UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Fiscal Year Ended December 31, 2007
OR
¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number 001-5075
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
PerkinElmer, Inc. Savings Plan
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
PerkinElmer, Inc.
940 Winter Street
Waltham, Massachusetts 02451
PERKINELMER, INC. SAVINGS PLAN
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1 | ||
FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006: |
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2 | ||
3 | ||
4-9 | ||
10 | ||
Form 5500, Schedule H, Part IV, Line 4i Schedule of Assets (Held at End of Year) |
11 | |
NOTE: All other schedules required by Section 2520.103-10 of the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. |
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12 | ||
EXHIBITS |
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23.1 Consent of Independent Registered Public Accounting Firm |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Compensation and Benefits Committee
PerkinElmer, Inc.
Waltham, Massachusetts
We have audited the accompanying statements of net assets available for benefits of PerkinElmer, Inc. Savings Plan (the Plan) as of December 31, 2007 and 2006, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plans internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2007 and 2006, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2007 is presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plans management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic 2007 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
June 27, 2008
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PERKINELMER, INC. SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2007 AND 2006
2007 | 2006 | |||||
ASSETS: |
||||||
Investments participant-directed at fair value |
$ | 378,118,502 | $ | 345,125,458 | ||
Employer contributions receivable |
1,256,956 | 1,337,819 | ||||
Employee contributions receivable |
| 690,141 | ||||
Cash |
| 139,081 | ||||
NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE |
379,375,458 | 347,292,499 | ||||
Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
573,717 | 765,878 | ||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 379,949,175 | $ | 348,058,377 | ||
See notes to financial statements.
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PERKINELMER, INC. SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006
2007 | 2006 | ||||||
INVESTMENT INCOME: |
|||||||
Net appreciation in fair value of investments |
$ | 22,681,000 | $ | 16,555,843 | |||
Interest and dividend income |
19,086,752 | 17,056,915 | |||||
Net investment income |
41,767,752 | 33,612,758 | |||||
CONTRIBUTIONS: |
|||||||
Participant |
16,685,224 | 16,039,139 | |||||
Employer |
7,894,298 | 7,579,537 | |||||
Rollover contributions |
2,401,116 | 1,125,595 | |||||
Total contributions |
26,980,638 | 24,744,271 | |||||
DEDUCTIONS: |
|||||||
Benefits paid to participants |
36,819,092 | 62,255,887 | |||||
Administrative expenses |
38,500 | 25,659 | |||||
Total deductions |
36,857,592 | 62,281,546 | |||||
INCREASE (DECREASE) IN NET ASSETS |
31,890,798 | (3,924,517 | ) | ||||
NET ASSETS AVAILABLE FOR BENEFITS: |
|||||||
Beginning of year |
348,058,377 | 351,982,894 | |||||
End of year |
$ | 379,949,175 | $ | 348,058,377 | |||
See notes to financial statements.
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PERKINELMER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006
1. | DESCRIPTION OF THE PLAN |
The following description of the PerkinElmer, Inc. Savings Plan (the Plan), as in effect on December 31, 2007, is provided for general information purposes only. Participants should refer to the Plan document for more complete information.
General The Plan is a defined contribution plan covering substantially all domestic employees of PerkinElmer, Inc. (the Company) who are not members of a collective bargaining unit or who are members of a unit that specifically provides for participation in the Plan. The Plan also covers employees of each wholly owned domestic subsidiary that has entered into an agreement to adopt the Plan. The Plan is administered by an administrative committee (the Plan administrator), which has overall responsibility for interpreting the provisions of the Plan and providing the trustee with any information required in the discharge of its duties. Fidelity Management Trust Company (FMTC) serves as the trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
Contributions Participation in the Plan is voluntary. As defined in the Plan, eligibility commences the date the employee completes an hour of service for the Company. Participants may elect to make voluntary before-tax or Roth 401(k) contributions of up to 100% of their eligible compensation subject to statutory limits. In order to maintain the Plans status as nondiscriminatory, the contribution amounts for highly compensated employees may be limited. Participants age 50 or over may be eligible to make additional contributions, subject to certain limitations. In addition, participants may elect to make after-tax contributions up to 16% of their eligible compensation, subject to certain limitations. Participants may also contribute amounts distributed to them by other qualified benefit plans.
