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): October 12, 2022

QUIDELORTHO CORPORATION

(Exact name of Registrant as specified in its Charter)

Delaware	001-41409	87-4496285
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

9975 Summers Ridge Road, San Diego, California 92121

(Address of principal executive offices, including zip code)

(858) 552-1100

(Registrant’s telephone number, including area code)

N/A

(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):

☐ 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 240.12a-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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 Par Value	QDEL	The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).
Emerging growth company	☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.	☐

Item 2.02    Results of Operations and Financial Condition.

On October 12, 2022, QuidelOrtho Corporation (“QuidelOrtho”) issued a press release announcing its preliminary revenue results for its fiscal third quarter ended October 2, 2022. A copy of the press release is furnished with this Current Report on Form 8-K (“Form 8-K”) as Exhibit 99.1.

The information in this Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “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, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

The following exhibit is furnished with this Form 8-K:

Exhibit Number	Description of Exhibit
99.1	Press Release issued by QuidelOrtho Corporation dated October 12, 2022.
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL Document.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

The financial information set forth in this Form 8-K reflects QuidelOrtho’s current preliminary revenue estimates, and is subject to adjustments based on QuidelOrtho’s completion of its quarter end financial close process. QuidelOrtho’s actual third quarter results may differ significantly from the preliminary estimates provided in this Form 8-K. You should not rely on these preliminary estimates as predictions of actual results because these estimates are based on assumptions that may not come true and are speculative by their nature. QuidelOrtho has no obligation to update any of the forward-looking information included in this Form 8-K, whether as a result of new information, future events, changed expectations or otherwise, except as required by law. All forward-looking statements are based on information currently available to QuidelOrtho and speak only as of the date hereof.

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.

Date: October 12, 2022

QUIDELORTHO CORPORATION
By:	/s/ Joseph M. Busky
Name:	Joseph M. Busky
Its:	Chief Financial Officer

EX-99.1

Exhibit 99.1

QUIDELORTHO REPORTS PRELIMINARY REVENUE RESULTS FOR THIRD QUARTER 2022

QuidelOrtho to Report Third Quarter 2022 Financial Results on November 2, 2022

SAN DIEGO, CA – October 12, 2022 – QuidelOrtho Corporation (NASDAQ: QDEL) (the “Company” or “QuidelOrtho”), a global provider of innovative in vitro diagnostics technologies designed for point-of-care settings, clinical labs and transfusion medicine, today announced preliminary revenue results for the third quarter ended October 2, 2022.

The Company expects total revenues in the third quarter of 2022 to be in the range of $782 million to $785 million. COVID-19 product revenue is expected to be approximately $171 million and non-COVID-19 product revenue is expected to be in the range of $611 million to $614 million. COVID-19 product revenue included both shipments of an unanticipated government order and strong retail demand. While details on profits are not yet available, the Company expects COVID-19 product revenue to come through at or above overall Company margins. The preliminary revenue results described herein are based on management’s initial analysis for the third quarter ended October 2, 2022 and are subject to adjustments based on the Company’s completion of its quarter end financial close process.

“In our first full quarter as a combined company, we delivered outstanding topline results. We are particularly pleased with the strong performance of our Transfusion Medicine business, as well as our Sofia® platform, which saw portfolio gains on top of increased COVID-19 product revenue,” said Douglas Bryant, Chairman and Chief Executive Officer of QuidelOrtho. “Our Labs business performed well while overcoming challenges in China and with global supply chains, and we made further progress on the ramp of our Savanna® molecular system. Thanks to the extraordinary dedication and cross-organizational collaboration of our people, we are achieving critical integration milestones, creating exciting new cross-selling opportunities, and realizing our synergy targets for both costs and revenue at this time.”

Quarterly Conference Call Information

QuidelOrtho will report financial results for its third quarter 2022 after the market close on Wednesday, November 2, 2022. Following the release of financial results, QuidelOrtho will hold a conference call beginning at 2:00 p.m. PDT / 5:00 p.m. EDT to discuss the financial results. Interested parties can access the conference call on the “Events & Presentations” section of the “Investor Relations” page of QuidelOrtho’s website at https://ir.quidelortho.com/. Those unable to access the webcast may join the call via phone by dialing 844-200-6205 (domestic) or 929-526-1599 (international) and entering Conference ID number 968016.

A replay of the conference call will be available shortly after the event on the “Investor Relations” page of QuidelOrtho’s website, under the “Events & Presentations” section.

About QuidelOrtho Corporation

QuidelOrtho Corporation (Nasdaq: QDEL) unites the power of Quidel Corporation and Ortho Clinical Diagnostics behind a shared mission of developing and manufacturing innovative technologies that raise the performance of diagnostic testing and create better patient outcomes across the entire healthcare continuum.

Exhibit 99.1

Ranked among the world’s largest in vitro diagnostics (IVD) providers with more than 120 years of collective experience, we combine industry-leading expertise in immunoassay and molecular testing with a global footprint in clinical labs and transfusion medicine.

Our company’s comprehensive product portfolio delivers accuracy, speed, automation and access, providing critical information when and where it is needed most. Inspired by a spirit of service, the QuidelOrtho family is committed to enhancing the well-being of people worldwide and happy in the knowledge we are making a difference. For more information, please visit www.quidelortho.com.

Source: QuidelOrtho Corporation

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements and other forward-looking statements in this press release by words such as “may,” “will,” “would,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend,” “continue,” or similar words, expressions or the negative of such terms or other comparable terminology. These statements include, but are not limited to, QuidelOrtho’s commercial, integration and other strategic goals, future financial and operating results, future plans, objectives, strategies, expectations and intentions, and other statements that are not historical facts. Such statements are based on the current beliefs and expectations of QuidelOrtho’s management and are subject to significant risks and uncertainties. Actual results may differ significantly from those set forth in the forward-looking statements. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the challenges and costs of integrating, restructuring and achieving anticipated synergies as a result of the business combination; the ability to retain key employees; and other economic, business, competitive, and/or regulatory factors affecting the business of QuidelOrtho generally. Additional risks and factors are identified under “Risk Factors” in QuidelOrtho’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “Commission”) on August 5, 2022 and subsequent reports filed with the Commission. You should not rely on forward-looking statements as predictions of future events because these statements are based on assumptions that may not come true and are speculative by their nature. QuidelOrtho has no obligation to update any of the forward-looking information included in this press release, whether as a result of new information, future events, changed expectations or otherwise, except as required by law. All forward-looking statements are based on information currently available to QuidelOrtho and speak only as of the date hereof.

Investor Contact:
Bryan Brokmeier, CFAIR@Quidel.com

Media Contact:media@Quidel.com

XML

Document and Entity Information Document	Oct. 12, 2022
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Oct. 12, 2022
Entity Incorporation, State or Country Code	DE
Entity File Number	001-41409
Entity Tax Identification Number	87-4496285
Entity Address, Address Line One	9975 Summers Ridge Road
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121
City Area Code	858
Local Phone Number	552-1100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 Par Value
Trading Symbol	QDEL
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001906324
Amendment Flag	false
Entity Registrant Name	QUIDELORTHO CORP