What changed in this filing

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Item 1. Financial Statements

2022-08-05 compared with 2022-05-06 · 159 added, 75 removed, 580 unchanged (29% of the section changed)

1 unchanged sentence

CONDENSED CONSOLIDATED BALANCE SHEET

April 2, December 31,

July 2, December 31,

(In millions except share and per share amounts) 2022 2021

41 unchanged sentences

CONDENSED CONSOLIDATED STATEMENT OF INCOME

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions except per share amounts) 2022 2021 2022 2021

2 unchanged sentences

Service revenues

3,967 2,059 7,768 4,109

Total revenues

10,970 9,273 22,788 19,179

Costs and operating expenses:

Cost of product revenues

3,516 3,352 7,071 6,679

Cost of service revenues

2,855 1,397 5,654 2,767

Selling, general and administrative expenses

2,209 1,899 4,486 3,725

Research and development expenses

365 343 729 663

Restructuring and other costs

24 119 26 133

Total costs and operating expenses

8,969 7,110 17,966 13,967

Operating income 2,001 2,163 4,822 5,212

4 unchanged sentences

Income before income taxes

1,917 2,049 4,457 4,802

Provision for income taxes

14 unchanged sentences

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions) 2022 2021 2022 2021

4 unchanged sentences

Currency translation adjustment (net of tax provision (benefit) of $ 173 , $( 23 ), $ 262 and $ 95 )

( 386 ) ( 71 ) ( 416 ) 153

Unrealized gains and losses on hedging instruments:

4 unchanged sentences

Total other comprehensive items

( 378 ) ( 68 ) ( 402 ) 177

Comprehensive income

1,290 1,761 3,486 4,343

comprehensive income/(loss) attributable to noncontrolling interests and redeemable noncontrolling interest

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Three months ended

April 2, April 3,

Six months ended

July 2, July 3,

(In millions) 2022 2021

5 unchanged sentences

Change in deferred income taxes

( 601 ) ( 307 )

Loss on early extinguishment of debt 26 197

38 unchanged sentences

(In millions) Shares Amount Shares Amount

Three months ended April 2, 2022

Three months ended July 2, 2022

Balance at April 2, 2022 $ 113 440 $ 440 $ 16,292 $ 37,528 48 $ ( 10,961 ) $ ( 2,343 ) $ 40,956 $ 62 $ 41,018

Issuance of shares under employees' and directors' stock plans

— — — 98 — — ( 3 ) — 95 — 95

Stock-based compensation

— — — 77 — — — — 77 — 77

Dividends declared ($ 0.30 per share)

— — — — ( 118 ) — — — ( 118 ) — ( 118 )

4 — — — 1,664 — — — 1,664 — 1,664

Other comprehensive items

4 — — — — — — ( 381 ) ( 381 ) ( 1 ) ( 382 )

Contributions from (distributions to) noncontrolling interests ( 4 ) — — — — — — — — — —

Balance at July 2, 2022 $ 117 440 $ 440 $ 16,467 $ 39,074 48 $ ( 10,964 ) $ ( 2,724 ) $ 42,293 $ 61 $ 42,354

Three months ended July 3, 2021

Balance at April 3, 2021 $ — 438 $ 438 $ 15,684 $ 30,350 45 $ ( 8,852 ) $ ( 2,562 ) $ 35,058 $ 10 $ 35,068

Issuance of shares under employees' and directors' stock plans

— — — 91 — — ( 4 ) — 87 — 87

Stock-based compensation

— — — 51 — — — — 51 — 51

Dividends declared ($ 0.26 per share)

— — — — ( 102 ) — — — ( 102 ) — ( 102 )

— — — — 1,828 — — — 1,828 1 1,829

Other comprehensive items

— — — — — — — ( 68 ) ( 68 ) — ( 68 )

Contributions from (distributions to) noncontrolling interests — — — — — — — — — 36 36

Balance at July 3, 2021 $ — 438 $ 438 $ 15,826 $ 32,076 45 $ ( 8,856 ) $ ( 2,630 ) $ 36,854 $ 47 $ 36,901

The accompanying notes are an integral part of these condensed consolidated financial statements.

THERMO FISHER SCIENTIFIC INC.

CONDENSED CONSOLIDATED STATEMENT OF REDEEMABLE NONCONTROLLING INTEREST AND EQUITY (Continued)

Redeemable Noncontrolling Interest Common Stock Capital in Excess of Par Value Retained Earnings Treasury Stock Accumulated Other Comprehensive Items Total

Thermo Fisher Scientific Inc.

