205)] [added: Compensation](#i811ab3117c4643edb9bdbfe1493fde34_208)] | | | [removed: [96](#i4acbd9f3cb5642469a75c91759de9e51_205)] [added: [85](#i811ab3117c4643edb9bdbfe1493fde34_208)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i4acbd9f3cb5642469a75c91759de9e51_208)] [added: Matters](#i811ab3117c4643edb9bdbfe1493fde34_211)] | | | [removed: [96](#i4acbd9f3cb5642469a75c91759de9e51_208)] [added: [85](#i811ab3117c4643edb9bdbfe1493fde34_211)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i4acbd9f3cb5642469a75c91759de9e51_211)] [added: Independence](#i811ab3117c4643edb9bdbfe1493fde34_214)] | | | [removed: [96](#i4acbd9f3cb5642469a75c91759de9e51_211)] [added: [85](#i811ab3117c4643edb9bdbfe1493fde34_214)] | | |
| Item 14. | | | [Principal Accountant Fees and [removed: Services](#i4acbd9f3cb5642469a75c91759de9e51_214)] [added: Services](#i811ab3117c4643edb9bdbfe1493fde34_217)] | | | [removed: [96](#i4acbd9f3cb5642469a75c91759de9e51_214)] [added: [85](#i811ab3117c4643edb9bdbfe1493fde34_217)] | | |
| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i4acbd9f3cb5642469a75c91759de9e51_220)] [added: Schedules](#i811ab3117c4643edb9bdbfe1493fde34_223)] | | | [removed: [97](#i4acbd9f3cb5642469a75c91759de9e51_220)] [added: [86](#i811ab3117c4643edb9bdbfe1493fde34_223)] | | |
| Item 16. | | | [Form 10-K [removed: Summary](#i4acbd9f3cb5642469a75c91759de9e51_223)] [added: Summary](#i811ab3117c4643edb9bdbfe1493fde34_226)] | | | [removed: [101](#i4acbd9f3cb5642469a75c91759de9e51_223)] [added: [91](#i811ab3117c4643edb9bdbfe1493fde34_226)] | | |
Revvity, Inc.
| Item 1C. | | | [Cybersecurity Disclosures](#i811ab3117c4643edb9bdbfe1493fde34_1892) | | | [21](#i811ab3117c4643edb9bdbfe1493fde34_1892) | | |
| [Signatures](#i811ab3117c4643edb9bdbfe1493fde34_229) | | | | | | [91](#i811ab3117c4643edb9bdbfe1493fde34_229) | | |
PerkinElmer, Inc.
| [Signatures](#i4acbd9f3cb5642469a75c91759de9e51_226) | | | | | | [101](#i4acbd9f3cb5642469a75c91759de9e51_226) | | |
Item 1C. Cybersecurity Disclosures
0 rewritten, 27 added, 0 removed, 0 unchanged
New section this year
We have developed and maintain a Material Cyber Incident Disclosure Program.
The program includes processes for the identification, review and assessment of materiality of cyber events, notification of our senior leadership and Board of Directors of such events, and financial reporting disclosure where applicable.
As part of the program, we also engage in due diligence regarding the cybersecurity capabilities of our current and potential third-party vendors in accordance with industry best practices.
Under the program, all material cyber incidents will be reported to our Board of Directors.
The program is led by our Cyber Event Disclosure Committee, which includes members of our Information Security, Corporate Legal, External Reporting and Enterprise Risk Management teams.
In addition to assessing our own cybersecurity preparedness, we also consider and evaluate cybersecurity risks associated with use of third-party service providers.
Our Internal Audit team conducts an annual review of third-party hosted applications with a specific focus on any sensitive data shared with third parties.
For all critical third party service provides, we perform a review of the vendor's System and Organization Controls (SOC), which is referred to as a SOC 1 or SOC 2 report.
If a third-party vendor is not able to provide a SOC 1 or SOC 2 report, we take additional steps to understand and mitigate any additional risks.
Our assessment of risks associated with use of third-party providers is part of our overall risk management framework.
The Company’s Chief Information Officer is responsible for developing and implementing our information security program.
Our Information Security team monitors our exposure to external cybersecurity threats, leveraging automated tools and manual processes to ensure cybersecurity risk is effectively mitigated on a continuous basis.
When a specific incident has been identified, the Information Security team leverages our Cyber Incident Response Plan in conjunction with established Information Security policies to begin assessment of the incident.
Depending on the type and/or severity of the incident, our Information Security team will determine (in compliance with our Cyber Incident Response Plan) whether third party expertise or consultation is necessary.
If such expertise or consultation is determined to be necessary, our Information Security and Corporate Legal teams will engage with third-party experts.
As part of its review of incidents, our Information Security team considers the risk exposure, potential impact, severity and implications with respect to our information technology systems.
Our Information Security team is responsible for escalating incidents which are determined to be higher risk to our Cyber Event Disclosure Committee.
The Cyber Event Disclosure Committee will work with our General Counsel to determine the materiality of the incident and any required disclosure.
When an incident is determined to be material and is required to be disclosed, the Cyber Event Disclosure Committee will notify our senior leadership and our Board of Directors through the Audit Committee of our Board of Directors.
The Cyber Event Disclosure Committee will collaborate with our Corporate Legal and Financial Reporting teams to develop any required Form 8-K Item 1.05 disclosure.
The oversight, monitoring, and testing of the program occurs under our Sarbanes-Oxley entity-level control reviews and the program is integrated into our Enterprise Risk Management processes.
The Cyber Event Disclosure Committee convenes, at least monthly, to review recent developments in cybersecurity and in the cybersecurity risk landscape.
The Cyber Event Disclosure Committee is comprised of representatives with relevant expertise for assessing and managing the applicable risks.
Our Board of Directors is presented with updates on an annual, or as needed, basis regarding our cybersecurity preparedness.
Additionally, our Board of Directors is provided with a comprehensive cyber training from our Chief Information Security Officer at least annually.
Our Board of Directors annually reviews our cybersecurity program and the Audit Committee of our Board of Directors is specifically responsible for oversight of cybersecurity risk, which it regularly reviews with Company leadership.
We have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us, including our operations, business strategy, results of operations or financial condition.
Item 2. Properties
1 rewritten, 0 added, 0 removed, 3 unchanged
We conduct operations for both our [removed: Discovery & Analytical Solutions] [added: Life Sciences] and Diagnostics segments in manufacturing and assembly plants, research laboratories, administrative offices and other facilities.
Item 4. Mine Safety Disclosures
31 rewritten, 7 added, 7 removed, 25 unchanged
Listed below are our executive officers as of [removed: March 1, 2023.][added: February 27, 2024.]
| Prahlad Singh | | | | | | President and Chief Executive Officer | | | | | | [removed: 58] [added: 59] | | |
| Maxwell Krakowiak | | | | | | Senior Vice President and Chief Financial Officer | | | | | | [removed: 33] [added: 34] | | |
| Joel S. Goldberg | | | | | | Senior Vice President, Administration, General Counsel and Secretary | | | | | | [removed: 54] [added: 55] | | |
| Daniel R. Tereau | | | | | | Senior Vice President, Strategy and Business Development | | | | | | [removed: 56] [added: 57] | | |
| Miriame Victor | | | | | | Senior Vice President, Chief Commercial Officer | | | | | | [removed: 42] [added: 43] | | |
| Tajinder Vohra | | | | | | Senior Vice President, Global Operations | | | | | | [removed: 57] [added: 58] | | |
*Prahlad Singh, [removed: 58*.][added: 59*.]
Dr. Singh currently serves as President and Chief Executive Officer of [removed: PerkinElmer,] [added: Revvity,] having previously served as President and Chief Operating Officer of [removed: PerkinElmer] [added: Revvity] from January 2019 through December 2019.
Dr. Singh joined [removed: PerkinElmer] [added: Revvity] as the President of our Diagnostics business in May 2014.
Prior to joining [removed: PerkinElmer,] [added: Revvity,] Dr. Singh was General Manager of GE Healthcare’s Women’s Health business from 2012 to 2014, with responsibility for its mammography and bone densitometry businesses.
