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 30, 2014
ALERE INC.
(Exact name of registrant as specified in charter)
| Delaware | 1-16789 | 04-3565120 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
51 Sawyer Road, Suite 200, Waltham, Massachusetts 02453
(Address of Principal Executive Offices) (Zip Code)
(781) 647-3900
(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):
| ¨ | 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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 1, 2014, our board of directors announced changes to the senior leadership of our company. On June 30, 2014, Ron Zwanziger resigned as our Chief Executive Officer and President and as a member of our board of directors, effective immediately.
Immediately following Mr. Zwanziger’s resignation, our board of directors appointed Namal Nawana, our Chief Operating Officer, to serve in the additional capacity of Interim Chief Executive Officer and President. Our board of directors expects to engage an executive search firm to assist it in identifying candidates to succeed Mr. Zwanziger on a permanent basis.
Also on June 30, 2014, following Mr. Zwanziger’s resignation, Jerry McAleer, our Senior Vice President, Research and Development and a member of our board of directors, and David Scott, our Chief Scientific Officer, resigned their respective positions with our company.
| Item 8.01 | Other Events. |
On July 1, 2014, we issued a press release entitled “Alere Announces Management Transition,” which is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Description | |
| 99.1 | Press Release dated July 1, 2014, entitled “Alere Announces Management Transition” | |
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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 hereunto duly authorized.
| ALERE INC. | ||||||
| Date: July 1, 2014 | By: | /s/ Jay McNamara | ||||
| Name: | Jay McNamara | |||||
| Title: | Senior Counsel – Corporate & Finance | |||||
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EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press Release dated July 1, 2014, entitled “Alere Announces Management Transition” | |
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Alere Announces Management Transition
Ron Zwanziger Resigns as Chief Executive Officer and President; Namal Nawana Appointed Interim CEO
WALTHAM, Mass., July 1, 2014 – Alere Inc. (NYSE: ALR) (the “Company” or “Alere”), a global leader in empowering individuals to take greater control of their health at home by connecting innovative diagnostics in the hands of patients to their healthcare providers, today announced as part of its ongoing review of its strategy and operations, that Chief Operating Officer Namal Nawana has been appointed interim Chief Executive Officer and President following the resignation of Ron Zwanziger as Chief Executive Officer, President and a director of the Company, effective immediately. Jerry McAleer, Senior Vice President Research and Development and a director, and Dave Scott, Chief Scientific Officer, also resigned effective immediately.
The Alere Board of Directors will initiate a search process and plans to retain a leading executive search firm to identify a permanent CEO and President. The search process will include a review of both internal and external candidates. Mr. Nawana will maintain his current responsibilities as COO during the transition period.
“On behalf of the entire Alere Board, I would like to thank Ron, Jerry and Dave for their years of leadership,” said Gregg J. Powers, Chairman of Alere’s Board. “Since founding the Company in 2001, Ron, Jerry and Dave have led Alere’s growth into a leading global healthcare company providing point-of-care diagnostics, health information systems and chronic care management programs. We believe that with Alere’s talented management team in place, now is the right time for the Company to transition to new leadership.”
“I am delighted that Namal, Alere’s COO since December 2012, has agreed to serve as Interim CEO. Namal’s significant operational experience in the healthcare industry makes him an excellent choice to fill the CEO role while the Board commences its search for a permanent CEO.”
About Namal Nawana
Namal Nawana has served as Alere’s Chief Operating Officer since December 2012. Before joining Alere, Mr. Nawana spent 15 years at Johnson & Johnson in various leadership roles. Most recently, he served as the Worldwide President of DePuy Synthes Spine, a Johnson & Johnson company. Prior to that, Mr. Nawana was Area Vice President for Johnson & Johnson Medical’s operations in Australia and New Zealand, Chairman of the DePuy Asia Pacific Franchise Council, General Manager for DePuy Australia and General Manager for DePuy Canada. Mr. Nawana holds a Masters of Medical Science from the University of Adelaide and an MBA from the Henley Business School.
About Alere
By developing new capabilities in near-patient diagnosis, monitoring and health information technology, Alere enables individuals to take charge of improving their health and quality of life at home. Alere’s global leading products and services, as well as its new product development efforts, focus on infectious disease, toxicology, cardiology and diabetes. Alere is headquartered in Waltham, Massachusetts. For more information regarding Alere, please visit www.alere.com.
Media Contact
Jackie Lustig
Director, Corporate Communications
Jackie.Lustig@alere.com
781-314-4009
Dan Katcher / Kelly Sullivan / Dan Moore
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449
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