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8-K/AThe WireStrategic

Results of Operations

Filed Aug 27, 2019 · 6y ago · Accession 0001193125-19-230948

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM 8-K/A (Amendment No. 1)   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report:  August 1, 2019 (Date of earliest event reported)   BIO-RAD LABORATORIES, INC. (Exact name of registrant as specified in its charter)   Commission File Number: 1-7928 Delaware   94-1381833 (State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.) 1000 Alfred Nobel Dr. Hercules , California 94547 (Address of principal executive offices, including zip code) (510) 724-7000 (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 :   ☐ 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)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 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.   ☐ Securities registered pursuant to Section 12(b) of the Act: Title of each class   Trading Symbol(s)   Name of each exchange on which registered Class A Common Stock, Par Value $0.0001 per share   BIO   New York Stock Exchange Class B Common Stock, Par Value $0.0001 per share   BIOb   New York Stock Exchange     Explanatory Note This Amendment No. 1 to the Current Report on Form 8-K (“Amendment”) is being filed to amend Items 2.02 and 9.01 of the Current Report on Form 8-K filed on August 1, 2019 announcing the Company’s financial results for the quarter ended June 30, 2019 solely for the purpose of correcting a $3.37 million error with respect to Legal Matters used in the non-GAAP financial presentation. This Amendment does not change the Company’s GAAP results and guidance provided on August 1, 2019. ITEM 2.02 Results of Operations and Financial Condition On August 27, 2019, Bio-Rad Laboratories, Inc. posted a corrected press release (“New Release”) on its website announcing the Company’s financial results for the quarter ended June 30, 2019. The New Release was issued solely to correct the non-GAAP results in the press release issued on August 1, 2019 (“Original Release”) which inadvertently stated that the Legal Matters related expense in the three and six months ended June 30, 2019 was $3.37 million higher than the correct amount. This error resulted in immaterial changes, in the Company’s view, for the three and the six months ended June 30, 2019 to the following non-GAAP results provided in the Original Release: Non-GAAP selling, general and administrative expense; Non-GAAP income from operations; Non-GAAP income before income taxes; Non-GAAP provision for income taxes; Non-GAAP net income; Non-GAAP diluted income per share; Non-GAAP operating Margin; and Non-GAAP effective tax rate. The Company has prepared and furnished, as Exhibit 99.1 to this Amendment, a corrected earnings release which includes the corrected information. The corrections to these non-GAAP results did not impact the Company’s GAAP results reported in the Original Release and did not change the Company’s guidance that it provided in the Original Release. A copy of the corrected earnings release is furnished as Exhibit 99.1 to this Amendment and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information in this Amendment, 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 (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. ITEM 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number      Description               99.1     Press release of Bio-Rad Laboratories, Inc. dated August 27, 2019             104.1     Cover Page Interactive Data File—the cover page XBRL tags are embedded within the Inline XBRL document 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.     BIO-RAD LABORATORIES, INC.                   Date:   August 27, 2019     By:   /s/ Ilan Daskal         Ilan Daskal         Executive Vice President and Chief Financial Officer
Filing details
Ticker
BIO
CIK
12208
Form type
8-K/A
Filing date
Aug 27, 2019
Report date
Aug 1, 2019
Document
d795419d8ka.htm
Size
482 KB