SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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|ITEM 2.05|| |
Costs Associated with Exit or Disposal Activities.
On February 3, 2021, Bio-Rad Laboratories, Inc. (the “Company”) initiated a strategy-driven restructuring plan in furtherance of the Company’s ongoing program to improve operating performance. The restructuring plan primarily impacts our operations in Europe and includes the elimination of certain positions, the consolidation of certain functions, and the relocation of certain manufacturing operations from Europe to Asia. The restructuring plan is expected to eliminate a total of approximately 530 positions (approximately 200 positions in manufacturing and 330 positions across commercial, research and development, and general administration), and the subsequent creation of a total of approximately 325 new positions (approximately 100 new positions in manufacturing and 225 new positions across commercial, research and development, and general administration). The Company anticipates the restructuring plan will be implemented in phases that it expects to be substantially completed by the end of 2022.
The Company estimates that as a result of this restructuring plan it will incur between approximately $125,000,000 and $130,000,000 in total cost, which we anticipate will consist of: (i) approximately $86,000,000 cash expenditures in the form of one-time termination benefits to the affected employees, including cash severance payments, healthcare benefits, and related transition assistance; (ii) approximately $19,000,000 in capital expenses associated with the restructuring plan; and (iii) between approximately $20,000,000 and $25,000,000 in one time transition costs, including employee transition costs, supply chain costs and regulatory costs. The Company anticipates that it will record between approximately $80,000,000 to $90,000,000 of the charges related to this restructuring plan in the first quarter of 2021 with the balance recorded by the end of 2022.
Note Regarding Forward-Looking Statements
Certain statements set forth in Item 2.05 above constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements concerning the Company’s expectations relating to the restructuring plan, including the anticipated workforce reduction, timing of completion of the restructuring plan, and timing and amounts of the charge to be recorded and cash expenditures to be made in connection with the restructuring plan. The Company cautions you that forward-looking statements are inherently uncertain. Although the Company believes that such statements are based on reasonable assumptions within the bounds of its knowledge of its business and operations, the forward-looking statements are necessarily subject to a high degree of uncertainty and risk. Actual performance and results may differ materially from those expressed or implied in the forward-looking statements due to various risks and uncertainties. These risks and uncertainties include: the Company’s ability to complete the restructuring plan within the anticipated timeline; the impact of the workforce reduction on the Company’s business; unanticipated charges not currently contemplated that may occur as a result of the restructuring plan; and those risks and uncertainties described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, and in subsequent filings made by the Company with the U.S. Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Except as required by law, the Company disclaims any intention or responsibility for updating or revising any forward-looking statements contained in Item 2.05 above.
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: February 4, 2021
|Timothy S. Ernst|
|Executive Vice President, General Counsel and Secretary|