*Maxwell Krakowiak, [removed: 33*.][added: 34*.]
Mr. Krakowiak was appointed Senior Vice President and Chief Financial Officer of [removed: PerkinElmer] [added: Revvity] in August 2022 after having most recently served as our Vice President, Corporate Finance, focusing on driving global finance transformation through people, process and automation.
Mr. Krakowiak joined [removed: PerkinElmer] [added: Revvity] in October 2018, and prior to being appointed as our Senior Vice President and Chief Financial Officer held several financial leadership positions of increasing scope and responsibilities, including oversight of financial planning and analysis, commercial finance and business development.
Prior to joining [removed: PerkinElmer,] [added: Revvity,] Mr. Krakowiak worked for General Electric Company (“GE”) for seven years, most recently as Executive Audit [removed: Manager (from January 2018 to October 2018),] [added: Manager,] working globally across GE’s businesses on financial audits and operational excellence projects.
Goldberg*, [removed: *54*.][added: *55*.]
Tereau, [removed: 56.*] [added: 57.*] Mr. Tereau was appointed Senior Vice President, Strategy and Business Development in January 2016, having joined [removed: PerkinElmer] [added: Revvity] in April 2014 as Vice President, Strategy and Business Development.
He is responsible for leading [removed: PerkinElmer’s] [added: Revvity’s] overall strategic planning and business development activities.
Prior to joining [removed: PerkinElmer,] [added: Revvity,] Mr. Tereau served on Novartis’ leadership team as Senior Vice President and Global Head of Strategy, Business Development and [removed: Licensing from 2011 to 2014,] [added: Licensing,] where he was responsible for global strategy and business development for the Consumer Health division.
[removed: Prior to 2011,] [added: Earlier in his career,] Mr. Tereau held similar roles at Thermo Fisher Scientific and GE Healthcare.
*Miriame [removed: Victor,* 42.][added: Victor, 43*.]
Ms. Victor joined [removed: PerkinElmer] [added: Revvity] 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 [removed: PerkinElmer’s] [added: Revvity’s] product commercialization [added: efforts across all]
[removed: efforts across all] businesses, having previously completed the successful consolidation of the Diagnostics [removed: and Discovery & Analytical Solutions] [added: business with other] businesses into one unified commercial organization.
Prior to joining [removed: PerkinElmer,] [added: Revvity,] Ms. Victor held various commercial leadership positions in the pharmaceutical industry with MSD and Novartis, and in the medical device industry with GE Healthcare.
*Tajinder Vohra, [removed: 57*.][added: 58*.]
Mr. Vohra joined [removed: PerkinElmer] [added: Revvity] in October 2015 as Vice President of Global Operations and was appointed Senior Vice [removed: President] [added: President,] Global Operations in January 2018.
He oversees all of [removed: PerkinElmer’s] [added: Revvity’s] global operations, including manufacturing, supply chain, customer care and distribution.
Prior to joining [removed: PerkinElmer,] [added: Revvity,] Mr. Vohra served at ABB as a Country Operations [removed: Leader from 2011 to 2015,] [added: Leader,] where he was responsible for India-wide operations and Supply Chains for India, Middle East and Africa.
[removed: Prior to 2011,] [added: Previously,] Mr. Vohra was a Senior Vice President with Genpact, managing Supply Chain and IT businesses, and held a number of global management operational positions with GE Healthcare.
Mr. Vohra is a certified Six Sigma Black [removed: Belt,] [added: Belt] and was trained in lean manufacturing at the Shingijitsu Training Institute in Japan.
| Anita Gonzales | | | | | | Vice President, Controller | | | | | | 48 | | |
*Anita Gonzales, 48.* Mrs. Gonzales was appointed our Vice President and Controller in May 2023, having joined Revvity as Senior Director of Integration and Controllership Initiatives in March 2021.
Prior to joining Revvity, Mrs. Gonzales was at General Electric Company (“GE”) for ten years.
During her tenure at GE, Mrs. Gonzales was Director of Audit and Advisory Practices Corporate division from 2016 to 2021, with responsibility for technical accounting and auditing standards of the Corporate Audit Staff.
Before that, Mrs. Gonzales held executive roles at GE Aviation including Global Controller- Commercial Engines.
Earlier in her career, she held roles of increasing responsibility, up to Senior Manager, at PricewaterhouseCoopers.
Mrs. Gonzales holds Master of Public Accounting and Bachelor of Business Administration degrees from the University of Texas at Austin and is a Certified Public Accountant.
| Andrew Okun | | | | | | Vice President, Chief Accounting Officer and Treasurer | | | | | | 53 | | |
*Andrew Okun, 53.* Mr. Okun serves as our Vice President, Chief Accounting Officer and Treasurer.
Mr. Okun has served as Vice President and Chief Accounting Officer since April 2011 and was appointed Treasurer in February 2021.
Mr. Okun joined us in 2001 and has served in financial and controllership positions of increasing responsibility, including Director of Finance for the Optoelectronics business from 2001 through 2005, Vice President of Finance from 2005 through 2009 and Vice President and Corporate Controller from 2009 through 2011.
Prior to joining us, Mr. Okun most recently worked for Honeywell International as a Site Controller as well as for Coopers & Lybrand.
Mr. Okun is a Certified Public Accountant and earned his Master of Business Administration from the University of Virginia.
He completed his undergraduate degree at the University of California, Santa Barbara*.*
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
13 rewritten, 9 added, 10 removed, 18 unchanged
Our common stock is listed on the New York Stock Exchange under the symbol [removed: “PKI”.][added: “RVTY”.]
As of February [removed: 24, 2023,] [added: 23, 2024,] we had approximately [removed: 3,056] [added: 2,923] holders of record of our common stock.
During the fourth quarter of fiscal year [removed: 2022,] [added: 2023,] we repurchased [removed: 44,594] [added: 45,905] shares of common stock for this purpose at an aggregate cost of [removed: $5.4] [added: $4.9] million.
(2)On July [removed: 31, 2020,] [added: 22, 2022,] our Board authorized us to repurchase shares of common stock for an aggregate amount up to [removed: $250.0] [added: $300.0] million under a stock repurchase program (the “Repurchase Program”).
On [removed: July 22, 2022,] [added: April 27, 2023,] the Repurchase Program was terminated by our Board and our Board authorized us to repurchase shares of common stock for an aggregate amount up to [removed: $300.0] [added: $600.0] million under a new stock repurchase program (the “New Repurchase Program”).
The New Repurchase Program will expire on [removed: July 22, 2024] [added: April 26, 2025,] unless terminated earlier by our Board and may be suspended or discontinued at any time.
During [removed: the fourth quarter of] fiscal year [removed: 2022,] [added: 2023,] we repurchased [removed: 138,025] [added: 2,159,985] shares of common stock under the New Repurchase Program for an aggregate cost of [removed: $19.1] [added: $244.6] million.
As of [removed: January 1,] [added: December 31,] 2023, [removed: $280.9] [added: $355.4] million remained available for aggregate repurchases of shares under the New 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 [removed: Index,] [added: Index and] the S&P 500 Life Sciences Tools & Services Industry Index [removed: and a Peer Group Index] for the five fiscal years from December [removed: 31, 2017] [added: 30, 2018] to [removed: January 1,] [added: December 31,] 2023.
Among [removed: PerkinElmer,] [added: Revvity,] Inc. Common Stock, S&P [removed: Composite-500,][added: Composite-500 and]
S&P 500 Life Sciences Tools & Services Industry [removed: Index and Peer Group] Index
[removed: ][added: ]
| S&P 500 Life Sciences Tools & Services Industry Index | | | $ | 100.00 | | | | | $ | [removed: 115.18] [added: 132.52] | | | | | $ | [removed: 152.65] [added: 176.28] | | | | | $ | [removed: 203.04] [added: 244.55] | | | | | $ | [removed: 281.69] [added: 188.53] | | | | | $ | [removed: 217.15] [added: 182.72] | |
| October 2, 2023 - October 29, 2023 | | | 45,723 | | | | | | $ | 107.63 | | | | | — | | | | | | $ | 355,447,934 | |
| October 30, 2023 - November 26, 2023 | | | 57 | | | | | | 87.85 | | | | | | — | | | | | | 355,447,934 | | |
| November 27, 2023 - December 31, 2023 | | | 125 | | | | | | 101.31 | | | | | | — | | | | | | 355,447,934 | | |
| Activity for quarter ended December 31, 2023 | | | 45,905 | | | | | | $ | 107.59 | | | | | — | | | | | | $ | 355,447,934 | |
During fiscal year 2023, we repurchased 1,004,544 shares of common stock under the Repurchase Program for an aggregate cost of $131.3 million.