Shareholders’ Equity Noncontrolling Interests Total Equity

(In millions) Shares Amount Shares Amount

Six months ended July 2, 2022

Balance at December 31, 2021 $ 122 439 $ 439 $ 16,174 $ 35,431 45 $ ( 8,922 ) $ ( 2,329 ) $ 40,793 $ 62 $ 40,855

10 unchanged sentences

( 7 ) — — — — — — ( 395 ) ( 395 ) — ( 395 )

Contributions from (distributions to) noncontrolling interest ( 3 ) — — — — — — — — ( 1 ) ( 1 )

Balance at April 2, 2022 $ 113 440 $ 440 $ 16,292 $ 37,528 48 $ ( 10,961 ) $ ( 2,343 ) $ 40,956 $ 62 $ 41,018

Three months ended April 3, 2021

Contributions from (distributions to) noncontrolling interests ( 7 ) — — — — — — — — ( 1 ) ( 1 )

Balance at July 2, 2022 $ 117 440 $ 440 $ 16,467 $ 39,074 48 $ ( 10,964 ) $ ( 2,724 ) $ 42,293 $ 61 $ 42,354

Six months ended July 3, 2021

Balance at December 31, 2020 $ — 437 $ 437 $ 15,579 $ 28,116 40 $ ( 6,818 ) $ ( 2,807 ) $ 34,507 $ 10 $ 34,517

10 unchanged sentences

— — — — — — — 177 177 — 177

Balance at April 3, 2021 $ — 438 $ 438 $ 15,684 $ 30,350 45 $ ( 8,852 ) $ ( 2,562 ) $ 35,058 $ 10 $ 35,068

Contributions from (distributions to) noncontrolling interests — — — — — — — — — 36 36

Balance at July 3, 2021 $ — 438 $ 438 $ 15,826 $ 32,076 45 $ ( 8,856 ) $ ( 2,630 ) $ 36,854 $ 47 $ 36,901

The accompanying notes are an integral part of these condensed consolidated financial statements.

4 unchanged sentences

Thermo Fisher Scientific Inc.

(the company or Thermo Fisher) enables customers to make the world healthier, cleaner and safer by helping them accelerate life sciences research, solve complex analytical challenges, improve patient health through diagnostics and the development and manufacture of life-changing therapies, and increase laboratory productivity.

(the company or Thermo Fisher) enables customers to make the world healthier, cleaner and safer by helping them accelerate life sciences research, solve complex analytical challenges, increase laboratory productivity, and improve patient health through diagnostics and the development and manufacture of life-changing therapies.

Markets served include pharmaceutical and biotech, academic and government, industrial and applied, as well as healthcare and diagnostics.

Interim Financial Statements

The interim condensed consolidated financial statements presented herein have been prepared by the company, are unaudited and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair statement of the financial position at April 2, 2022, the results of operations for the three-month periods ended April 2, 2022 and April 3, 2021, and the cash flows for the three-month periods ended April 2, 2022 and April 3, 2021.

The interim condensed consolidated financial statements presented herein have been prepared by the company, are unaudited and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair statement of the financial position at July 2, 2022, the results of operations for the three- and six-month periods ended July 2, 2022 and July 3, 2021, and the cash flows for the six-month periods ended July 2, 2022 and July 3, 2021.

Interim results are not necessarily indicative of results for a full year.

4 unchanged sentences

Note 1 to the consolidated financial statements for 2021 describes the significant accounting estimates and policies used in preparation of the consolidated financial statements.

There have been no material changes in the company’s significant accounting policies during the three months ended April 2, 2022.

There have been no material changes in the company’s significant accounting policies during the six months ended July 2, 2022.

The components of inventories are as follows:

April 2, December 31,

July 2, December 31,

(In millions) 2022 2021

14 unchanged sentences

The adoption of this guidance is not expected to have a material impact on the company’s disclosures;

however, the impact in future periods will be dependent on the extent of transactions of this nature entered into by the company subsequent to the date of adoption.

however, the impact in future periods will be dependent on the extent of transactions of this nature entered into by the company.

THERMO FISHER SCIENTIFIC INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The company’s acquisitions have historically been made at prices above the determined fair value of the acquired identifiable net assets, resulting in goodwill, primarily due to expectations of the synergies that will be realized by combining the businesses and the benefits that will be gained from the assembled workforce.

