Current Report Filing (8-k)
July 14 2016 - 4:08PM
Edgar (US Regulatory)
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): July 12, 2016
PerkinElmer, Inc.
(Exact Name of Registrant as Specified in Charter)
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Massachusetts
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001-05075
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04-2052042
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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940 Winter Street, Waltham, Massachusetts
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02451
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants 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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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On July 12, 2016, PerkinElmer, Inc. (the Company) entered into an
underwriting agreement (the Underwriting Agreement) with J.P. Morgan Securities plc and Barclays Bank PLC, as representatives of the several underwriters named in the Underwriting Agreement, for the issuance and sale by the Company of
500,000,000 aggregate principal amount of 1.875% Senior Notes due 2026 (the Notes) in a public offering pursuant to a registration statement on Form S-3 (File No. 333-210279) and a related preliminary prospectus supplement and
final prospectus supplement filed with the Securities and Exchange Commission (the Offering).
The Company expects that the net proceeds from
the sale of the Notes will be approximately 491 million after deducting the underwriting discount and estimated offering expenses. The Company intends to use the net proceeds of the Offering to reduce amounts outstanding under the
Companys senior unsecured revolving credit facility. To the extent that any net proceeds of the Offering remain, the Company intends to use such proceeds for general corporate purposes.
The Notes will be issued pursuant to an indenture (the Indenture), dated as of October 25, 2011, between the Company and U.S. Bank National
Association, as trustee (the Trustee), as supplemented by a Third Supplemental Indenture, to be dated as of July 19, 2016, between the Company, the Trustee and Elavon Financial Services DAC, UK Branch, as the paying agent (the
London Paying Agent) and will be subject to a paying agency agreement, to be dated as of July 19, 2016, by and between the Company, the Trustee, the London Paying Agent and Elavon Financial Services DAC, as transfer agent and
registrar.
The above description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, which is filed as
Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01.
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Financial Statements and Exhibits.
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See Exhibit Index attached hereto.
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 hereunto duly authorized.
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PERKINELMER, INC.
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Date: July 14, 2016
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By:
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/s/ John L. Healy
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John L. Healy
Vice President and Associate
General Counsel
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EXHIBIT INDEX
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Exhibit
No.
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Description
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1.1
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Underwriting Agreement, dated July 12, 2016, among the Company and J.P. Morgan Securities plc and Barclays Bank PLC, as representatives of the several underwriters named in the Underwriting Agreement.
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