During the fourth quarter of fiscal year 2023, no shares of common stock were repurchased under the New Repurchase Program.
| | | | 12/30/2018 | | | | | | 12/29/2019 | | | | | | 1/3/2021 | | | | | | 1/2/2022 | | | | | | 1/1/2023 | | | | | | 12/31/2023 | | |
| Revvity, Inc. | | | $ | 100.00 | | | | | $ | 125.96 | | | | | $ | 186.77 | | | | | $ | 262.16 | | | | | $ | 183.17 | | | | | $ | 143.12 | |
| S&P 500 Index | | | $ | 100.00 | | | | | $ | 131.49 | | | | | $ | 155.68 | | | | | $ | 200.37 | | | | | $ | 164.08 | | | | | $ | 207.21 | |
| October 3, 2022 - October 30, 2022 | | | 44,266 | | | | | | $ | 120.12 | | | | | — | | | | | | $ | 300,000,000 | |
| October 31, 2022 - November 27, 2022 | | | 138,174 | | | | | | 138.65 | | | | | | 138,025 | | | | | | 280,862,780 | | |
| November 28, 2022 - January 1, 2023 | | | 179 | | | | | | 142.98 | | | | | | — | | | | | | 280,862,780 | | |
| Activity for quarter ended January 1, 2023 | | | 182,619 | | | | | | $ | 134.16 | | | | | 138,025 | | | | | | $ | 280,862,780 | |
Our Peer Group Index consists of Agilent Technologies Inc., Thermo Fisher Scientific Inc., and Waters Corporation.
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 January 2, 2022.
| | | | 31-Dec-17 | | | | | | 30-Dec-18 | | | | | | 29-Dec-19 | | | | | | 3-Jan-21 | | | | | | 2-Jan-22 | | | | | | 1-Jan-23 | | |
| PerkinElmer, Inc. | | | $ | 100.00 | | | | | $ | 106.07 | | | | | $ | 133.61 | | | | | $ | 198.11 | | | | | $ | 278.09 | | | | | $ | 194.30 | |
| S&P 500 Index | | | $ | 100.00 | | | | | $ | 95.62 | | | | | $ | 125.72 | | | | | $ | 148.85 | | | | | $ | 191.58 | | | | | $ | 156.89 | |
| Peer Group Index | | | $ | 100.00 | | | | | $ | 111.08 | | | | | $ | 157.75 | | | | | $ | 219.67 | | | | | $ | 313.61 | | | | | $ | 266.70 | |
Item 8. Financial Statements and Supplementary Data
592 rewritten, 225 added, 266 removed, 843 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#i4acbd9f3cb5642469a75c91759de9e51_61)] [added: Firm](#i811ab3117c4643edb9bdbfe1493fde34_61)] (PCAOB ID No. 34) | | | [removed: [47](#i4acbd9f3cb5642469a75c91759de9e51_61)] [added: [40](#i811ab3117c4643edb9bdbfe1493fde34_61)] | | |
| [Consolidated Statements of Operations for Each of the Three Fiscal Years in the Period Ended January 1, [removed: 2023](#i4acbd9f3cb5642469a75c91759de9e51_64)] [added: 2023](#i811ab3117c4643edb9bdbfe1493fde34_64)] | | | [removed: [48](#i4acbd9f3cb5642469a75c91759de9e51_64)] [added: [41](#i811ab3117c4643edb9bdbfe1493fde34_64)] | | |
| [Consolidated Statements of Comprehensive Income for Each of the Three Fiscal Years in the Period Ended January 1, [removed: 2023](#i4acbd9f3cb5642469a75c91759de9e51_67)] [added: 2023](#i811ab3117c4643edb9bdbfe1493fde34_67)] | | | [removed: [49](#i4acbd9f3cb5642469a75c91759de9e51_67)] [added: [42](#i811ab3117c4643edb9bdbfe1493fde34_67)] | | |
| [Consolidated Balance Sheets as of January 1, 2023 and January 2, [removed: 2022](#i4acbd9f3cb5642469a75c91759de9e51_70)] [added: 2022](#i811ab3117c4643edb9bdbfe1493fde34_70)] | | | [removed: [50](#i4acbd9f3cb5642469a75c91759de9e51_70)] [added: [43](#i811ab3117c4643edb9bdbfe1493fde34_70)] | | |
| [Consolidated Statements of Stockholders’ Equity for Each of the Three Fiscal Years in the Period Ended January 1, [removed: 2023](#i4acbd9f3cb5642469a75c91759de9e51_76)] [added: 2023](#i811ab3117c4643edb9bdbfe1493fde34_76)] | | | [removed: [51](#i4acbd9f3cb5642469a75c91759de9e51_76)] [added: [44](#i811ab3117c4643edb9bdbfe1493fde34_76)] | | |
| [Consolidated Statements of Cash Flows for Each of the Three Fiscal Years in the Period Ended January 1, [removed: 2023](#i4acbd9f3cb5642469a75c91759de9e51_79)] [added: 2023](#i811ab3117c4643edb9bdbfe1493fde34_79)] | | | [removed: [52](#i4acbd9f3cb5642469a75c91759de9e51_79)] [added: [45](#i811ab3117c4643edb9bdbfe1493fde34_79)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i4acbd9f3cb5642469a75c91759de9e51_82)] [added: Statements](#i811ab3117c4643edb9bdbfe1493fde34_82)] | | | [removed: [54](#i4acbd9f3cb5642469a75c91759de9e51_82)] [added: [47](#i811ab3117c4643edb9bdbfe1493fde34_82)] | | |
To the Stockholders and the Board of Directors of [removed: PerkinElmer,] [added: Revvity,] Inc.
We have audited the accompanying consolidated balance sheets of [removed: PerkinElmer,] [added: Revvity,] Inc. and subsidiaries (the “Company”) as of [removed: January 1,] [added: December 31,] 2023 and January [removed: 2, 2022 and] [added: 1, 2023,] the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash [removed: flows] [added: flows,] for each of the three years in the period ended [removed: January 1, 2023] [added: December 31, 2023,] and the related notes (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: January 1,] [added: December 31,] 2023 and January [removed: 2, 2022,] [added: 1, 2023,] and the results of its operations and its cash flows for each of the three years in the period ended [removed: January 1,] [added: December 31,] 2023, 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) (“PCAOB”), the Company’s internal control over financial reporting as of [removed: January 1,] [added: December 31,] 2023, 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: March 1, 2023] [added: February 27, 2024,] expressed an unqualified opinion on the Company’s internal control over financial reporting.
Discontinued Operations [removed: -] [added: — Gain on Sale —] Refer to Notes [removed: 1 and] 4 [added: and 20] to the financial statements
[removed: Critical] [added: *Critical] Audit Matter [removed: Description][added: Description*]
[removed: In August 2022,] [added: On March 13, 2023,] the Company [removed: entered into a definitive agreement to sell] [added: completed the previously announced sale of] certain assets and the equity interests of certain entities constituting the [removed: Analytical,] [added: Company’s Applied,] Food and Enterprise Services businesses (the “Business”).
