-----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, V2WLrO/BgQO02N3ED2Rx5dAvIfHTwWHXH1vcih0FIJC32E1QGfXxs5noRGo4Kr0N KZWWRDAlhW9E7YhgJlBk2g== 0001104659-11-001350.txt : 20110113 0001104659-11-001350.hdr.sgml : 20110113 20110113091033 ACCESSION NUMBER: 0001104659-11-001350 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110113 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110113 DATE AS OF CHANGE: 20110113 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: 11526587 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 a11-3820_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 13, 2011

 


 

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 13, 2011, Caliper Life Sciences, Inc. issued a press release announcing preliminary financial results for its fourth quarter and full year ended December 31, 2010. 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 2010”.

 

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 13, 2011

By:

/s/ Peter F. McAree

 

 

 

 

 

Peter F. McAree

 

 

Senior Vice President and CFO

 

3


EX-99.1 2 a11-3820_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

For Immediate Release

 

Caliper Life Sciences Announces Preliminary Results for the

Fourth Quarter and 2010

- Strong Fourth Quarter Produces 10% Organic Growth in 2010 -

- Company Provides Revenue Guidance for 2011 -

 

HOPKINTON, Mass., January 13, 2011 — Caliper Life Sciences, Inc. (NASDAQ: CALP) today announced preliminary revenue for the fourth quarter of 2010 of approximately $36.0 million, which implies fiscal 2010 revenue of approximately $123.5 million, or 10% organic annual growth. The Company’s fourth quarter revenue estimate exceeds the upper end of its previous revenue guidance by approximately $2.5 million for this period due to stronger than anticipated performance by each of its strategic business units.   The Company also expects to report positive non-GAAP earnings per share for the fourth quarter and on a full year basis for 2010.

 

The Company expects to report cash, cash equivalents and marketable securities of approximately $35 million and no outstanding short-term borrowings as of December 31, 2010.  In addition, the Company announced that it expects to report positive operating cash flows of between $3.5 - $4.0 million within the fourth quarter and on a full-year basis for 2010.

 

These financial estimates are preliminary and remain subject to management’s final review as well as audit by the Company’s independent registered accounting firm.  Please refer to the table below for reconciliation of the Company’s non-GAAP organic revenue growth estimate of 10% to the comparable GAAP growth measure.

 

“We exceeded key financial objectives for 2010 by achieving double digit revenue growth, improving gross margin by over 800 basis points and delivering in excess of $6 million of EBITDA, while also accomplishing significant strategic milestones including the divestiture of the remaining non-core automation product lines,  the signing of microfluidic product collaborations with Illumina, Sony and Agilent, and the launch of new sample prep products to exploit the fast-growing next generation sequencing market opportunity,” commented Kevin Hrusovsky, President and CEO.  “Other recent highlights include surpassing 1,000 cumulative IVIS imaging systems sold, acquiring tissue analysis capabilities via our acquisition of CRi and entering the rapidly expanding molecular diagnostics market through the recent launch of the LabChip® Dx and a content partnership with Seegene, a leader in multiplexed diagnostic reagents. Today, we are pleased to announce we received our first order from Seegene for 17

 



 

LabChip Dx systems valued at over $500,000 to be shipped over the next three months to customers in six countries,” added Hrusovsky.

 

2011 Revenue Guidance

 

For 2011, the Company currently expects total revenue to increase between 12- 20% overall, in comparison to non-GAAP revenues of approximately $120 million for fiscal 2010.  See table below for reconciliation.

 

Statement Regarding Use of Non-GAAP Financial Measures

 

Caliper supplements its GAAP financial reporting with certain non-GAAP financial measures.  The non-GAAP organic revenue growth percentage in this press release excludes the impact of revenue from business operations which were divested in the second quarter of 2010.  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.  Non-GAAP earnings per share as referred to in this press release refers to GAAP earnings per share, adjusted to exclude amortization expense related to intangible assets, non-cash restructuring charges and credits, and non-recurring acquisition-related charges.

 

Presentation at Today’s J.P. Morgan Conference

 

As announced in a separate press release issued by the company on January 5, 2011, 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 2010 and for 2010, its expectation that it will report positive non-GAAP earnings per share in the fourth quarter and on a full year basis in 2010, its expected cash position as of December 31, 2010, its expectation that it will report positive operating cash flows in the fourth quarter and on a full-year basis for 2010, and its projected revenue growth estimates for 2011 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 Caliper’s financial results for the fourth quarter and for 2010, which could cause the final results to differ from these preliminary results.  Finalization of Caliper’s financial results for 2010 could lead to revisions in its current expectations regarding revenue for the quarter and year ended December 31, 2010 and for the year ending December 31, 2011. 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, 2009, filed with the Securities and Exchange Commission on March 12, 2010, 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 e xpressly 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.

 



 

Investor Contact:
Peter F. McAree
Senior Vice President and CFO
Caliper Life Sciences
774.278.2215

 

Media Contact:
Benjamin Navon/Kristin Villiotte
Schwartz Communications
781.684.0770
caliper@schwartz-pr.com

 

Reconciliation of GAAP to Non-GAAP Financial Measures

 

Non-GAAP Revenues for the Three and Twelve Months Ended December 31, 2010

 

 

 

December 31,

 

 

 

Three Months
Ended

 

Twelve Months
Ended

 

 

 

2010

 

2009

 

2010

 

2009

 

 

 

(in millions)

 

Unaudited GAAP revenues

 

$

36.1

 

$

37.7

 

$

123.5

 

$

130.4

 

Effect of divested business operations (1)

 

 

4.4

 

3.6

 

20.1

 

Unaudited Non-GAAP revenues

 

$

36.1

 

$

33.3

 

$

119.9

 

$

110.3

 

Non-GAAP growth rate

 

8

%

 

 

9

%

 

 

FX impact (fav)/unfav

 

2

%

 

 

1

%

 

 

Organic growth rate

 

10

%

 

 

10

%

 

 

 


(1)          Divested business operations include the sale of the RapidTrace and TurboVap product lines in the second quarter of 2010 and the sale of the Xenogen Biosciences service business in the fourth quarter of 2009.

 

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