These synergies include the elimination of redundant facilities, functions and staffing;

use of the company’s existing commercial infrastructure to expand sales of the acquired businesses’ products;

and use of the commercial infrastructure of the acquired businesses to cost-effectively expand sales of company products.

use of the company’s existing commercial infrastructure to expand sales of the acquired businesses’ products and services;

and use of the commercial infrastructure of the acquired businesses to cost-effectively expand sales of company products and services.

Acquisitions have been accounted for using the acquisition method of accounting, and the acquired companies’ results have been included in the accompanying financial statements from their respective dates of acquisition.

4 unchanged sentences

Measurements of these items inherently require significant estimates and assumptions.

During the first quarter of 2022, the company adjusted the preliminary allocations of PPD and PeproTech, which among others increased goodwill by $ 59 million, decreased definite-lived intangible assets by $ 43 million, decreased equity method investments by $ 23 million and decreased the fair value of assumed contingent consideration by $ 18 million.

The adjustment to amortization expense recorded during the first quarter of 2022 was not material.

During the first six months of 2022, the company adjusted the preliminary allocations of PPD and PeproTech, which among others increased goodwill ($ 95 million) and other liabilities assumed ($ 22 million), and decreased definite-lived intangible assets ($ 43 million), other current assets ($ 34 million), contract liabilities ($ 29 million), equity method investments ($ 23 million), and the fair value of assumed contingent consideration ($ 18 million).

The adjustment to amortization expense recorded during the first six months of 2022 was not material.

Revenues and Contract-related Balances

1 unchanged sentence

Revenues by type are as follows:

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions) 2022 2021 2022 2021

$ 4,993 $ 5,372 $ 11,103 $ 11,336

2,010 1,842 3,917 3,734

3,967 2,059 7,768 4,109

Consolidated revenues $ 10,970 $ 9,273 $ 22,788 $ 19,179

Revenues by geographic region based on customer location are as follows:

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions) 2022 2021 2022 2021

1 unchanged sentence

$ 6,032 $ 4,529 $ 12,355 $ 9,630

2,551 2,695 5,601 5,480

2,042 1,749 4,106 3,458

Other regions

345 300 726 611

Consolidated revenues $ 10,970 $ 9,273 $ 22,788 $ 19,179

4 unchanged sentences

Remaining Performance Obligations

The aggregate amount of the transaction price allocated to the remaining performance obligations for all open customer contracts as of April 2, 2022 was $ 28.84 billion.

The aggregate amount of the transaction price allocated to the remaining performance obligations for all open customer contracts as of July 2, 2022 was $ 27.70 billion.

The company will recognize revenues for these performance obligations as they are satisfied, approximately 58 % of which is expected to occur within the next twelve months .

4 unchanged sentences

Contract asset and liability balances are as follows:

April 2, December 31,

July 2, December 31,

(In millions) 2022 2021

3 unchanged sentences

Noncurrent contract liabilities 1,237 1,238

In the three months ended April 2, 2022, the company recognized revenues of $ 1.28 billion, that were included in the contract liabilities balance at December 31, 2021.

In the three months ended April 3, 2021, the company recognized revenues of $ 566 million that were included in the contract liabilities balance at December 31, 2020.

In the three and six months ended July 2, 2022, the company recognized revenues of $ 0.71 billion and $ 1.99 billion, respectively, that were included in the contract liabilities balance at December 31, 2021.

In the three and six months ended July 3, 2021, the company recognized revenues of $ 0.37 billion and $ 0.93 billion, respectively, that were included in the contract liabilities balance at December 31, 2020.

Business Segment and Geographical Information

Business Segment Information

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions) 2022 2021 2022 2021

2 unchanged sentences

Analytical Instruments

1,607 1,481 3,125 2,868

Specialty Diagnostics

1,101 1,235 2,583 2,850

Laboratory Products and Biopharma Services

5,537 3,583 10,979 7,180

( 567 ) ( 583 ) ( 1,422 ) ( 1,479 )

Consolidated revenues

10,970 9,273 22,788 19,179

Segment Income

Life Sciences Solutions

1,327 1,718 3,503 3,997

Analytical Instruments

344 280 645 552

Specialty Diagnostics

243 245 596 673

Laboratory Products and Biopharma Services

691 446 1,311 977

Subtotal reportable segments

2,605 2,689 6,055 6,199

Cost of revenues adjustments

( 8 ) — ( 19 ) ( 8 )