[removed: How] [added: *How] the Critical Audit Matter Was Addressed in the [removed: Audit][added: Audit*]
| | | | [removed: January 1,] [added: December 31,] 2023 | | | | | | January [removed: 2, 2022] [added: 1, 2023] | | | | | | January [removed: 3, 2021] [added: 2, 2022] | | |
| Product revenue | | | $ | [removed: 2,634,582] [added: 2,415,893] | | | | | $ | [removed: 2,735,068] [added: 2,634,582] | | | | | $ | [removed: 2,280,853] [added: 2,735,068] | |
| Service revenue | | | [removed: 677,240] [added: 334,678] | | | | | | [removed: 1,092,740] [added: 677,240] | | | | | | [removed: 382,377] [added: 1,092,740] | | |
| Total revenue | | | [removed: 3,311,822] [added: 2,750,571] | | | | | | [removed: 3,827,808] [added: 3,311,822] | | | | | | [removed: 2,663,230] [added: 3,827,808] | | |
| Cost of product revenue | | | [removed: 1,150,402] [added: 1,077,744] | | | | | | [removed: 1,129,223] [added: 1,150,402] | | | | | | [removed: 794,405] [added: 1,129,223] | | |
| Cost of service revenue | | | [removed: 171,590] [added: 133,136] | | | | | | [removed: 264,598] [added: 171,590] | | | | | | [removed: 138,646] [added: 264,598] | | |
| Selling, general and administrative expenses | | | [removed: 1,025,514] [added: 1,022,551] | | | | | | [removed: 975,193] [added: 1,025,514] | | | | | | [removed: 716,465] [added: 975,193] | | |
| Research and development expenses | | | [removed: 221,617] [added: 216,578] | | | | | | [removed: 200,337] [added: 221,617] | | | | | | [removed: 146,441] [added: 200,337] | | |
| Operating income from continuing operations | | | [removed: 742,699] [added: 300,562] | | | | | | [removed: 1,258,457] [added: 742,699] | | | | | | [removed: 867,273] [added: 1,258,457] | | |
| Interest and other expense, net | | | [removed: 90,862] [added: 117,586] | | | | | | [removed: 54,875] [added: 90,862] | | | | | | [removed: 67,201] [added: 54,875] | | |
| Income from continuing operations before income taxes | | | [removed: 651,837] [added: 182,976] | | | | | | [removed: 1,203,582] [added: 651,837] | | | | | | [removed: 800,072] [added: 1,203,582] | | |
| Provision for income taxes | | | [removed: 139,161] [added: 3,473] | | | | | | [removed: 314,146] [added: 139,161] | | | | | | [removed: 169,512] [added: 314,146] | | |
| Income from continuing operations | | | [removed: 512,676] [added: 179,503] | | | | | | [removed: 889,436] [added: 512,676] | | | | | | [removed: 630,560] [added: 889,436] | | |
| Income from discontinued operations before income taxes | | | [removed: 73,604] [added: 773,481] | | | | | | [removed: 76,304] [added: 73,604] | | | | | | [removed: 106,292] [added: 76,304] | | |
| Provision for income [removed: taxes on discontinued operations] [added: tax] | | | [removed: 17,101] [added: 259,890] | | | | | | [removed: 22,583] [added: 17,101] | | | | | | [removed: 8,889] [added: 22,583] | | |
| Income from discontinued operations | | | [removed: 56,503] [added: 513,591] | | | | | | [removed: 53,721] [added: 56,503] | | | | | | [removed: 97,327] [added: 53,721] | | |
| Net income | | | $ | [removed: 569,179] [added: 693,094] | | | | | $ | [removed: 943,157] [added: 569,179] | | | | | $ | [removed: 727,887] [added: 943,157] | |
| Income from continuing operations | | | $ | [removed: 4.06] [added: 1.44] | | | | | $ | [removed: 7.66] [added: 4.06] | | | | | $ | [removed: 5.65] [added: 7.66] | |
| Income from discontinued operations | | | [removed: 0.45] [added: 4.12] | | | | | | [removed: 0.46] [added: 0.45] | | | | | | [removed: 0.87] [added: 0.46] | | |
| Net income | | | $ | [removed: 4.51] [added: 5.56] | | | | | $ | [removed: 8.12] [added: 4.51] | | | | | $ | [removed: 6.52] [added: 8.12] | |
| Income from continuing operations | | | $ | [removed: 4.06] [added: 1.44] | | | | | $ | [removed: 7.62] [added: 4.06] | | | | | $ | [removed: 5.63] [added: 7.62] | |
| Net income | | | $ | [removed: 4.50] [added: 5.55] | | | | | $ | [removed: 8.08] [added: 4.50] | | | | | $ | [removed: 6.49] [added: 8.08] | |
| | | | [removed: (In thousands)] | | | [removed: | | | | | |] [added: (In thousands)] | | | | | |
| Net income | | | $ | [removed: 569,179] [added: 693,094] | | | | | $ | [removed: 943,157] [added: 569,179] | | | | | $ | [removed: 727,887] [added: 943,157] | |
| Other comprehensive [removed: (loss)] income [added: (loss)] | | | | | | | | | | | | | | | | | |
The Company received cash proceeds of $2.13 billion and is entitled to two elements of additional consideration that become payable upon the resolution of certain events.
First, the Company is entitled to proceeds of $75.0 million as consideration for the Company’s ceasing use of the PerkinElmer brand and related trademarks and transferring them to the purchaser (“Brand Sale”).
This consideration is expected to be received in installments through the first half of 2025.
The Company is also entitled to proceeds of up to $150.0 million that is contingent on the proceeds that the purchaser and its affiliates receive on a subsequent sale or other capital event related to the Business (“Contingent Gain”).
In order to determine the gain on disposal related to the Business, the Company was required to make significant judgments related to the accounting treatment of the Brand Sale and the Contingent Gain, which included assessing the appropriateness of including the future payments related to the Brand Sale and Contingent Gain in the proceeds at closing and measuring the fair value of the Contingent Gain.
As a result, auditing the recognition of the Brand Sale and the recognition and measurement of the Contingent Gain required a high degree of auditor judgment and increased effort, including the involvement of specialists.
Our audit procedures related to the accounting treatment for the recognition of the Brand Sale and the recognition and measurement of the Contingent Gain included the following, among others:
a.We tested the effectiveness of management’s controls over the accounting conclusions reached and the recognition and measurement of the Brand Sale and Contingent Gain.
b.We obtained and read the purchase and sale agreement and other documents related to the sale of the Business in evaluating the reasonableness of the Company’s recognition of the Brand Sale and the Contingent Gain.
c.With the assistance of professionals in our firm having expertise in divestiture accounting, we read and evaluated the Company’s accounting treatment for the inclusion of the Brand Sale and Contingent Gain in the proceeds from the sale of the Business at the closing date.
d.With the assistance of our fair value specialists, we confirmed the acceptability of the valuation methodology selected, and we developed an independent estimate of the fair value of the Contingent Gain and compared our estimate to the recorded amount.
February 27, 2024
| Foreign currency translation adjustments, net of income taxes: | | | | | | | | | | | | | | | | | |
| Amount recognized in other comprehensive income | | | 80,172 | | | | | | (284,854) | | | | | | (130,873) | | |
| Amounts recognized in discontinued operations | | | 90,814 | | | | | | — | | | | | | — | | |
| Inventories, net | | | 428,062 | | | | | | 405,462 | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | 693,094 | | | | | | — | | | | | | 693,094 | | |
| Dividends | | | — | | | | | | — | | | | | | — | | | | | | (34,900) | | | | | | — | | | | | | (34,900) | | |
| Purchases of common stock | | | (3,267) | | | | | | (3,267) | | | | | | (389,035) | | | | | | — | | | | | | — | | | | | | (392,302) | | |
| Balance, December 31, 2023 | | | 123,426 | | | | | | $ | 123,426 | | | | | $ | 2,416,793 | | | | | $ | 5,609,212 | | | | | $ | (276,692) | | | | | $ | 7,872,739 | |
| Net income | | | $ | 693,094 | | | | | $ | 569,179 | | | | | $ | 943,157 | |
| Unrealized foreign exchange loss | | | 24,089 | | | | | | — | | | | | | — | | |
| Purchases of marketable securities | | | (1,221,609) | | | | | | — | | | | | | — | | |
| Proceeds from maturities of marketable securities | | | 550,000 | | | | | | — | | | | | | — | | |
| Consideration receivable from sale of Business | | | $ | 241,353 | | | | | $ | — | | | | | $ | — | |
*Nature of Operations:* Revvity, Inc. (the “Company”) is a leading provider of health sciences solutions, technologies, expertise and services that deliver complete workflow from discovery to development, and diagnosis to cure.
