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ALR > SEC Filings for ALR > Form 8-K on 8-Apr-2013All Recent SEC Filings

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Form 8-K for ALERE INC.


8-Apr-2013

Other Events, Financial Statements and Exhibits


Item 8.01 Other Events.

As previously reported, on December 11, 2012, we issued $450.0 million aggregate principal amount of our 7.250% senior notes due 2018 (the "Senior Notes"), which are guaranteed on a senior unsecured basis by certain of our subsidiaries. In connection with the issuance of the Senior Notes, we and the subsidiary guarantors agreed to file a registration statement on Form S-4 (the "Registration Statement") to register under the Securities Act of 1933, as amended, the exchange of the Senior Notes and related guarantees for new notes and guarantees with substantially identical terms.

On April 3, 2013, a number of our subsidiaries executed a supplemental indenture pursuant to which they agreed to guarantee the Senior Notes on the same terms as the existing subsidiary guarantors. As a result, the composition of our guarantor and non-guarantor subsidiaries has changed from the composition reflected in Note 24 of our Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012 filed with the SEC on March 1, 2013 (the "Annual Report"). The information in Note 24 reflected the composition of our guarantor and non-guarantor subsidiaries as of December 31, 2012.

In connection with the filing of the Registration Statement by us and our current guarantor subsidiaries, we are filing this Current Report on Form 8-K in order to provide historical financial information required to be included or incorporated by reference in the Registration Statement by Rule 3-10 of Regulation S-X with respect to the current composition of our guarantor and non-guarantor subsidiaries, which information is included in our revised audited Consolidated Financial Statements. The revised audited Consolidated Financial Statements, which are attached as Exhibit 99.1 and are incorporated by reference herein, are identical to the Consolidated Financial Statements included in the Annual Report, except for the updated supplemental guarantor financial information set forth in Note 24 therein. The revised audited Consolidated Financial Statements present information as of the dates and for the periods set forth therein. Except with respect to the change in the composition of our guarantor and non-guarantor subsidiaries, no attempt has been made to modify or update other disclosures presented in the audited Consolidated Financial Statements that may have been affected by subsequent events.

The information included in this Current Report on Form 8-K should be read in conjunction with the Annual Report and the other filings we have made with the SEC subsequent to the filing of the Annual Report.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number                                    Description

23.1         Consent of PricewaterhouseCoopers LLP, Independent Registered Public
             Accounting Firm

99.1         Consolidated Financial Statements of Alere Inc. and Subsidiaries as of
             December 31, 2012 and 2011 and for the fiscal years ended December 31,
             2012, 2011 and 2010

101          Interactive Data Files regarding (a) our Consolidated Statements of
             Operations for the Years Ended December 31, 2012, 2011 and 2010, (b)
             our Consolidated Statements of Comprehensive Income (Loss) for the
             Years Ended December 31, 2012, 2011 and 2010 (c) our Consolidated
             Balance Sheets as of December 31, 2012 and 2011, (d) our Consolidated
             Statements of Equity for the Years Ended December 31, 2012, 2011 and
             2010, (e) our Consolidated Statements of Cash Flows for the Years
             Ended December 31, 2012, 2011 and 2010 and (f) the Notes to such
             Consolidated Financial Statements.


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