SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number 1-5075
A. Full title of the plan and the address of the plan, if different from that of
the issuer named below:
PerkinElmer, Inc. Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
PerkinElmer, Inc.
45 William Street
Wellesley, MA 02481
PERKINELMER, INC. SAVINGS PLAN
TABLE OF CONTENTS
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PAGE
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED
DECEMBER 31, 2002 AND 2001:
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4-7
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2002:
Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets
(Held at End of Year) 8
All other schedules required by Section 2520.103-10 of the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Securities Act of 1974 have been omitted because they are not applicable.
SIGNATURES
EXHIBITS
23.1 Independent Auditors' Consent
99.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
INDEPENDENT AUDITORS' REPORT
Benefit Plans Committee
PerkinElmer, Inc.
Wellesley, Massachusetts
We have audited the accompanying statements of net assets available for benefits
of PerkinElmer, Inc. Savings Plan (the "Plan") as of December 31, 2002 and 2001,
and the related statements of changes in net assets available for benefits for
the years then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
2002 and 2001, and the changes in net assets available for benefits for the
years then ended, in conformity with accounting principles generally accepted in
the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets (held
at end of year) is presented for the purpose of additional analysis and is not a
required part of the basic financial statements but is supplementary information
required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. The
supplemental schedule is the responsibility of the Plan's management. Such
supplemental schedule has been subjected to the auditing procedures applied in
our audit of the basic 2002 financial statements and, in our opinion, is fairly
stated in all material respects when considered in relation to the basic
financial statements taken as a whole.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
June 6, 2003
PERKINELMER, INC. SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001
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2002 2001
ASSETS:
Investments, at fair value $229,307,786 $270,787,182
------------ ------------
Contributions receivable:
Employer 3,472,090 4,838,365
Participant 432,959 154,442
------------ ------------
Total contributions receivable 3,905,049 4,992,807
------------ ------------
Cash 135,059 303,706
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $233,347,894 $276,083,695
============ ============
See notes to financial statements.
2
PERKINELMER, INC. SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2002 AND 2001
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2002 2001
ADDITIONS (REDUCTIONS):
Investment (loss) income:
Net depreciation in fair value of investments $(46,349,532) $(39,651,152)
Interest and dividend income 6,308,289 7,346,642
------------ ------------
Net investment loss (40,041,243) (32,304,510)
------------ ------------
Contributions:
Participant contributions 17,980,134 18,853,570
Employer contributions 6,685,482 6,799,983
Rollover contributions and transfers in from
other plans 8,935,999 1,917,188
------------ ------------
Total contributions 33,601,615 27,570,741
------------ ------------
Total reductions (6,439,628) (4,733,769)
------------ ------------
DEDUCTIONS:
Transfers out 0 6,096,706
Benefits paid to participants 36,261,813 29,059,123
Administrative expenses 34,360 39,065
------------ ------------
Total deductions 36,296,173 35,194,894
------------ ------------
DECREASE IN NET ASSETS (42,735,801) (39,928,663)
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 276,083,695 316,012,358
------------ ------------
End of year $233,347,894 $276,083,695
============ ============
See notes to financial statements.
3
PERKINELMER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
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1. DESCRIPTION OF THE PLAN
The following description of the PerkinElmer, Inc. Savings Plan (the
"Plan"), as in effect on December 31, 2002, is provided for general
information purposes only. Participants should refer to the plan document
for more complete information.
GENERAL - The Plan is a defined contribution plan covering substantially
all employees of PerkinElmer, Inc. (the "Company") who are not members of a
collective bargaining unit or who are members of a unit that specifically
provides for participation in the Plan. The Plan also covers employees of
each wholly owned domestic subsidiary that has entered into an agreement to
adopt the Plan. The Plan is administered by an administrative committee
(the plan administrator), appointed by the Company's Board of Directors,
which has overall responsibility for interpreting the provisions of the
Plan and providing the trustee with any information required in the
discharge of its duties. Fidelity Management Trust Company serves as the
trustee of the Plan. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 ("ERISA").
CONTRIBUTIONS - Participation in the Plan is voluntary. As defined in the
Plan, participants may elect to make voluntary contributions of up to 16%
of their eligible compensation. In order to maintain the Plan's status as
nondiscriminatory, the contribution amounts for highly compensated
employees may be limited. Participants age 50 or over may be eligible to
make additional catch-up contributions. Company matching contributions are
made on an annual basis. In general, matching contributions are made for
all active participants as of December 31 and for participants who have
terminated during the year due to death, permanent disability or
retirement. The Company's matching contribution for each participant other
than a participant employed by certain of the Company's life sciences
businesses is equal to 55% of the first six percent of compensation that a
participant contributes to the Plan. For a participant employed by certain
of the Company's life sciences businesses, matching contributions are made
in an amount equal to 100% of the first five percent of compensation that
the participant contributes to the Plan. Company matching contributions
totaled $6,685,482 and $6,799,983 for the years ended December 31, 2002 and
2001, respectively. Participants may also contribute amounts representing
distributions from other qualified benefit plans. Such amounts are included
in the statements of changes in net assets available for benefits as
rollover contributions.