Selling, general and administrative expenses adjustments

Restructuring and other costs

( 24 ) ( 119 ) ( 26 ) ( 133 )

Amortization of acquisition-related intangible assets

1 unchanged sentence

Consolidated operating income

2,001 2,163 4,822 5,212

Interest income 36 11 54 23

10 unchanged sentences

Revenues by country based on customer location are as follows:

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions) 2022 2021 2022 2021

1 unchanged sentence

$ 5,846 $ 4,355 $ 11,943 $ 9,247

1,001 794 1,911 1,569

4,123 4,124 8,934 8,363

Consolidated revenues

1 unchanged sentence

The provision for income taxes in the accompanying statement of income differs from the provision calculated by applying the statutory federal income tax rate to income before provision for income taxes due to the following:

Three months ended

April 2, April 3,

Six months ended

July 2, July 3,

(In millions) 2022 2021

1 unchanged sentence

Provision for income taxes at statutory rate

$ 936 $ 1,008

Increases (decreases) resulting from:

8 unchanged sentences

( 31 ) ( 47 )

Valuation allowance

Intra-entity transfers

( 18 ) ( 162 )

Valuation allowances

Withholding taxes

7 unchanged sentences

Unrecognized Tax Benefits

As of April 2, 2022 and December 31, 2021, the company had $ 1.12 billion of unrecognized tax benefits substantially all of which, if recognized, would reduce the effective tax rate.

As of July 2, 2022 the company had $ 1.10 billion of unrecognized tax benefits substantially all of which, if recognized, would reduce the effective tax rate.

A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows:

(In millions) 2022

Balance at beginning of year

Additions for tax positions of current year

Closure of tax years

Balance at end of period

THERMO FISHER SCIENTIFIC INC.

1 unchanged sentence

Earnings per Share

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions except per share amounts) 2022 2021 2022 2021

9 unchanged sentences

Debt and Other Financing Arrangements

Effective interest rate at April 2, April 2, December 31,

Effective interest rate at July 2, July 2, December 31,

(Dollars in millions) 2022 2022 2021

54 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Effective interest rate at April 2, April 2, December 31,

Effective interest rate at July 2, July 2, December 31,

(Dollars in millions) 2022 2022 2021

31 unchanged sentences

Specifically, the company has agreed that, so long as any lender has any commitment under the Facility, any letter of credit is outstanding under the Facility, or any loan or other obligation is outstanding under the Facility, it will maintain a minimum Consolidated Interest Coverage Ratio of 3.5 :1.0 as of the last day of any fiscal quarter.

As of April 2, 2022, no borrowings were outstanding under the Facility, although available capacity was reduced by approximately $ 4 million as a result of outstanding letters of credit.

As of July 2, 2022, no borrowings were outstanding under the Facility, although available capacity was reduced by immaterial outstanding letters of credit.

Commercial Paper Programs

5 unchanged sentences

Under both programs, the CP Notes are issued at a discount from par (or premium to par, in the case of negative interest rates), or, alternatively, are sold at par and bear varying interest rates on a fixed or floating basis.

As of April 2, 2022, outstanding borrowings under these programs were $ 1.85 billion.

As of July 2, 2022, there were no outstanding borrowings under these programs.

Interest is payable quarterly on the floating rate senior notes, annually on the euro-denominated fixed rate senior notes and semi-annually on all other senior notes.

5 unchanged sentences

limits the ability of the company to pledge principal properties as security under borrowing arrangements.

The company was in compliance with all covenants at April 2, 2022.

In February 2022, the company redeemed all of its 3.650% Senior Notes due 2025.

In connection with the redemption, the company incurred $ 26 million of losses on the early extinguishment of debt.

The company was in compliance with all covenants at July 2, 2022.

In the first quarter of 2022, the company redeemed all of its 3.650% Senior Notes due 2025.

In connection with the redemption, the company incurred $ 26 million of losses on the early extinguishment of debt included in other income/(expense) on the accompanying statement of income.

Thermo Fisher Scientific (Finance I) B.V.

8 unchanged sentences

Expenses for environmental remediation matters related to the costs of installing, operating and maintaining groundwater-treatment systems and other remedial activities related to historical environmental contamination at the company’s domestic and international facilities were not material in any period presented.

