Thermo Fisher Scientific Inc. Form 8K for 04-26-07
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):
April
26, 2007
________________________________________
THERMO
FISHER SCIENTIFIC INC.
(Exact
name of Registrant as specified in its Charter)
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Delaware
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1-8002
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04-2209186
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(State
or other jurisdiction of
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(Commission
File Number)
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(I.R.S.
Employer Identification
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incorporation
or organization)
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Number)
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81
Wyman Street, P.O. Box 9046
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Waltham,
Massachusetts
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02454-9046
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(Address
of principal executive offices)
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(Zip
Code)
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(781)
622-1000
(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))
This
Current Report on Form 8-K contains forward-looking statements that involve
a
number of risks and uncertainties. Important factors that could cause actual
results to differ materially from those indicated by such forward-looking
statements are set forth in
the Company’s Annual Report on Form 10-K for the year ended December 31, 2006,
under the caption “Risk Factors,” which is on file with the Securities and
Exchange Commission and available in the “Investors” section of our Website
under the heading “SEC Filings.” We also may make forward-looking statements
about the benefits of the merger of Thermo Electron and Fisher Scientific,
including statements about future financial and operating results, the new
company’s plans, objectives, expectations and intentions and other statements
that are not historical facts. Important factors that could cause actual results
to differ materially from those indicated by forward-looking statements include
risks and uncertainties relating to: the risk that the businesses will not
be
integrated successfully; the risk that the cost savings and any other synergies
from the transaction may not be fully realized or may take longer to realize
than expected; disruption from the transaction making it more difficult to
maintain relationships with customers, employees or suppliers; competition
and
its effect on pricing, spending, third-party relationships and revenues; the
need to develop new products and adapt to significant technological change;
implementation of strategies for improving internal growth; use and protection
of intellectual property; dependence on customers’ capital spending policies and
government funding policies; realization of potential future savings from new
productivity initiatives; general worldwide economic conditions and related
uncertainties; the effect of changes in governmental regulations; the effect
of
exchange rate fluctuations on international operations; the effect of laws
and
regulations governing government contracts; the effect of competing with certain
of our customers and suppliers; and the effect of rapid changes in the
healthcare industry. While we may elect to update forward-looking statements
at
some point in the future, we specifically disclaim any obligation to do so,
even
if our estimates change and, therefore, you should not rely on these
forward-looking statements as representing our views as of any date subsequent
to the
date of this Current Report on Form 8-K.
Item
2.02 Results of Operations and Financial Condition.
On
April 26, 2007, the Registrant announced its financial results for the fiscal
quarter ended March 31, 2007. The full text of the press release issued in
connection with the announcement is attached as Exhibit 99.1 to this Form 8-K
and incorporated herein by reference.
The
information contained in this Form 8-K (including Exhibit 99.1) 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 expressly set forth by
specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits
The
following Exhibit relating to Item 2.02 shall be deemed “furnished”, and not
“filed”:
99.1 Press
Release dated April 26, 2007.
SIGNATURE
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, on this 26th
day of April, 2007.
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THERMO
FISHER SCIENTIFIC INC.
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By:
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/s/
Peter E. Hornstra
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Peter
E. Hornstra
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Vice
President and Chief Accounting Officer
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