Effective as of April 26, 2023, the Company changed its name from “PerkinElmer, Inc.” to “Revvity, Inc.”.
Effective as of May 16, 2023, the Company changed the ticker symbol for its common stock to “RVTY” and the ticker symbol for its 1.875% Notes due 2026 to “RVTY 26”.
The Business is reported for all periods as discontinued operations in the Company’s consolidated financial statements.
The Company reports fiscal years under a
related to the tax benefit.
The Company is subject to the Global Intangible Low Taxed Income (“GILTI”) tax in the U.S. The Company elected to treat taxes on future GILTI inclusions in U.S. taxable income as a current period expense when incurred.
The Company uses the portfolio approach for releasing income tax effects from accumulated other comprehensive income.
date.
Investments in debt securities that are classified as held-to-maturity are recorded at amortized cost.
The Company recorded restructuring charges, included in selling, general and administrative expenses in the consolidated statements of operations, of $26.6 million, $13.6 million and $14.4 million primarily associated with workforce reductions during fiscal years 2023, 2022 and 2021, respectively.
The Company expects severance payments will be substantially completed during fiscal year 2024.
In December 2023, the FASB issued Accounting Standards Update 2023-09, *Income Taxes (Topic 740): Improvements to Income Tax Disclosures* (“ASU 2023-09”).
ASU 2023-09 will require public entities to disclose on an annual basis a tabular reconciliation using both percentages and amounts, broken out into specific categories with certain reconciling items at or above 5% of the statutory (i.e. expected) tax further broken out by nature and/or jurisdiction.
ASU 2023-09 requires all entities to disclose on an annual basis the amount of income taxes paid (net of refunds received), disaggregated between federal (national), state/local and foreign, and amounts paid to an individual jurisdiction when 5% or more of the total income taxes paid.
| | | | | | |
At that time, management determined that the proposed sale met the criteria for the Business to be classified as held-for-sale and the results of operations and cashflows of the Business was presented as discontinued operations for all periods presented in accordance with Accounting Standard Codification 205-20, *Discontinued Operations* (“ASC 205-20”).
The net assets of the Business were $1.42 billion and $1.40 billion as of January 1, 2023 and January 2, 2022, respectively.
Given the level of operational and financial integration between the Business and the continuing operations of the Company, auditing the segregation of assets and liabilities of the Business and the identification of the results of operation and cashflows of the Business required both extensive audit effort and a high degree of auditor judgment.
Our audit procedures related to the identification and measurement of the net assets of the Business and the related results of operations and cashflows presented as discontinued operations included the following, among others:
- We tested the effectiveness of controls over the identification of the net assets, results of operations and cash flows included in the Company’s discontinued operations presentation.
- We obtained and read the purchase and sale agreement for the proposed sale and compared the terms of that agreement to the identification of the assets and liabilities included in the disposal group.
- We assessed the Company’s identification of assets and liabilities and the related operations and cash flows of the Business by testing the completeness and accuracy of the Company’s accounting data and schedules that segregate the Business from the continuing operations of the Company.
- We assessed the presentation and disclosures related to the discontinued operations to ensure proper application of ASC 205-20.
March 1, 2023
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Loss on disposition of discontinued operations before income taxes | | | — | | | | | | — | | | | | | (76) | | |
| Inventories | | | 405,462 | | | | | | 425,890 | | |
| Long-term liabilities of discontinued operations | | | — | | | | | | 91,702 | | |
| Balance, December 30, 2019 | | | 111,140 | | | | | | $ | 111,140 | | | | | $ | 90,357 | | | | | $ | 2,811,973 | | | | | $ | (199,646) | | | | | $ | 2,813,824 | |
| Impact of adopting ASU 2016-13 | | | — | | | | | | — | | | | | | — | | | | | | (1,328) | | | | | | — | | | | | | (1,328) | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | 727,887 | | | | | | — | | | | | | 727,887 | | |
| Dividends | | | — | | | | | | — | | | | | | — | | | | | | (31,270) | | | | | | — | | | | | | (31,270) | | |
| Purchases of common stock | | | (72) | | | | | | (72) | | | | | | (6,872) | | | | | | — | | | | | | — | | | | | | (6,944) | | |
| Proceeds from surrender of life insurance policies | | | — | | | | | | 109 | | | | | | 282 | | |
| Proceeds from term loan | | | — | | | | | | 500,000 | | | | | | — | | |
| Payments of term loan | | | (500,000) | | | | | | — | | | | | | — | | |
*Nature of Operations:* PerkinElmer, Inc. is a leading provider of products, services and solutions to the diagnostics and life sciences and applied markets.
The 2021 and 2020 consolidated financial statements presented herein have been retrospectively adjusted to present the Business as discontinued operations for all periods presented.
The fiscal year ended January 3, 2021 (“fiscal year 2020”) included 53 weeks.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Indefinite-lived intangibles are also subject to an annual impairment test.
The impairment test consists of a comparison of the fair value of the indefinite-lived intangible asset with its carrying amount.
experience.
In-process research and development (“IPRD”) costs acquired in a business combination are recorded at fair value as an intangible asset at the acquisition date and amortized once the product is ready for sale or expensed if abandoned.
borrowing rate in determining the present value of lease payments.
In October 2021, the FASB issued Accounting Standards Update 2021-08, *Accounting for Contract Assets and Contract Liabilities From Contracts With Customers* (“ASU 2021-08”).
ASU 2021-08 amends Accounting Standards Codification 805, *Business Combinations* (“ASC 805”)*,* to require acquiring entities to apply ASC 606 to recognize and measure contract assets and contract liabilities in a business combination.
Under ASC 805, an acquirer generally recognizes such items at fair value on the acquisition date.
The Company adopted the guidance beginning on January 2, 2023 and will apply the guidance on business combinations beginning in fiscal year 2023.
As a result, the use of distributors is generally limited to geographic regions where the Company has no direct sales force.
Payment terms granted to distributors are the same as those granted to end-customers and payments are not dependent upon the distributor's receipt of payment from their end-user customers.
The primary purpose of its invoicing terms is to provide customers with simplified and predictable ways of purchasing products and services, rather than to receive financing from the customers or to provide customers with financing.
Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period, and multi-year software licenses or software subscriptions that are invoiced annually with revenue recognized upfront.
An excerpt. Shown here: 40 of 592 rewritten, 40 of 225 added and 40 of 266 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2023 filing and the FY2022 filing.
Item 9A. Controls and Procedures
11 rewritten, 2 added, 3 removed, 31 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: January 1,] [added: December 31,] 2023.
The term “disclosure controls and procedures” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), means controls and other procedures of a company that are designed to provide reasonable assurance that information required to be disclosed by the company in the reports that it files or submits under the Exchange Act is recorded, [removed: processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.]
Based on the evaluation of our disclosure controls and procedures as of [removed: January 1,] [added: December 31,] 2023, 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.
Our management assessed the effectiveness of our internal control over financial reporting as of [removed: January 1,] [added: December 31,] 2023.
Based on this assessment, our management concluded that, as of [removed: January 1,] [added: December 31,] 2023, our internal control over financial reporting was effective based on those criteria.
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: January 1,] [added: December 31,] 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
To the Stockholders and the Board of Directors of [removed: PerkinElmer,] [added: Revvity,] Inc.
We have audited the internal control over financial reporting of [removed: PerkinElmer,] [added: Revvity,] Inc. and subsidiaries (the “Company”) as of [removed: January 1,] [added: December 31,] 2023, based on criteria established in *Internal 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: January 1,] [added: December 31,] 2023, based on criteria established in *Internal Control – 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: January 1, 2023] [added: December 31, 2023,] of the Company and our report dated [removed: March 1, 2023] [added: February 27, 2024,] expressed an unqualified opinion on those financial statements.
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with [added: the] policies or procedures may deteriorate.
processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.
February 27, 2024
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.
March 1, 2023
Item 9B. Other Information
0 rewritten, 2 added, 1 removed, 0 unchanged
Rule 10b5-1 Trading Plans
During the three months ended December 31, 2023, none of our directors or officers adopted a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement”, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” as the terms are defined in Item 408(a) of Regulation S-K.
