-----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, D43DuVDZOxeyD/i/0HWU4671xWpjVe8QqdpklVL0F03+JwMA0Ht/4D4Z93BKyF0I tEvnUgJZ4BOeuHfNL8ZJqA== 0001104659-08-054326.txt : 20080821 0001104659-08-054326.hdr.sgml : 20080821 20080821163110 ACCESSION NUMBER: 0001104659-08-054326 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080819 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080821 DATE AS OF CHANGE: 20080821 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALIPER LIFE SCIENCES INC CENTRAL INDEX KEY: 0001014672 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 330675808 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32976 FILM NUMBER: 081032568 BUSINESS ADDRESS: STREET 1: 68 ELM STREET STREET 2: . CITY: HOPKINTON STATE: MA ZIP: 01748 BUSINESS PHONE: 508-435-9500 MAIL ADDRESS: STREET 1: 68 ELM STREET STREET 2: . CITY: HOPKINTON STATE: MA ZIP: 01748 FORMER COMPANY: FORMER CONFORMED NAME: CALIPER TECHNOLOGIES CORP DATE OF NAME CHANGE: 19990921 8-K 1 a08-22077_18k.htm 8-K

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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):  August 19, 2008

 


 

CALIPER LIFE SCIENCES, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

0-28229

 

33-0675808

(State or other jurisdiction of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

68 Elm Street, Hopkinton, Massachusetts

 

01748

(Address of Principal Executive Offices)

 

(Zip Code)

 

(508) 435-9500

(Registrant’s telephone number, including area code)

 


 

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):

 

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

 

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

 

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

 

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

 

 

 




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Item 7.01 Regulation FD Disclosure.

 

On August 19, 2008, Caliper Life Sciences, Inc. issued a press release announcing receipt of a $1.1 million task order under the United States Environmental Protection Agency’s (EPA) ToxCast™ screening program.  A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Caliper Life Sciences, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless Caliper Life Sciences specifically states that it is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)                                 Exhibits

 

Exhibit

 

 

Number

 

Description of Document

 

 

 

99.1

 

Press release entitled “Caliper Life Sciences Continues Work with the EPA’s ToxCast™ Screening Program; $1.1 Million in New Funding Received for Additional Research Efforts” dated August 19, 2008

 

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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, thereunto duly authorized.

 

 

 

 

CALIPER LIFE SCIENCES, INC.

 

 

August 19, 2008

By:

/s/ Peter F. McAree

 

 

 

 

 

Peter F. McAree

 

 

Senior Vice President and CFO

 

4


EX-99.1 2 a08-22077_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

For Immediate Release

 

Caliper Life Sciences Receives $1.1 Million Task Order from the EPA’s ToxCast Screening Program

- Caliper Screens Compounds to Detect Toxicity -

 

HOPKINTON, Mass., August 19, 2008 — Caliper Life Sciences, Inc. (NASDAQ: CALP) today announced that it has received a $1.1 million task order under the United States Environmental Protection Agency’s (EPA) ToxCast™ screening program.  This task order was issued pursuant to a contract that Caliper was awarded by the EPA in April 2007 under the ToxCast program. The contract provides for up to $69 million of screening services throughout five years, although the specific dollar value is subject to the actual volume of testing requested by the EPA as well as continued government funding for the ToxCast program. To date, Caliper has received task orders under this EPA contract totaling approximately $3.6 million, including the new $1.1million task order.  This new task order was anticipated and the work associated with this order is expected to be substantially completed during the third quarter of 2008.

 

Caliper works with the EPA under the ToxCast initiative to develop new approaches to identify chemical compounds that are potentially toxic to the environment.  Caliper uses in vitro biochemical assays, which have been validated in the pharmaceutical drug discovery industry, to help predict how chemicals like pesticides will interact with the environment, humans and animals.  During the initial phase, Caliper tested 320 well-known chemicals through more than 230 in vitro assays.  The new task order will support further screening of this initial set of 320 compounds.

 

Once the first phase of the ToxCast program is complete, the EPA is expected to begin screening a broader class of compounds to expand the database of bioactivity signatures developed in the first phase.  Based on these efforts, the ToxCast screening program will provide the EPA with an efficient tool for rapidly and efficiently screening compounds and prioritizing further toxicity testing. The ultimate goal is to identify a set of predictive in vitro assays that can supplement or replace in vivo tests currently used for regulatory approval of new environmental chemicals.

 

“Caliper’s test results from the initial phase of the ToxCast screening program provided high quality data and demonstrated a substantial number of positive results, or ‘hits,’ that may have potential relevance to environmental toxicity or adverse effects. With this new funding, we will expand our testing to determine the potency, or concentration response, of these bioactivities using all 230 of the initial assays,” said David Manyak, Ph.D., executive vice president of discovery services at Caliper Life Sciences. “This follow-up screening is an important step in the progress of the ToxCast program. We look forward to continuing our research efforts and supporting the EPA’s efforts to better understand the impact, and minimize the threat, of environmental contaminants.”

 



 

Earlier in 2008, the EPA and National Institutes of Health (NIH) announced a collaboration intended to broaden the scope of the ToxCast screening program beyond the EPA, further emphasizing the growing national significance of this initiative. Caliper was selected and will present the methodology and validated results of a series of toxicology-related cell-based assays at the National Toxicology Program’s Request for Information Meeting, to be held on September 11-12 in North Carolina. The event is sponsored by the National Institute of Environmental Health Sciences (NIEHS), one of the two lead agencies within National Institutes of Health (NIH) spearheading the collaboration with EPA.

 

About Caliper Life Sciences

 

Caliper Life Sciences is a premier provider of cutting-edge technologies enabling researchers in the life sciences industry to create life-saving and enhancing medicines and diagnostic tests more quickly and efficiently.  Caliper is aggressively innovating new technology to bridge the gap between in vitro assays and in vivo results and then translating those results into cures for human disease.  Caliper’s portfolio of offerings includes state-of-the-art microfluidics, lab automation & liquid handling, optical imaging technologies, and discovery & development outsourcing solutions. For more information please visit www.caliperLS.com.

 

The statements in this press release regarding future events, including statements regarding the total amount of task orders that may be awarded to Caliper by the EPA under Caliper’s contract with the EPA for its ToxCast screening program, Caliper’s expectation that it will be able to substantially complete the work associated with the new task order during the third quarter, and the expectation that the EPA will begin screening a broader class of compounds after the completion of the initial set of compounds, are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements as a result of a number of factors, including the possibility that the EPA may decide to discontinue the ToxCast screening program or that funding levels for this program may be less than expected. Further information on risks faced by Caliper are detailed under the caption “Risks Related To Our Business” in Caliper’s Annual Report on Form 10-K for the year ended December 31, 2007. Our filings are available on a web site maintained by the Securities and Exchange Commission at http://www.sec.gov. Caliper does not undertake any obligation to update forward-looking or other statements in this release.

 

Caliper is a registered trademark of Caliper Life Sciences, Inc. and ToxCast is a trademark of the Environmental Protection Agency.

 

Investor Contact:

Peter McAree

Caliper Life Sciences

508.497.2215

 

Media Contact:

Stacey Holifield/Tim Pitta

Schwartz Communications

781.684.0770

caliper@schwartz-pr.com

 

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