-----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, L8vF8NUHTrQ+TgMrEwERam6UhABj7Bqz6dLOjYuFUv527N0PyNOaz/Sy5ZYJq6uZ kV2NSac0OUvpCVIOKt8p5g== 0001104659-10-001621.txt : 20100114 0001104659-10-001621.hdr.sgml : 20100114 20100114090104 ACCESSION NUMBER: 0001104659-10-001621 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100114 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100114 DATE AS OF CHANGE: 20100114 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: 10526456 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 a10-1852_18k.htm 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): January 14, 2010

 


 

CALIPER LIFE SCIENCES, INC.

(Exact Name of Registrant as Specified in Charter)

 


 

Delaware

 

001-32976

 

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))

 

 

 



 

Item 2.02 Results of Operations and Financial Condition

 

On January 14, 2010, Caliper Life Sciences, Inc. issued a press release announcing preliminary financial results for its fourth quarter and full year ended December 31, 2009. The press release is attached to this report as Exhibit 99.1.

 

The information in this report, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.  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, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 7.01 Regulation FD Disclosure

 

The press release and the Reconciliation of GAAP to Non-GAAP Financial Measures chart are incorporated by reference into this Item 7.01. The information in this Current Report on Form 8-K and the Exhibit furnished herewith shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01.  Financial Statements and Exhibits

 

Exhibit No.

 

Exhibit

 

 

 

99.1

 

Press Release entitled “Caliper Life Sciences Announces Preliminary Results for the Fourth Quarter and 2009”.

 

2



 

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.

 

 

 

January 14, 2010

By:

/s/ Peter F. McAree

 

 

 

 

 

Peter F. McAree

 

 

Senior Vice President and CFO

 

3


EX-99.1 2 a10-1852_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

For Immediate Release

 

Caliper Life Sciences Announces Preliminary Results for the Fourth Quarter and 2009

 

HOPKINTON, Mass., January 14, 2010 — Caliper Life Sciences, Inc. (NASDAQ: CALP) today announced revenue results for the fourth quarter and full year ended December 31, 2009, and its expected year-end cash position, based upon management’s review of preliminary financial information.

 

Total revenue for the fourth quarter of 2009 is expected to be $37.6 million, which exceeded the Company’s revenue guidance of $33 to $35 million as a result of stronger than anticipated IVIS® and LabChip® product revenues and the benefit of license revenues from a recently announced microfluidic license grant to Becton, Dickinson and Company which occurred one quarter earlier than anticipated.  For the full year 2009, total revenue is expected to be $130.3 million on a GAAP-basis and $119.6 million on a non-GAAP basis, which excludes revenues of recently divested business operations.

 

The Company expects to report cash, cash equivalents and marketable securities of approximately $38 million and outstanding short-term borrowings of approximately $15 million as of December 31, 2009.  In addition, the Company announced that it expects to report positive operating cash flows on a full-year basis for 2009, one year ahead of previous guidance.

 

It should be noted that the financial results as of December 31, 2009, and for the quarter and year ended December 31, 2009 discussed above are preliminary and remain subject to audit by Caliper’s independent registered accounting firm.

 

Statement Regarding Use of Non-GAAP Financial Measures

 

Caliper supplements its GAAP financial reporting with certain non-GAAP financial measures. Non-GAAP revenue in this press release excludes the impact of revenue from business operations which were divested in the fourth quarters of 2008 and 2009, respectively.  Caliper believes that providing this additional information enhances investors’ understanding of the financial performance of Caliper’s operations and increases the comparability of its current financial statements to prior periods.

 

Presentation at Today’s J.P. Morgan Conference

As announced in a separate press release issued by the company on January 5, Caliper will today make a presentation at the J.P. Morgan Healthcare Conference in San Francisco, California.  A live webcast of the presentation can be accessed by visiting Caliper’s website at

 



 

www.caliperLS.com.  To access the webcast, select “Investors” and find the event under “Investor Events”.  An archived edition of the presentation will be available for 90 days.

 

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, enabling the translation of 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 Caliper’s anticipated total revenue for the fourth quarter of 2009 and for 2009, its expected cash and short-term borrowing position as of December 31, 2009, and Caliper’s expectation that it will report positive operating cash flows on a full-year basis for 2009 are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934.  These statements are subject to risks and uncertainties that could cause actual results to differ materially from those Caliper expects or projects, including the risks that unexpected information may be received, or adjustments may be made, in the course of finalizing and analyzing the financial results, which could cause the final results to differ from these preliminary results.  Finalization of the company’s financial results for 2009 could lead to revisions in the company’s current expectations regarding revenue for the quarter and year ended December 31, 2009, as well as achieving positive operating cash flows on a full-year basis for 2009.  Further information on risks faced by Caliper is included in risks discussed under the caption “Risk Factors” in Caliper’s annual report on Form 10-K for the year ended December 31, 2008, filed with the Securities and Exchange Commission on March 13, 2009, and in our other SEC reports and filings. These SEC reports and filings are available on a web site maintained by the SEC at http://www.sec.gov. Caliper expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Caliper’s expectations with regard thereto or any change in events, conditions, or circumstances on which any such statements are based.

 

Caliper, IVIS and LabChip are registered trademarks of Caliper Life Sciences, Inc.

 

Contact:

Peter McAree

SVP and CFO

Caliper Life Sciences

508.497.2215

 



 

Reconciliation of GAAP to Non-GAAP Financial Measures

 

Non-GAAP Revenues for the Three and Twelve Months Ended December 31, 2009

 

 

 

December 31,

 

 

 

Three Months
Ended

 

Twelve Months
Ended

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(in millions)

 

Unaudited GAAP revenues

 

$

37.6

 

$

36.7

 

$

130.3

 

$

134.1

 

Effect of divested business operations (1)

 

1.9

 

5.1

 

10.7

 

22.6

 

Unaudited Non-GAAP revenues

 

$

35.7

 

$

31.6

 

$

119.6

 

$

111.5

 

Non-GAAP growth rate

 

13

%

 

 

7

%

 

 

 


(1)   Divested business operations include the sale of the PDQ and AutoTrace product lines in the fourth quarter of 2008 and the sale of the Xenogen Biosciences business in the fourth quarter of 2009.

 

 

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