Not applicable.
Item 10. Directors, Executive Officers and Corporate Governance
3 rewritten, 0 added, 0 removed, 3 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: 25, 2023] [added: 23, 2024] 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.
Our Standards of Business Conduct, as well as our corporate governance guidelines and the charters for the audit, compensation and benefits, nominating and corporate governance, executive and finance committees of our Board of Directors, are each accessible under the “Corporate Governance” heading of the “Investors” section of our website, [removed: http://www.perkinelmer.com.][added: http://www.revvity.com.]
This information is also available in print to any stockholder who requests it, by writing to [removed: PerkinElmer,] [added: Revvity,] Inc., 940 Winter Street, Waltham, Massachusetts 02451, Attention: Investor Relations.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 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: 25, 2023] [added: 23, 2024] 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.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
2 rewritten, 0 added, 0 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: 25, 2023] [added: 23, 2024] 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: 25, 2023] [added: 23, 2024] under the caption “Executive Compensation—Equity Compensation Plan Information,” and is incorporated in this annual report on Form 10-K by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
2 rewritten, 0 added, 0 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: 25, 2023] [added: 23, 2024] 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: 25, 2023] [added: 23, 2024] 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.
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 0 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: 25, 2023] [added: 23, 2024] 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.
Item 15. Exhibits and Financial Statement Schedules
55 rewritten, 14 added, 0 removed, 95 unchanged
Consolidated Statements of Operations for Each of the Three Fiscal Years in the Period Ended [removed: January 1,] [added: December 31,] 2023
Consolidated Statements of Comprehensive Income for Each of the Three Fiscal Years in the Period Ended [removed: January 1,] [added: December 31,] 2023
Consolidated Balance Sheets as of [removed: January 1,] [added: December 31,] 2023 and January [removed: 2, 2022][added: 1, 2023]
Consolidated Statements of Stockholders’ Equity for Each of the Three Fiscal Years in the Period Ended [removed: January 1,] [added: December 31,] 2023
Consolidated Statements of Cash Flows for Each of the Three Fiscal Years in the Period Ended [removed: January 1,] [added: December 31,] 2023
| 2.1(1) | | | | | | [Agreement and Plan of Merger, dated as of July 25, 2021, by and [removed: among PerkinElmer,] [added: among](http://www.sec.gov/Archives/edgar/data/31791/000119312521225700/d205775dex21.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312521225700/d205775dex21.htm)[,] Inc., Burton Acquisition I, Inc., Burton Acquisition II, Inc., BioLegend, Inc. and Gene Lay, solely in his capacity as the Stockholder Representative, filed with the Commission on July 27, 2021 as Exhibit 2.1 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312521225700/d205775dex21.htm) | | | | | | | | | | | |
| [removed: 2.2(1)] | | | | | | [removed: [Master Purchase] [added: [(7) Employment Agreement between Maxwell Krakowiak] and [removed: Sale Agreement,] [added: Revvity, Inc.] dated as of August [removed: 1,] [added: 16,] 2022, [removed: by and between PerkinElmer, Inc. and Polaris Purchaser, L.P.,] filed with the Commission on August [removed: 5,] [added: 17,] 2022 as Exhibit [removed: 2.1] [added: 99.1] 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/31791/000119312522213623/d383007dex21.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312522222840/d57019dex991.htm)] | | | | | | | | | | | |
| 3.1 | | | | | | [removed: [PerkinElmer,] [added: [Revvity,] Inc.'s Restated Articles of Organization, filed with the Commission on May [removed: 11, 2007] [added: 12, 2023] as Exhibit 3.1 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/31791/000119312507111575/dex31.htm)] [added: reference.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000031791/000003179123000008/pki-20230402.htm#ib655ed8501a2415ba17d414b86275250_160)] | | | | | | | | | | | |
| [removed: 3.2] [added: 10.5*] | | | | | | [removed: [PerkinElmer,] [added: [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312508252524/dex101.htm)[,] Inc.'s [removed: Amended and Restated By-laws,] [added: 2008 Deferred Compensation Plan,] filed with the Commission on December [removed: 13, 2018] [added: 12, 2008] as Exhibit [removed: 3.2] [added: 10.1] 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/31791/000119312516659969/d193868dex32.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312508252524/dex101.htm)] | | | | | | | | | | | |
| 4.1 | | | | | | [Specimen Certificate [removed: of PerkinElmer,] [added: of](http://www.sec.gov/Archives/edgar/data/31791/000095013501502555/b39946peex4-1.txt) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000095013501502555/b39946peex4-1.txt)[,] 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) | | | | | | | | | | | |
| 4.2 | | | | | | [Description [removed: of PerkinElmer,] [added: of](http://www.sec.gov/Archives/edgar/data/31791/000003179122000003/a2021exhibit42.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000003179122000003/a2021exhibit42.htm)[,] Inc.’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, filed with the Commission on March 3, 2022 as Exhibit 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/31791/000003179122000003/a2021exhibit42.htm) | | | | | | | | | | | |
| 4.3 | | | | | | [Indenture dated as of October 25, 2011 [removed: between PerkinElmer,] [added: between](http://www.sec.gov/Archives/edgar/data/31791/000119312511284039/d247960dex991.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312511284039/d247960dex991.htm)[,] 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) | | | | | | | | | | | |
| 4.4 | | | | | | [Third Supplemental Indenture, dated as of July 19, 2016, [removed: among PerkinElmer,] [added: among](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex42.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex42.htm)[,] Inc., U.S. Bank National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent, filed with the Commission on July 19, 2016 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/31791/000119312516650737/d227145dex42.htm) | | | | | | | | | | | |
| 4.5 | | | | | | [Paying Agency Agreement, dated July 19, 2016, [removed: among PerkinElmer,] [added: among](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex43.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex43.htm)[,] Inc., U.S. Bank National Association, as trustee, Elavon Financial Services DAC, UK Branch, as paying agent, and Elavon Financial Services DAC, as transfer agent and registrar, filed with the Commission on July 19, 2016 as Exhibit 4.3 to our current report on Form 8-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312516650737/d227145dex43.htm) | | | | | | | | | | | |
| 4.6 | | | | | | [Fifth Supplemental Indenture, dated as of September 12, 2019, by and [removed: between PerkinElmer,] [added: between](http://www.sec.gov/Archives/edgar/data/31791/000119312519243941/d33594dex42.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312519243941/d33594dex42.htm)[,] Inc. and U.S. Bank National Association, as trustee (including the form of note contained therein) filed with the Commission on September 12, 2019 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/31791/000119312519243941/d33594dex42.htm) | | | | | | | | | | | |
| 10.1 | | | | | | [Credit Agreement, dated as of August 24, 2021, among [removed: PerkinElmer,] [added: Revvity,] Inc., [removed: PerkinElmer] [added: Revvity] Health Sciences, Inc., [removed: PerkinElmer] [added: Revvity] Life Sciences International Holdings, [removed: PerkinElmer] [added: Revvity] Global Holdings S.à r.l. and [removed: PerkinElmer] [added: Revvity] 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 August 25, 2021 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/31791/000119312519246865/d804222dex101.htm) | | | | | | | | | | | |
| [removed: 10.2*] [added: 10.3*] | | | | | | Employment Contracts: | | | | | | | | | | | |
| | | | | | | [(1) Amended and Restated Employment Agreement, dated as of August 21, 2019, between Dr. Prahlad R. Singh [removed: and PerkinElmer,] [added: and](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm)[,] Inc., filed with the Commission on August 21, 2019 as Exhibit 99.1 to our current report on Form 8-K (File No. 001-05075) and incorporated herein by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519226118/d794085dex991.htm) | | | | | | | | | | | |
| | | | | | | [(2) Employment Agreement between Joel S. Goldberg [removed: and PerkinElmer,] [added: and](http://www.sec.gov/Archives/edgar/data/31791/000119312508171757/dex101.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312508171757/dex101.htm)[,] 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) | | | | | | | | | | | |