PARTICIPANT ACCOUNTS - Individual accounts are maintained for each Plan
participant. Each participant's account is credited with the participant's
contribution, the Company's matching contribution, and supplemental
contributions and allocations of plan earnings and charged with an
allocation of plan losses and administrative expenses. Allocations are
based on participant earnings or account balances, as defined in the Plan.
The benefit to which a participant is entitled is the benefit that can be
provided from the participant's vested account.
VESTING AND FORFEITURES - Participants are vested immediately in their
voluntary contributions plus actual earnings thereon. Vesting in the
Company's contribution portion of participants' accounts is based on years
of continuous service. In general, a participant is 100 percent vested
after three years of credited service. Participants that are employed by
certain of the Company's life sciences businesses are 100% vested in all
contributions. In addition, if a participant terminates employment due to
death, disability or retirement (as defined in the Plan), his or her
account balance becomes 100 percent vested. Forfeited balances of
terminated participants are used to reduce future Company contributions.
The Company's contribution was reduced by forfeitures of $154,416 and
$126,569 for the years ended December 31, 2002 and 2001, respectively.
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1. DESCRIPTION OF THE PLAN (CONTINUED)
INVESTMENTS - Participants direct the investment of their contributions and
Company contributions into various investment options offered by the Plan.
The Plan currently offers a fixed income fund, several equity based funds
and Company stock as investment options for participants.
PARTICIPANT LOANS - Participants may borrow from their fund accounts a
minimum of $1,000 up to a maximum of $50,000 or 50 percent of their vested
account balances, whichever is less. The loans are secured by the balance
in the participant's account and bear interest at rates fixed for the term
of the loan by the administrative committee based on interest rates
currently being charged by commercial lending institutions. The period of
repayment for any loan is determined by the administrative committee and
the participant, but in no event shall that period exceed 60 months, unless
the loan is used to purchase a principal residence, in which case, a longer
payment period is permitted.
PAYMENT OF BENEFITS - On termination of service due to death, disability,
or retirement, a participant may elect to receive either a lump-sum amount
equal to the value of the participant's vested interest in his or her
account or annual installments over a ten-year period. For termination of
service for other reasons, a participant may receive the value of the
vested interest in his or her account as a lump-sum distribution. Benefit
payments to participants are recorded upon distribution.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING - The accompanying financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America.
USE OF ESTIMATES - The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that affect
the reported amounts of net assets available for benefits and changes
therein. Actual results could differ from those estimates. The Plan
utilizes various investment instruments. Investment securities, in general,
are exposed to various risks such as interest rate, credit, and overall
market volatility. Due to the level of risk associated with certain
investment securities, it is reasonably possible that changes in the values
of investment securities will occur in the near term and that such changes
could materially affect the amounts reported in the financial statements.
INVESTMENT VALUATION AND INCOME RECOGNITION - The Plan's investments are
stated at fair value. Shares of mutual funds are valued at the net asset
value of shares held by the Plan at year end. Shares of commingled pools of
assets (including the Fixed Income Fund and the Fidelity US Equity Index
Commingled Pool) are valued at the fair value determined by the fund
manager. Shares of the Company are valued at quoted market price.
Participant loans are stated at the outstanding loan balance, which
approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are recorded on
the ex-dividend date.
PAYMENT OF BENEFITS - Payments to participants are recorded upon
distribution.
EXPENSES - Administrative expenses of the Plan are paid by either the Plan
or the Company, as provided in the plan document.
5
3. INVESTMENTS
The Plan's investments that represented five percent or more of the Plan's
net assets available for benefits as of December 31, 2002 and 2001 are as
follows:
2002 2001
Fidelity Contrafund $16,965,572 $19,757,255
Fidelity Growth Company Fund 32,967,035 54,438,099
Fidelity Balanced Fund 16,276,292 18,376,754
Fidelity U.S. Equity Index Commingled Pool 25,305,551 34,851,184
Fidelity Fixed Income Fund 73,586,565 71,399,229
During the years ended December 31, 2002 and 2001, the Plan's investments
(including gains and losses on investments bought and sold, as well as
held, during the year) depreciated as follows:
2002 2001
Mutual funds $(35,242,452) $(33,562,011)
Company stock (11,107,080) (6,089,141)
------------ ------------
Net depreciation in fair value of
investments $(46,349,532) $(39,651,152)
============ ============
4. RELATED-PARTY TRANSACTIONS
Certain plan investments are shares of mutual funds managed by Fidelity
Investments ("Fidelity"). Additionally, FMR Corp. beneficially owns more
than 5 percent of the Company's common stock as of December 31, 2002.
