form8k_060107.htm
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):
May
31,
2007
________________________________________
THERMO
FISHER SCIENTIFIC INC.
(Exact
name of Registrant as specified in its Charter)
|
Delaware
|
1-8002
|
04-2209186
|
|
(State
or other jurisdiction of
|
(Commission
File Number)
|
(I.R.S.
Employer Identification
|
|
incorporation
or organization)
|
|
Number)
|
|
81
Wyman Street, P.O. Box 9046
|
|
|
Waltham,
Massachusetts
|
02454-9046
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(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))
Item
2.06 Material Impairments
As
previously disclosed by Thermo Fisher Scientific Inc. (the “Company”), the
United Kingdom Competition Commission has been investigating the Company’s July
2006 acquisition of GV Instruments Limited (“GVI”), a UK-based provider of
isotope ratio mass spectrometry instruments and accessories, to determine
whether the transaction had resulted in, or may be expected to result in, a
substantial lessening of competition within any market in the UK for goods
or
services, particularly gas isotope ratio mass spectrometers (“Gas IRMS”),
thermal ionization mass spectrometers (“TIMS”) and multicollector inductively
coupled plasma mass spectrometers. On May 30, 2007, the Competition
Commission published its final report, concluding that the Company’s acquisition
of GVI would lead to a substantial lessening of competition in the UK in the
markets for Gas IRMS and TIMS products. The Competition Commission
has also concluded that a divestiture remedy is therefore appropriate and has
determined that the Company be required to divest either GVI as a whole, or
its
Gas IRMS and TIMS assets, to a purchaser approved by the Competition
Commission. As a result of the requirement to divest of GVI, the
Company estimates it will record non-cash after-tax charges of $25-30 million
as
loss on disposal of discontinued operations, principally in the second quarter
of 2007. The loss primarily represents the carrying value of the
business in excess of estimated disposal value.
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
1st day of
June, 2007.
| |
THERMO
FISHER SCIENTIFIC INC.
|
| |
|
|
| |
|
|
| |
By:
|
/s/
Seth H. Hoogasian
|
| |
|
Seth
H. Hoogasian
|
| |
|
Senior
Vice President, General Counsel and Secretary
|
| |
|