| | | | | | | [(3) Form of Amendment between Joel S. Goldberg [removed: and PerkinElmer,] [added: and](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm)[,] Inc. dated as of December 3, 2010, filed with the Commission on March 1, 2011 as Exhibit 10.4(7) to our annual report on Form 10-K (File No. 001-05075) and herein incorporated by reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex1047.htm) | | | | | | | | | | | |
| | | | | | | [(4) [removed: Amended and Restated] Employment Agreement between [removed: Andrew Okun] [added: Daniel R. Tereau] and [removed: PerkinElmer,] [added: Revvity,] Inc. dated as of [removed: January] [added: February] 1, [removed: 2014,] [added: 2016,] filed with the Commission on [removed: February 25, 2014] [added: March 1, 2016] as Exhibit [removed: 10.2(10)] [added: 10.2(8)] 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/31791/000144530514000585/a2013exhibit10210okunresta.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179116000014/a201510kexhibit1028.htm)] | | | | | | | | | | | |
| | | | | | | [removed: [(5)] [added: [(6)] Employment Agreement between [removed: Daniel R. Tereau] [added: Miriame Victor] and [removed: PerkinElmer,] [added: Revvity,] Inc. dated as of [removed: February] [added: January] 1, [removed: 2016,] [added: 2022,] filed with the Commission on March [removed: 1, 2016] [added: 3, 2022] as Exhibit [removed: 10.2(8)] [added: 10.3(8)] 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/31791/000003179122000003/a2021exhibit1038.htm)] | | | | | | | | | | | |
| | | | | | | [removed: [(6)] [added: [(5)] Employment Agreement between Tajinder Vohra and [removed: PerkinElmer,] [added: Revvity,] Inc. dated as of January 29, 2018, filed with the Commission on May 8, 2018 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/31791/000003179118000008/pki-04012018xex_101.htm) | | | | | | | | | | | |
| [added: 10.9*] | | | | | | [removed: [(7) Employment Agreement between James Mock and PerkinElmer, Inc., dated as] [added: [Form] of [removed: April 10, 2018,] [added: Stock Option Agreement given by](http://www.sec.gov/Archives/edgar/data/31791/000119312509090128/dex103.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312509090128/dex103.htm)[, Inc. to its executive officers 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: 10.3] 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/31791/000119312518116903/d568380dex991.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312509090128/dex103.htm)] | | | | | | | | | | | |
| [added: 10.10*] | | | | | | [removed: [(8) Employment Agreement between Miriame Victor and PerkinElmer,] [added: [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000003179121000003/a2020exhibit1016.htm)[,] Inc. [removed: dated as of] [added: Savings Plan Amended and Restated effective] January 1, [removed: 2022,] [added: 2021,] filed with the Commission on March [removed: 3, 2022] [added: 2, 2021] as Exhibit [removed: 10.3(8)] [added: 10.16] 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/31791/000003179122000003/a2021exhibit1038.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179121000003/a2020exhibit1016.htm)] | | | | | | | | | | | |
| [added: 10.7*] | | | | | | [removed: [(9) Employment Agreement between Maxwell Krakowiak and PerkinElmer, Inc. dated as of August 16, 2022,] [added: [Second Amendment to](http://www.sec.gov/Archives/edgar/data/31791/000003179122000006/q1-2022exhibit101.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000003179122000006/q1-2022exhibit101.htm)[, Inc.'s 2008 Deferred Compensation Plan,] filed with the Commission on [removed: August 17,] [added: May 10,] 2022 as Exhibit [removed: 99.1] [added: 10.1] to our [removed: current] [added: quarterly] report on Form [removed: 8-K] [added: 10-Q] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312522222840/d57019dex991.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179122000006/q1-2022exhibit101.htm)] | | | | | | | | | | | |
| [removed: 10.3*] [added: 10.4*] | | | | | | [removed: [PerkinElmer,] [added: [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312514094761/d675998ddef14a.htm)[,] 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) | | | | | | | | | | | |
| [removed: 10.4*] [added: 10.6*] | | | | | | [removed: [PerkinElmer,] [added: [First Amendment to](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex109.htm) [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312511051468/dex109.htm)[,] Inc.'s 2008 Deferred Compensation Plan, filed with the Commission on [removed: December 12, 2008] [added: March 1, 2011] as Exhibit [removed: 10.1] [added: 10.9] to our [removed: current] [added: annual] report on Form [removed: 8-K] [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/31791/000119312511051468/dex109.htm)] | | | | | | | | | | | |
| [removed: 10.5*] [added: 10.8*] | | | | | | [removed: [First Amendment to PerkinElmer, Inc.'s 2008 Deferred Compensation Plan,] [added: [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312510044544/dex1015.htm)[, Inc. 1998 Employee Stock Purchase Plan as Amended and Restated on December 10, 2009,] filed with the Commission on March 1, [removed: 2011] [added: 2010] as Exhibit [removed: 10.9] [added: 10.15] 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/dex109.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312510044544/dex1015.htm)] | | | | | | | | | | | |
| [removed: 10.6*] [added: 10.11*] | | | | | | [removed: [Second Amendment to PerkinElmer, Inc.'s 2008 Deferred Compensation Plan,] [added: [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000003179119000003/a2018exhibit1026.htm)[, Inc. Employees Retirement Plan Amended and Restated effective January 1, 2012, as further amended,] filed with the Commission on [removed: May 10, 20](http://www.sec.gov/Archives/edgar/data/31791/000003179122000006/q1-2022exhibit101.htm)[22] [added: February 26, 2019] as Exhibit [removed: 10.1] [added: 10.26] to our [removed: quarterly] [added: annual] report on Form [removed: 10-Q (File] [added: 10-K (file] No. 001-05075) and herein incorporated by [removed: reference](http://www.sec.gov/Archives/edgar/data/31791/000003179122000006/q1-2022exhibit101.htm)[.](http://www.sec.gov/Archives/edgar/data/31791/000003179122000006/q1-2022exhibit101.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179119000003/a2018exhibit1026.htm)] | | | | | | | | | | | |
| [removed: 10.7*] [added: 2.2(1)] | | | | | | [removed: [PerkinElmer, Inc. 1998 Employee Stock] [added: [Amended and Restated Master] Purchase [removed: Plan] [added: and Sale Agreement, dated] as [removed: Amended] [added: of March 11, 2023, by] and [removed: Restated on December 10, 2009,] [added: between PerkinElmer, Inc., PerkinElmer U.S. LLC and PerkinElmer Topco, L.P. ,] filed with the Commission on March [removed: 1, 2010] [added: 16, 2023] as Exhibit [removed: 10.15] [added: 2.1] 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/31791/000119312510044544/dex1015.htm)] [added: reference.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000031791/000119312523071549/d475595d8k.htm)] | | | | | | | | | | | |
| [removed: 10.8*] [added: 10.17*] | | | | | | [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] 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: 99.5] 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/dex103.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex995.htm)] | | | | | | | | | | | |
| [removed: 10.9*] [added: 3.2] | | | | | | [removed: [PerkinElmer, Inc. Savings Plan] [added: [Revvity, Inc.'s] Amended and Restated [removed: effective January 1, 2021,] [added: By-laws,] filed with the Commission on [removed: March 2, 2021] [added: May 12, 2023] as Exhibit [removed: 10.16] [added: 3.2] to our [removed: annual] [added: quarterly] report on Form [removed: 10-K] [added: 10-Q] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179121000003/a2020exhibit1016.htm)] [added: reference.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000031791/000003179123000008/pki-20230402.htm#ib655ed8501a2415ba17d414b86275250_160)] | | | | | | | | | | | |
| [removed: 10.10*] [added: 10.13*] | | | | | | [removed: [PerkinElmer, Inc. Employees Retirement Plan Amended and Restated effective January 1, 2012, as further amended,] [added: [Revvity](http://www.sec.gov/Archives/edgar/data/31791/000119312519072708/d642037ddef14a.htm)[, Inc.'s 2019 Incentive Plan,] filed with the Commission on [removed: February 26,] [added: March 13,] 2019 as [removed: Exhibit 10.26] [added: Appendix B] to our [removed: annual report] [added: definitive proxy statement] on [removed: Form 10-K (file] [added: Schedule 14A (File] No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179119000003/a2018exhibit1026.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519072708/d642037ddef14a.htm)] | | | | | | | | | | | |