At April 2, 2022, there have been no material changes to the accruals for pending environmental-related matters disclosed in the company’s 2021 financial statements and notes included in the company’s Annual Report on Form 10-K.

At July 2, 2022, there have been no material changes to the accruals for pending environmental-related matters disclosed in the company’s 2021 financial statements and notes included in the company’s Annual Report on Form 10-K.

While management believes the accruals for environmental remediation are adequate based on current estimates of remediation costs, the company may be subject to additional remedial or compliance costs due to future events such as changes in existing laws and regulations, changes in agency direction or enforcement policies, developments in remediation technologies or changes in the conduct of the company’s operations, which could have a material adverse effect on the company’s financial position, results of operations and cash flows.

7 unchanged sentences

The company is involved in various proceedings and litigation that arise from time to time in connection with product liability, workers compensation and other personal injury matters.

At April 2, 2022, there have been no material changes to the accruals for pending product liability, workers compensation, and other personal injury matters disclosed in the company’s 2021 financial statements and notes included in the company’s Annual Report on Form 10-K.

At July 2, 2022, there have been no material changes to the accruals for pending product liability, workers compensation, and other personal injury matters disclosed in the company’s 2021 financial statements and notes included in the company’s Annual Report on Form 10-K.

Although the company believes that the amounts accrued and estimated insurance recoveries are probable and appropriate based on available information, including actuarial studies of loss estimates, the process of estimating losses and insurance recoveries involves a considerable degree of judgment by management and the ultimate amounts could vary, which could have a material adverse effect on the company’s results of operations, financial position, and cash flows.

5 unchanged sentences

Management monitors the payment history as well as the financial condition and ratings of its insurers on an ongoing basis.

Comprehensive Income and Shareholders' Equity

Comprehensive Income

Changes in each component of accumulated other comprehensive items, net of tax, are as follows:

10 unchanged sentences

( 409 ) 1 13 ( 395 )

Balance at April 2, 2022 $ ( 2,085 ) $ ( 34 ) $ ( 224 ) $ ( 2,343 )

Balance at July 2, 2022 $ ( 2,474 ) $ ( 34 ) $ ( 216 ) $ ( 2,724 )

Fair Value Measurements and Fair Value of Financial Instruments

1 unchanged sentence

The following tables present information about the company’s financial assets and liabilities measured at fair value on a recurring basis:

April 2, Quoted

July 2, Quoted

markets Significant

32 unchanged sentences

Changes to the fair value of contingent consideration are recorded in selling, general and administrative expense.

In the first quarter of 2022 and 2021 the company recorded $ 139 million and $ 1 million, respectively, of net losses on investments which are included in other income/(expense) in the accompanying statement of income.

In the three and six months ended July 2, 2022, the company recorded $ 17 million and $( 122 ) million, respectively, of net gains (losses) on investments which are included in other income/(expense) in the accompanying statement of income.

In the three and six months ended July 3, 2021, the company recorded $ 1 million and $ 2 million, respectively, of net losses on investments which are included in other income/(expense) in the accompanying statement of income.

The following table provides a rollforward of the fair value, as determined by level 3 inputs (such as likelihood of achieving production or revenue milestones, as well as changes in the fair values of the investments underlying a recapitalization investment portfolio), of the contingent consideration.

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions) 2022 2021 2022 2021

7 unchanged sentences

The following table provides the aggregate notional value of outstanding derivative contracts.

April 2, December 31,

July 2, December 31,

(In millions) 2022 2021

7 unchanged sentences

Fair value – assets Fair value – liabilities

April 2, December 31, April 2, December 31,

July 2, December 31, July 2, December 31,

(In millions) 2022 2021 2022 2021

8 unchanged sentences

Gain (loss) recognized

Three months ended

April 2, April 3,

Three months ended Six months ended

July 2, July 3, July 2, July 3,

(In millions) 2022 2021 2022 2021

2 unchanged sentences

Hedged long-term obligations - included in other income/(expense)

$ — $ — $ — $ 25

Derivatives designated as hedging instruments - included in other income/(expense)

2 unchanged sentences

Amount reclassified from accumulated other comprehensive items to other income/(expense)

( 1 ) ( 2 ) ( 2 ) ( 19 )

Financial instruments designated as net investment hedges

Foreign currency-denominated debt

Foreign currency-denominated debt and other payables

Included in currency translation adjustment within other comprehensive items

671 ( 90 ) 1,033 376

Cross-currency interest rate swaps

Included in currency translation adjustment within other comprehensive items

51 ( 6 ) 74 32

Included in other income/(expense)

2 unchanged sentences

Included in cost of product revenues

21 ( 11 ) 12 1

Included in other income/(expense)

13 ( 28 ) 12 155

Gains and losses recognized on currency exchange contracts and the interest rate swaps designated as fair value hedges are included in the accompanying statement of income together with the corresponding, offsetting losses and gains on the underlying hedged transactions.