Company matching contributions are made on a per-pay-period basis for employees in the Companys Life and Analytical Sciences business and in the Companys corporate headquarters (Corporate) and on an annual basis for employees in the Companys Optoelectronics business. For Optoelectronics employees, matching contributions are made for all active participants as of December 31 and for participants who have terminated during the year due to death, permanent disability or retirement. For a participant employed by the Companys Life and Analytical Sciences business and Corporate, matching contributions are made in an amount equal to 100% of the first 5% of compensation that a participant contributes to the Plan. For a participant employed by the Companys Optoelectronics business, matching contributions are made in an amount equal to 55% of the first 6% of compensation that a participant contributes to the Plan. As defined in the Plan, the Company may make supplemental contributions at its discretion. There were no supplemental contributions made during 2007 or 2006.
The operating units that comprised the Fluid Science business were divested on various dates (Transaction Dates) in the fourth quarter of 2005 and the first quarter of 2006, at which time active participants of the Fluid Sciences businesses ceased to be employed by the Company. Any such Fluid Science participant who remained employed by the Company through the Transaction Date had a fully vested and nonforfeitable right to his account. With respect to such Fluid Sciences participants for the plan year ended December 31, 2005 (December 31, 2006, with respect to the employees of the Semiconductor unit of Fluid Sciences), the Company made matching contributions, as of the Transaction Date, on behalf of each such participant who was employed by the Company on the Transaction Date.
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The amount of matching contributions allocable to each eligible Fluid Sciences participant was 55% of the first 6% of compensation for the part of the year in which the participant was employed.
Participant Accounts Individual accounts are maintained for each Plan participant. Each participants account is credited with the participants contribution, the Companys matching contribution and supplemental contributions and allocations of Plan earnings and charged with an allocation of Plan losses and administrative expenses. Allocations are based on participant earnings or account balances, as defined in the Plan. The benefit to which a participant is entitled is the benefit that can be provided from the participants vested account.
Vesting and Forfeitures Participants are vested immediately in their voluntary contributions plus actual earnings thereon. Vesting in the Companys contribution portion of participants accounts is based on years of continuous service for certain participants. Participants who are employed by the Companys Life and Analytical Sciences business and Corporate are immediately 100% vested in all Company contributions. Participants who are employed by the Companys Optoelectronics business are 100% vested in the Companys contribution portion after three years of credited service.
In addition, if a participant terminates employment due to death, disability or retirement (as defined in the Plan), his or her account balance becomes 100% vested. At December 31, 2007 and 2006, forfeited nonvested accounts totaled $256,035 and $172,890, respectively. Forfeited balances of terminated participants are used to reduce future Company contributions. The Companys contribution was reduced by nonvested forfeitures of $105,948 and $7,561 for the years ended December 31, 2007 and 2006, respectively.
Investments Participants direct the investment of their contributions and Company contributions into various investment options offered by the Plan. The Plan currently offers several mutual funds, common collective trusts and Company stock as investment options for participants.
Participant Loans Participants may borrow from their fund accounts from a minimum of $1,000 up to a maximum of $50,000 or 50% of their vested account balances, whichever is less. The loans are secured by the balance in the participants account and bear interest at rates fixed for the term of the loan by the administrative committee based on interest rates currently being charged by commercial lending institutions. The period of repayment for any loan is determined by the Plan administrator and the participant, but in no event shall that period exceed 60 months, unless the loan is used to purchase a principal residence, in which case, a longer payment period is permitted. Principal and interest are paid ratably through payroll deductions.
Payment of Benefits Upon termination of service, a participant may receive the value of the vested interest in his or her account as a lump-sum distribution. Benefit payments to participants are recorded upon distribution.
2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Basis of Accounting The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.
Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates.
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Risks and Uncertainties The Plan utilizes various investment instruments. Investment securities, in general, are exposed to various risks such as interest rate, credit and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.
Investment Valuation and Income Recognition The Plans investments are carried at fair value. Shares of mutual funds are carried at the net asset value of shares held by the Plan at year end. Shares of commingled pools of assets (including the Fidelity Managed Income Portfolio II Fund and the Fidelity U.S. Equity Index Commingled Pool) are carried at the fair value determined by the fund manager, Fidelity Management and Research Company (FMR Co.). Shares of the Company stock are carried at fair value, as evidenced by quoted market prices. Participant loans are stated at the outstanding loan balance, which approximates fair value.
The Managed Income Portfolio II Fund (the Fund) is a stable value fund within the PerkinElmer, Inc. Savings Plan. The Fund may invest in investment contracts issued by insurance companies and other financial institutions, money market funds, U.S. Treasury and agency bonds, corporate bonds, mortgage-backed securities, asset-backed securities, bond funds and other fixed income securities. Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value. The Fund is reported in the financial statements at fair value and adjusted to contract value. Contract value represents contributions made to the fund, plus earnings, less participant withdrawals.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
Management fees and operating expenses charged to the Plan for investments in the mutual funds are deducted from income earned on a daily basis and are not separately reflected. Consequently, management fees and operating expenses are reflected as a reduction of investment return for such investments.
Payment of Benefits Payments to participants are recorded upon distribution.
Expenses Administrative expenses of the Plan may be paid by either the Plan or the Company, as provided in the Plan document.
Recent Pronouncements In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value Measurements (SFAS No. 157), establishes a single authoritative definition of fair value, sets a framework for measuring fair value and requires additional disclosures about fair value measurement. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 17, 2007. Plan management is currently evaluating the requirements of SFAS No. 157 and has not yet determined the impact, if any, of its adoption on its net assets available for benefits and changes in net assets available for benefits.
On February 15, 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities (SFAS No. 159). This standard permits an entity to choose to measure many financial instruments and certain other items at fair value and includes an Amendment of SFAS No. 115, Accounting for Certain Investments in Debt and Equity Securities. The unrealized gains and losses on items for which the fair value option has been elected will be reported in earnings at each subsequent reporting date. The fair value option: (a) may be applied instrument by instrument, with a
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few exceptions, such as investments otherwise accounted for by the equity method; (b) is irrevocable (unless a new election date occurs); and (c) is applied only to entire instruments and not to portions of instruments. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007 and for interim periods within those fiscal years. The Plan did not elect the fair value option for eligible items that had not previously been required to be measured at fair value as of January 1, 2008.
3. | INVESTMENTS |
The Plans investments that represented 5% or more of the Plans net assets available for benefits as of December 31, 2007 and 2006, are as follows:
2007 | 2006 | |||||
Fidelity Contrafund |
$ | 46,334,767 | $ | 40,282,208 | ||
Fidelity Equity Income Fund |
