SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 11, 2002
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PerkinElmer, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-5075 04-2052042
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
45 William Street, Wellesley, Massachusetts 02481
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (781) 237-5700
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE.
In October 2002, PerkinElmer, Inc., a Massachusetts corporation,
announced the formation of its Life and Analytical Sciences business unit. We
combined our Life Sciences and Analytical Instruments businesses to improve our
operational scale and to better serve our customers.
In November 2002, we announced that, as a result of the combination
of our Life Sciences and Analytical Instruments businesses, we expect various
restructuring charges may be necessary in the fourth quarter of 2002. We expect
these restructuring charges to be, in the aggregate, between $20.0 million and
$30.0 million. While we believe these restructuring charges estimates to be
reasonable, we cannot be sure that additional factors will not change the
costs associated with the combination of these businesses. As a result, our
actual restructuring charges in the fourth quarter of 2002 may change compared
to our estimates.
In November 2002, we also announced that we are targeting annualized
cost savings from the combination of our Life Sciences and Analytical
Instruments businesses of between $30.0 million and $45.0 million. Because we
anticipate that the benefits of the combination of these businesses will not be
fully realized until 2004, we are targeting cost savings of between $12.0
million and $25.0 million in 2003. While we believe these cost savings estimates
to be reasonable, they are estimates that are inherently difficult to predict
and are necessarily speculative in nature. In addition, we cannot be sure that
unforeseen factors will not offset the estimated cost savings or other benefits
from the integration. As a result, our actual cost savings, if any, could differ
or be delayed, compared to our estimates.
FORWARD-LOOKING STATEMENTS
This current report on Form 8-K contains forward-looking statements
that are based on current expectations, estimates, forecasts and projections
about our company, as well as management's beliefs and assumptions and other
statements regarding matters that are not historical facts. These statements
include, in particular, statements about our expected restructuring charges in
the fourth quarter of 2002 associated with the combination of our Life Sciences
and Analytical Instruments businesses and statements about our targeted cost
savings from that combination. When we use words such as "expect," "target,"
"anticipate" or "believe" or variations of those words, we are making
forward-looking statements. Our forward-looking statements are subject to risks
and uncertainties, including integration risks associated with the combination
of our Life Sciences and Analytical Instruments businesses that may increase our
costs or diminish anticipated efficiencies. You should note that these and many
other important factors could affect us in the future and could cause results to
differ materially from those expressed in our forward-looking statements. For a
discussion of some of these factors, please read carefully the information under
the caption "Forward-Looking Information and Factors Affecting Future
Performance" in our most recently filed quarterly report on Form 10-Q.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PERKINELMER, INC.
Date: December 11, 2002 By: /s/ Terrance L. Carlson
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Terrance L. Carlson
Senior Vice President,
General Counsel and Clerk