| [removed: 10.11*] [added: 10.25*] | | | | | | [removed: [PerkinElmer, Inc. Amended and Restated Global] [added: [Form of Restricted Stock Agreement with single-trigger vesting acceleration upon a change of control for grants to executive officers under the 2019] Incentive [removed: Compensation Plan (Executive Officers) effective January 4, 2021,] [added: Plan,] filed with the Commission on May 11, 2021 as Exhibit [removed: 10.5] [added: 10.3] to our quarterly report on Form 10-Q [removed: (file] [added: (File] No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179120000003/a2019exhibit1020.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000003179121000006/q1-2021exhibit103.htm)] | | | | | | | | | | | |
| [removed: 10.12*] [added: 10.14*] | | | | | | [removed: [PerkinElmer, Inc.'s] [added: [Form of Restricted Stock Unit Agreement for grants to non-employee directors under the] 2019 Incentive Plan, filed with the Commission on [removed: March 13,] [added: April 24,] 2019 as [removed: Appendix B] [added: Exhibit 99.2] to our [removed: definitive proxy statement] [added: current report] on [removed: Schedule 14A] [added: Form 8-K] (File No. 001-05075) and herein incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519072708/d642037ddef14a.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex992.htm)] | | | | | | | | | | | |
| [removed: 10.13*] [added: 10.19*] | | | | | | [Form of Restricted Stock [removed: Unit] Agreement [added: with single-trigger vesting acceleration upon a change of control] for grants to [removed: non-employee directors] [added: executive officers] under the 2019 Incentive Plan, filed with the Commission on April 24, 2019 as Exhibit [removed: 99.2] [added: 99.7] 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/31791/000119312519117178/d737091dex992.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex997.htm)] | | | | | | | | | | | |
| [removed: 10.14*] [added: 10.15*] | | | | | | [Form of Restricted Stock Unit Agreement (Performance-based vesting) 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 99.3 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/d737091dex993.htm) | | | | | | | | | | | |
| [removed: 10.15*] [added: 10.16*] | | | | | | [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) | | | | | | | | | | | |
| [removed: 10.16*] [added: 10.18*] | | | | | | [Form of Stock Option Agreement with [removed: single-trigger] [added: double-trigger] vesting acceleration [removed: upon] [added: 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 [removed: 99.5] [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/31791/000119312519117178/d737091dex995.htm)] [added: reference.](http://www.sec.gov/Archives/edgar/data/31791/000119312519117178/d737091dex996.htm)] | | | | | | | | | | | |
| 10.2 | | | | | | [First Amendment to Credit Agreement, dated as of April 24, 2023, among Revvity, Inc., Revvity Health Sciences, Inc., Revvity Life Sciences International Holdings, Revvity Global Holdings S.à r.l. and Revvity 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 August 9, 2023 as Exhibit 10.1 to our quarterly report on Form 10-Q (File No. 001-05075) and herein incorporated by reference.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000031791/000003179123000011/pki-20230702.htm) | | | | | | | | | | | |
| 10.12* | | | | | | [Revvity, Inc. Amended and Restated Global Incentive Compensation Plan (Executive Officers) effective](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm) [October](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm) [](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm)[2](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm)[, 202](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm)[3](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm)[,](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm) [attached hereto](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm) [as Exhibit 10.](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm)[12](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm)[.](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1012.htm) | | | | | | | | | | | |
| 10.27* | | | | | | [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, attached hereto as Exhibit 10.2](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1027.htm)[7](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1027.htm)[.](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1027.htm) | | | | | | | | | | | |
| 10.28* | | | | | | [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, attached hereto as Exhibit 10.2](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1028.htm)[8](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1028.htm)[.](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1028.htm) | | | | | | | | | | | |
| 10.31* | | | | | | [Form of Restricted Stock Unit Agreement (Time-based vesting) with single-trigger vesting acceleration upon a change of control for grants to executive officers under the 2019 Incentive Plan,](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1031.htm) [](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1031.htm)[attached hereto as Exhibit 10.](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1031.htm)[31](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1031.htm)[.](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit1031.htm) | | | | | | | | | | | |
| 97* | | | | | | [Revvity, Inc. Dodd-Frank Compensation Recovery Policy effective October 2, 2023, attached hereto as Exhibit 97.](https://www.sec.gov/Archives/edgar/data/31791/000003179124000004/a2023exhibit97.htm) | | | | | | | | | | | |
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An excerpt. Shown here: 40 of 55 rewritten, all 14 added and all 0 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2023 filing and the FY2022 filing.
Item 16. Form 10-K Summary
14 rewritten, 11 added, 4 removed, 37 unchanged
| | | | Signature | | | | | | [removed: PERKINELMER, INC. Title] [added: Title] | | | | | | Date | | |
| By: | | | /s/ PRAHLAD SINGH, PhD | | | | | | President and Chief Executive Officer | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | [removed: /S/] [added: /s/] MAXWELL KRAKOWIAK | | | | | | Sr. Vice President and | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| | | | Maxwell Krakowiak | | | | | | [removed: Chief Financial Officer] (Principal Financial Officer) | | | | | | | | |
We, the undersigned officers and directors of [removed: PerkinElmer,] [added: Revvity,] Inc., hereby severally constitute Prahlad Singh and Maxwell Krakowiak, and each of them singly, our true and lawful attorneys with full power to them, and each of them singly, to sign for us and in our names, in the capacities indicated below, this Annual Report on Form 10-K and any and all amendments to said Annual Report on Form 10-K, and generally to do all such things in our name and behalf in our capacities as officers and directors to enable [removed: PerkinElmer,] [added: Revvity,] Inc. to comply with the provisions of the Securities Exchange Act of 1934, and all requirements of the Securities and Exchange Commission, hereby rectifying and confirming signed by our said attorneys, and any and all amendments thereto.
| By: | | | /s/ PRAHLAD SINGH, PhD | | | | | | President, Chief Executive Officer and | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | /s/ PETER BARRETT, PhD | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | /s/ SAMUEL R. CHAPIN | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | /s/ SYLVIE GRÉGOIRE, PharmD | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | [removed: /s/MICHELLE] [added: /s/ MICHELLE] MCMURRY-HEATH, MD PhD | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | /s/ ALEXIS P. MICHAS | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | [removed: /s] [added: /s/] MICHEL VOUNATSOS | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | /s/ FRANK WITNEY, PhD | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | /s/ PASCALE WITZ | | | | | | Director | | | | | | [removed: March 1, 2023] [added: February 27, 2024] | | |
| By: | | | /s/ MAXWELL KRAKOWIAK | | | | | | Sr. Vice President and Chief Financial Officer | | | | | | February 27, 2024 | | |
| By: | | | /s/ ANITA GONZALES | | | | | | Vice President and Controller | | | | | | February 27, 2024 | | |
| | | | Anita Gonzales | | | | | | (Principal Accounting Officer) | | | | | | | | |
| By: | | | /s/ ANITA GONZALES | | | | | | Vice President and Controller | | | | | | February 27, 2024 | | |
| | | | Anita Gonzales | | | | | | (Principal Accounting Officer) | | | | | | | | |
| By: | | | /s/ MICHAEL A. KLOBUCHAR | | | | | | Director | | | | | | February 27, 2024 | | |
| | | | Michael A. Klobuchar | | | | | | | | | | | | | | |
| By: | | | /s SOPHIE V. VANDEBROEK, PhD | | | | | | Director | | | | | | February 27, 2024 | | |
| | | | Sophie V. Vandebroek, PhD | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
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| By: | | | /S/ ANDREW OKUN | | | | | | Vice President, | | | | | | March 1, 2023 | | |
| | | | Andrew Okun | | | | | | Chief Accounting Officer and Treasurer (Principal Accounting Officer) | | | | | | | | |
| By: | | | /s/ ANDREW OKUN | | | | | | Vice President, Chief Accounting Officer | | | | | | March 1, 2023 | | |
| | | | Andrew Okun | | | | | | and Treasurer (Principal Accounting Officer) | | | | | | | | |