Fidelity and FMR Corp. are affiliates of Fidelity Management Trust Company,
the trustee of the Plan. These transactions qualify as party-in-interest
transactions. Fees paid by the Plan for the investment management services
provided by the trustee were $34,360 and $39,065 for the years ended
December 31, 2002 and 2001, respectively.
At December 31, 2002 and 2001, the Plan held 605,872 and 393,325 shares,
respectively, of common stock of the Company, the sponsoring employer, with
a cost basis of $12,239,000 and $13,545,000, respectively. During the years
ended December 31, 2002 and 2001, the Plan recorded dividend income from
the Company's stock of $135,605 and $110,533, respectively.
5. FEDERAL INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company, by a
letter dated August 12, 2002, that the Plan and related trust were designed
in accordance with the applicable regulations of the Internal Revenue Code.
The Plan has been amended since receiving the determination letter;
however, the Company and the plan administrator believe that the Plan is
currently designed and operated in compliance with the applicable
requirements of the Internal Revenue Code, and the Plan and related trust
continue to be tax-exempt. Therefore, no provision for income taxes has
been included in the Plan's financial statements.
6
6. PLAN TERMINATION
Although it has not expressed any intention to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions set forth in ERISA. In the
event that the Plan is terminated, participants would become 100 percent
vested in their accounts.
7. PLAN AMENDMENTS
In August 2000, the Company acquired NEN Life Sciences ("NEN"), and this
entity was incorporated into the life sciences business of the Company. An
amendment to the Plan provided that employer contributions made to the Plan
for accounts of NEN employees for the period beginning on or after the
closing date of the acquisition should be 100 percent vested at all times.
In addition, the employer contributions for the NEN employees should equal
100 percent of the total before-tax and after-tax contributions made by the
employee, not to exceed 5 percent of the employee's compensation.
An additional amendment, effective February 1, 2001, extended the same
Company contribution provisions provided to the NEN employees to the
remainder of the employees in the life sciences businesses. Furthermore,
non-NEN employees now vest in the Company contributions over three years.
In March 2003, the Plan was amended such that corporate employees and the
employees of the Company's analytic instruments business should receive a
Company matching contribution equal to 100 percent of the total before-tax
and after-tax contributions made by the employee, not to exceed 5 percent
of the employee's compensation effective for the Plan year beginning
January 1, 2003.
* * * * * *
7
PERKINELMER, INC. SAVINGS PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i-SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2002
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C) DESCRIPTION OF INVESTMENT,
B) IDENTITY OF ISSUE, INCLUDING MATURITY DATE,
BORROWER, LESSOR INTEREST RATE, COLLATERAL, E) CURRENT
A) OR SIMILAR PARTY PAR OR MATURITY VALUE D) COST VALUE
* Fidelity Investments Fixed Income Fund ** $ 73,586,565
------------
MUTUAL FUNDS:
Templeton Investments Templeton Foreign Fund ** 1,725,742
Templeton Investments Templeton Developing Markets ** 897,133
PBHG Funds PBHG Mid Cap Fund ** 323,843
Neuberger & Berman Genesis Fund ** 1,375,934
* Fidelity Investments Fidelity Contrafund ** 16,965,572
* Fidelity Investments Fidelity Equity-Income Fund ** 9,692,515
* Fidelity Investments Fidelity Growth Company Fund ** 32,967,035
* Fidelity Investments Fidelity Intermediate Bond Fund ** 10,810,611
* Fidelity Investments Fidelity Balanced Fund ** 16,276,292
* Fidelity Investments Fidelity International Growth
and Income Fund ** 3,927,011
* Fidelity Investments Fidelity Asset Manager ** 6,278,823
* Fidelity Investments Fidelity Asset Manager - Growth ** 7,657,275
* Fidelity Investments Fidelity Asset Manager - Income ** 1,639,370
* Fidelity Investments Fidelity Retirement Government
Money Market Portfolio ** 9,398,875
* Fidelity Investments Fidelity Freedom Income Fund ** 128,359
* Fidelity Investments Fidelity Freedom 2010 Fund ** 12,748
* Fidelity Investments Fidelity Freedom 2020 Fund ** 28,980
* Fidelity Investments Fidelity Freedom 2030 Fund ** 18,353
* Fidelity Investments Fidelity Freedom 2040 Fund ** 16,352
* Fidelity Investments Fidelity U.S. Equity Index
Comingled Pool ** 25,305,551
------------
Total Mutual Funds ** 145,446,374
------------
* PerkinElmer, Inc. PerkinElmer Stock Fund ** 5,006,250
------------
* Plan participants Loans to participants (with
interest at rates of 3.70% -
10.75%), maturity at various
dates through 2030 ** 5,268,597
------------
TOTAL INVESTMENTS ** $229,307,786
============
* Party-in-interest
** Cost information is not required for participant-directed investments and,
therefore, is not included.
8
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
PERKINELMER, INC. SAVINGS PLAN
/s/ Robert F. Friel
------------------------------------------
Date: June 30, 2003 Robert F. Friel, Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
9