19,393,836 | |||||
Fidelity Growth Company Fund |
51,987,285 | 46,673,695 | ||||
Fidelity Balanced Fund |
31,299,238 | |||||
Fidelity International Discovery Fund |
29,074,931 | 17,755,829 | ||||
Neuberger Berman Genesis Fund |
20,401,945 | |||||
Fidelity U.S. Equity Index Commingled Pool |
29,473,062 | 30,051,606 | ||||
Fidelity Managed Income Portfolio II |
75,671,936 | |||||
Fixed Income Fund |
64,139,054 |
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During the years ended December 31, 2007 and 2006, the Plans investments (including gains and losses on investments bought and sold, as well as held, during the year) appreciated (depreciated) in value as follows:
2007 | 2006 | |||||||
Templeton Foreign Fund |
$ | 552,760 | $ | 380,115 | ||||
Templeton Developing Markets Fund |
2,015,409 | 2,023,428 | ||||||
Old Mutual Mid Cap Fund |
227,224 | (503,744 | ) | |||||
Neuberger Berman Genesis Fund |
336,026 | (181,935 | ) | |||||
MSIF Emerging Markets Portfolio |
(517,030 | ) | ||||||
Baron Small Cap Fund |
(22,297 | ) | ||||||
Western Asset Core Plus Bond Portfolio FI |
62,531 | |||||||
Fidelity Contrafund |
4,806,504 | 294,497 | ||||||
Fidelity Equity Income Fund |
(1,052,931 | ) | 1,719,004 | |||||
Fidelity Growth Company Fund |
8,322,190 | 4,452,499 | ||||||
Fidelity Intermediate Bond Fund |
(102,598 | ) | (43,951 | ) | ||||
Fidelity Balance Fund |
1,725,945 | 1,092,357 | ||||||
Fidelity International Discovery Fund |
2,597,154 | 2,557,931 | ||||||
Fidelity Asset Manager 50% Fund |
181,531 | 54,189 | ||||||
Fidelity Asset Manager 70% Fund |
467,356 | 701,936 | ||||||
Fidelity Asset Manager 20% Fund |
21,192 | (45,501 | ) | |||||
Fidelity Freedom Income Fund |
(8,428 | ) | 4,338 | |||||
Fidelity Freedom 2005 Fund |
(12,417 | ) | 2,482 | |||||
Fidelity Freedom 2010 Fund |
(37,868 | ) | 63,540 | |||||
Fidelity Freedom 2015 Fund |
(22,104 | ) | 16,015 | |||||
Fidelity Freedom 2020 Fund |
(16,106 | ) | 79,086 | |||||
Fidelity Freedom 2025 Fund |
44,593 | 16,449 | ||||||
Fidelity Freedom 2030 Fund |
52,770 | 62,046 | ||||||
Fidelity Freedom 2035 Fund |
11,635 | 6,979 | ||||||
Fidelity Freedom 2040 Fund |
9,776 | 49,037 | ||||||
Fidelity Freedom 2045 Fund |
(2,870 | ) | ||||||
Fidelity Freedom 2050 Fund |
(587 | ) | ||||||
Fidelity U.S. Equity Index Commingled Pool |
1,625,238 | 4,298,709 | ||||||
21,264,598 | 17,099,506 | |||||||
PerkinElmer Stock Fund |
1,416,402 | (543,663 | ) | |||||
Net appreciation in fair value of investments |
$ | 22,681,000 | $ | 16,555,843 | ||||
4. | RELATED-PARTY TRANSACTIONS |
Certain Plan investments are shares of mutual funds managed by FMR Co., an affiliate of FMTC. These transactions qualify as party-in-interest transactions. Fees paid by the Plan for the investment management services provided by the trustee were $38,500 and $25,659 for the years ended December 31, 2007 and 2006, respectively.
At December 31, 2007 and 2006, the Plan held 366,135 and 397,121 shares, respectively, of common stock of the Company, the sponsoring employer. During the years ended December 31, 2007 and 2006, the Plan recorded dividend income from the Companys stock of $103,759 and $118,755, respectively.
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5. | FEDERAL INCOME TAX STATUS |
The Internal Revenue Service has determined and informed the Company by a letter, dated August 12, 2002, that the Plan and related trust were designed in accordance with the applicable regulations of the Internal Revenue Code (the Code). The Plan has been amended since receiving the determination letter; however, the Company and the Plan administrator believe that the Plan is currently designed and operated in compliance with the applicable requirements of the Code, and the Plan and related trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plans financial statements. The Plan has on January 31, 2008 again been submitted to the Internal Revenue Service for a determination letter as to its qualified status.
6. | PLAN TERMINATION |
Although it has not expressed any intention to do so, the Company has the right, under the Plan, to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event that the Plan is terminated, participants would become 100% vested in their accounts.
7. | RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 |
The following is a reconciliation of investments per the financial statements to the Form 5500 as of December 31, 2007 and 2006:
2007 | 2006 | |||||
Investments participant-directed at fair value per the financial statements |
$ | 378,118,502 | $ | 345,125,458 | ||
Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
573,717 | 765,878 | ||||
Investments per the Form 5500 |
$ | 378,692,219 | $ | 345,891,336 | ||
* * * * * *
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PERKINELMER, INC. SAVINGS PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2007
(a) |
(b) Identity of Issue, Borrower, Lessor or Similar Party |
(c) Maturity Date, Rate of Interest, Collateral, Par or Maturity Value |
(d) Cost |
(e) Current Value | |||||
Common Collective Trusts: | |||||||||
* |
Fidelity Investments | Fidelity Managed Income Portfolio II |
** | $ | 75,671,936 | ||||
* |
Fidelity Investments | U.S. Equity Index Commingled Pool |
** | 29,473,062 | |||||
Total Common Collective Trusts |
105,144,998 | ||||||||
Mutual Funds: | |||||||||
Morgan Stanley | MSIF Emerging Markets Portfolio |
** | 18,056,693 | ||||||
Baron Funds | Baron Small Cap Fund |
** | 616,336 | ||||||
Western Asset | Western Asset Core Plus Bond Portfolio FI |
** | 10,320,522 | ||||||
Neuberger & Berman | Neuberger & Berman Genesis Fund |
** | 20,401,945 | ||||||
* |
Fidelity Investments | Fidelity Contrafund |
** | 46,334,767 | |||||
* |
Fidelity Investments | Fidelity Equity-Income Fund |
** | 18,128,373 | |||||
* |
Fidelity Investments | Fidelity Growth Company Fund |
** | 51,987,285 | |||||
* |
Fidelity Investments | Fidelity International Discovery Fund |
** | 29,074,931 | |||||
* |
Fidelity Investments | Fidelity Freedom Income Fund |
** | 1,099,008 | |||||
* |
Fidelity Investments | Fidelity Freedom 2005 Fund |
** | 2,505,548 | |||||
* |
Fidelity Investments | Fidelity Freedom 2010 Fund |
** | 11,104,382 | |||||
* |
Fidelity Investments | Fidelity Freedom 2015 Fund |
** | 10,112,623 | |||||
* |
Fidelity Investments | Fidelity Freedom 2020 Fund |
** | 15,321,116 | |||||
* |
Fidelity Investments | Fidelity Freedom 2025 Fund |
** | 9,080,740 | |||||
* |
Fidelity Investments | Fidelity Freedom 2030 Fund |
** | 7,890,957 | |||||
* |
Fidelity Investments | Fidelity Freedom 2035 Fund |
** | 3,150,673 | |||||
* |
Fidelity Investments | Fidelity Freedom 2040 Fund |
** | 2,574,100 | |||||
* |
Fidelity Investments | Fidelity Freedom 2045 Fund |
** | 239,771 | |||||
* |
Fidelity Investments | Fidelity Freedom 2050 Fund |
** | 321,770 | |||||
Total Mutual Funds |
258,321,540 | ||||||||
* |
PerkinElmer, Inc. | PerkinElmer Stock Fund | 9,685,216 | ||||||
* |
Plan participants | Loans to participants, with interest at rates of 3.7%10.5%, maturity at various dates through 2037 |
4,966,748 | ||||||
TOTAL INVESTMENTS | 378,118,502 | ||||||||
Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
573,717 | ||||||||
Investments per Form 5500 | $ | 378,692,219 | |||||||
* | Party-in-interest. |
** | Cost information is not required for participant-directed investments and therefore is not included. |
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The Plan Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
PERKINELMER, INC. SAVINGS PLAN | ||||
/s/ Richard F. Walsh | ||||
Date: June 27, 2008 | Richard F. Walsh, Chairman, Administrative Committee of the PerkinElmer, Inc. Savings Plan |
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Index to Exhibits
Exhibit Number |
Description | |
23.1 |
Consent of Independent Registered Public Accounting Firm |
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