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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): July 22, 2020

 

BRUKER CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware   000-30833   04-3110160
(State or other jurisdiction of   Commission File No.   (I.R.S. Employer
Incorporation or organization)       Identification No.)

 

40 Manning Road

Billerica, MA 01821

(Address of principal executive offices) (Zip Code)

 

(978663-3660

(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 obligations 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))

 

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, $0.01 par value per share   BRKR   The Nasdaq Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ¨

 

 

 

 

 

 

Section 2 – Financial Information

 

Item 2.02. Results of Operations and Financial Condition.

 

On July 22, 2020, Bruker Corporation (the “Company”) announced certain preliminary revenue results for the fiscal quarter ended June 30, 2020. The Company expects to report second quarter 2020 revenue in the range of approximately $420 to $425 million, representing a year-over-year decline of -13% to -14% from second quarter 2019 revenue of approximately $490 million. The second quarter 2020 preliminary revenue results were favorable to previously estimated revenue decline scenarios of approximately -15% to -25% for the quarter, driven principally by stronger demand in its BSI Life Science segment. 

 

The financial results referred to herein are unaudited and preliminary estimates that (i) represent the most current information available to management as of the date of this Current Report on Form 8-K, (ii) are subject to completion of financial closing and procedures that could result in significant changes to the estimated amounts, and (iii) do not present all information necessary for an understanding of the Company’s financial condition as of, and its results of operations for, the fiscal quarter ended June 30, 2020. Accordingly, undue reliance should not be placed on these preliminary estimates. The Company expects to issue a press release announcing its final second quarter financial results after market close on August 3, 2020.

 

The information furnished in this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

Forward Looking Statements

 

Any statements contained in this Current Report on Form 8-K that do not describe historical facts may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding our preliminary second quarter 2020 revenue and performance. Any forward-looking statements contained herein are based on current expectations, but are subject to risks and uncertainties that could cause actual results to differ materially from those indicated, including, but not limited to, risks and uncertainties relating to the preliminary nature of our second quarter 2020 financial information, which is subject to completion of our quarter-end financial closing and procedures, and other risk factors discussed from time to time in our filings with the Securities and Exchange Commission, or SEC. These and other factors are identified and described in more detail in our filings with the SEC, including, without limitation, our annual report on Form 10-K for the year ended December 31, 2019 and our quarterly report on Form 10-Q for the quarter ended March 31, 2020. We expressly disclaim any intent or obligation to update these forward-looking statements other than as required by law.

 

 

 

 

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.

 

  BRUKER CORPORATION
(Registrant)
   
Date: July 22, 2020 By: /s/GERALD N. HERMAN
    Gerald N. Herman
    Chief Financial Officer

 

 

 

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