-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F48R1Wja21VJk7V8ju3ro3p0NSf2BhGYfktaVuHm+7J7xC3o2UI650+NpzZl0JiA ZxL8PKJLB02btk1RuZjHxg== 0001193125-09-187811.txt : 20090904 0001193125-09-187811.hdr.sgml : 20090904 20090904162012 ACCESSION NUMBER: 0001193125-09-187811 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090612 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20090904 DATE AS OF CHANGE: 20090904 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERKINELMER INC CENTRAL INDEX KEY: 0000031791 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 042052042 STATE OF INCORPORATION: MA FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05075 FILM NUMBER: 091056393 BUSINESS ADDRESS: STREET 1: 940 WINTER STREET CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 781 663 5776 MAIL ADDRESS: STREET 1: 940 WINTER STREET CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: EG&G INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: EDGERTON GERMESHAUSEN & GRIER INC DATE OF NAME CHANGE: 19670626 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

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): June 12, 2009

 

 

PerkinElmer, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Massachusetts   001-05075   04-2052042

(State or Other Jurisdiction

of Incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

940 Winter Street, Waltham, Massachusetts   02451
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (781) 663-6900

Not applicable.

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 1.01. Entry into a Material Definitive Agreement

On June 12, 2009, PerkinElmer IVD Pte. Ltd. (“PKI Singapore”), a Singapore subsidiary of PerkinElmer, Inc. (“PerkinElmer”) entered into an agreement with the shareholders of Shanghai Sym-Bio LifeSciences Co., Ltd. (“Sym-Bio”) under which PKI Singapore plans to acquire all of the outstanding equity interests of Sym-Bio, a leading Chinese diagnostic product company.

The equity transfer agreement by and between PKI Singapore and the shareholders of Sym-Bio (the “Agreement”) provides for the acquisition of all the outstanding equity interests in Sym-Bio by PKI Singapore in exchange for payment of cash consideration of RMB 435.0 million. Payment of the consideration is subject to the establishment of escrow accounts to secure potential claims under the Agreement. PerkinElmer is also party to the Agreement solely as a guarantor with respect to PKI Singapore’s obligations under the Agreement.

The Agreement contains representations, warranties and covenants as to the parties’ business, financial and legal obligations and provides for indemnification by each of the parties in the event of, among other things, a breach of such representations.

The transaction is subject to regulatory approvals and other customary closing conditions, but is expected to be completed in the third quarter of 2009.

 

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SIGNATURE

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 thereunto duly authorized.

 

PERKINELMER, INC.
By:  

/S/ JOEL S. GOLDBERG

  Joel S. Goldberg
 

Senior Vice President, General Counsel,

and Secretary

September 4, 2009

 

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