The company uses foreign currency-denominated debt and cross-currency interest rate swaps to partially hedge its net investments in foreign operations against adverse movements in exchange rates.

A portion of the company’s euro-denominated senior notes and its cross-currency interest rate swaps have been designated as, and are effective as, economic hedges of part of the net investment in a foreign operation.

Accordingly, foreign currency transaction gains or losses due to spot rate fluctuations on the euro-denominated debt instruments and contract fair value changes on the cross-currency interest rate swaps, excluding interest accruals, are included in currency translation adjustment within other comprehensive items and shareholders’ equity.

See Note 1 to the consolidated financial statements for 2021 included in the company’s Annual Report on Form 10-K for additional information on the company’s risk management objectives and strategies.

The company uses foreign currency-denominated debt, certain foreign-denominated payables, and cross-currency interest rate swaps to partially hedge its net investments in foreign operations against adverse movements in exchange rates.

A portion of the company’s euro-denominated senior notes, certain foreign-denominated payables, and its cross-currency interest rate swaps have been designated as, and are effective as, economic hedges of part of the net investment in a foreign operation.

Accordingly, foreign currency transaction gains or losses due to spot rate fluctuations on the euro-denominated debt instruments and certain foreign-denominated payables, and contract fair value changes on the cross-currency interest rate

THERMO FISHER SCIENTIFIC INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

swaps, excluding interest accruals, are included in currency translation adjustment within other comprehensive items and shareholders’ equity.

Fair Value of Other Financial Instruments

The carrying value and fair value of the company’s debt instruments are as follows:

April 2, 2022 December 31, 2021

July 2, 2022 December 31, 2021

Carrying Fair Carrying Fair

6 unchanged sentences

Supplemental Cash Flow Information

Three months ended

April 2, April 3,

Six months ended

July 2, July 3,

(In millions) 2022 2021

5 unchanged sentences

Cash, cash equivalents and restricted cash is included in the accompanying balance sheet as follows:

April 2, December 31,

July 2, December 31,

(In millions) 2022 2021

4 unchanged sentences

Amounts included in restricted cash represent funds held as collateral for bank guarantees and incoming cash in China awaiting government administrative clearance.

Restructuring and Other Costs

In the first three months of 2022, restructuring and other costs primarily included continuing charges for headcount reductions and facility consolidations in an effort to streamline operations.

In 2022, severance actions associated with facility consolidations and cost reduction measures affected less than 0.1 % of the company’s workforce.

As of May 6, 2022, the company has identified restructuring actions that will result in additional charges of approximately $ 15 million, primarily in 2022, and expects to identify additional actions in future periods which will be recorded when specified criteria are met, such as communication of benefit arrangements or when the costs have been incurred.

THERMO FISHER SCIENTIFIC INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Restructuring and Other Costs

In the first six months of 2022, restructuring and other costs primarily included continuing charges for headcount reductions and facility consolidations in an effort to streamline operations.

In 2022, severance actions associated with facility consolidations and cost reduction measures affected less than 0.5 % of the company’s workforce.

As of August 5, 2022, the company has identified restructuring actions that will result in additional charges of approximately $ 20 million, primarily in 2022, and expects to identify additional actions in future periods which will be recorded when specified criteria are met, such as communication of benefit arrangements or when the costs have been incurred.

Restructuring and other costs by segment are as follows:

Three months ended

Three months ended Six months ended

July 2, July 2,

(In millions) 2022 2022

9 unchanged sentences

Net restructuring charges incurred in 2022 (b)

Balance at April 2, 2022 $ 12

Balance at July 2, 2022 $ 15

(a) The movements in the restructuring liability principally consist of severance and other costs such as relocation and moving expenses associated with facility consolidations, as well as employee retention costs which are accrued ratably over the period through which employees must work to qualify for a payment.

(b) Excludes $ 4 million of net gains.

(b) Excludes $ 4 million of net non-cash charges.

The company expects to pay accrued restructuring costs primarily through 2022 .

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements