UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE, SAVINGS AND SIMILAR PLANS
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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(Mark One)
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[X]
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2010
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OR
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[]
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
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Commission File No: 001-10109
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A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
Beckman Coulter, Inc. Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Beckman Coulter, Inc.
250 S. Kraemer Boulevard
Brea, California 92822
REQUIRED INFORMATION
The Beckman Coulter, Inc. Savings Plan (the Plan) is subject to the Employee Retirement Income Security Act
of 1974 (ERISA). Therefore, in lieu of the requirements of Items 1 through 3 of Form 11-K, the financial statements and schedules of the Plan for the fiscal years ended December 31, 2010, which have been prepared in accordance with
the financial reporting requirements of ERISA, are filed herewith and incorporated by reference.
SIGNATURES
The Plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who
administer the Plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
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BECKMAN COULTER, INC. SAVINGS PLAN
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By:
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Beckman Coulter, Inc.
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Benefits Finance and Administration Committee
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Date: June 23, 2011
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By:
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/s/ Charles P. Slacik
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Charles P. Slacik
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Committee Chairman
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BECKMAN COULTER, INC. SAVINGS PLAN
Brea, California
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULE
December 31, 2010 and 2009
BECKMAN COULTER, INC. SAVINGS PLAN
Brea, California
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULE
December 31, 2010 and 2009
CONTENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Beckman Coulter, Inc.
Benefits Finance and Administration Committee
Brea, California
We have audited the accompanying statements of net assets available for benefits of the Beckman Coulter, Inc. Savings Plan
(the Plan) as of December 31, 2010 and 2009, and the related statement of changes in net assets available for benefits for the year ended December 31, 2010. These financial statements are the responsibility of the Plans
management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our
audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2010 and 2009, and the
changes in net assets available for benefits for the year ended December 31, 2010 in conformity with U.S. generally accepted accounting principles.
Our audit was conducted for the purpose of expressing an opinion on the basic financial statements taken as a whole. The supplemental Schedule H, Line 4i 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 Labors Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plans management. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic 2010 financial
statements and, in our opinion, is fairly stated in all material respects in relation to the basic 2010 financial statements taken as a whole.
/s/ Crowe Horwath LLP
Oak Brook, Illinois
June 23, 2011
1.
BECKMAN COULTER, INC. SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2010 and 2009
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2010
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2009
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Investments at fair value
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$
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1,103,821,777
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$
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990,971,048
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Cash
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91,165
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Receivables
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Employer contribution receivable
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5,950,357
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6,229,669
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Employee contribution receivable
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1,393,490
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1,292,872
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Notes receivable from participants
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14,276,465
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14,041,101
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Total receivables
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21,620,312
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21,563,642
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Net assets reflecting all investments at fair value
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1,125,533,254
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1,012,534,690
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Adjustment from fair value to contract value for fully benefit-responsive investment contracts
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1,597,934
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9,710,393
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Net assets available for benefits
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$
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1,127,131,188
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$
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1,022,245,083
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See accompanying notes to financial statements.
2.
BECKMAN COULTER, INC. SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year ended December 31, 2010
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Additions to net assets attributed to:
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Net appreciation in fair value of investments
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$
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105,107,287
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Interest
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5,053,236
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Dividends
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12,402,202
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Total investment income
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122,562,725
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Interest income on notes receivable from participants
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787,891
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Contributions:
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Company matching (employer)
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15,052,892
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Retirement Plus (employer)
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5,417,162
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Employee
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48,335,470
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Total contributions
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68,805,524
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Total additions
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192,156,140
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Deductions from net assets attributed to:
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Distributions of benefits
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83,705,787
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Administration expenses and other
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220,803
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Total deductions
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83,926,590
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Increase in net assets prior to plan transfers
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108,229,550
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Plan transfers (Note 8)
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(3,343,445
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Net increase
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104,886,105
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Net assets available for benefits beginning of year
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1,022,245,083
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Net assets available for benefits end of year
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$
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1,127,131,188
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See accompanying notes to financial statements.
3.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 1 - DESCRIPTION OF PLAN
The following description of the Beckman Coulter, Inc. Savings Plan (the Plan) provides only general information. Participants should
refer to the Plan document for a complete description of the Plans provisions.
General
: Beckman Coulter, Inc.
(the Company) established and adopted the Plan effective August 1, 1989. The Plan is a defined-contribution plan covering substantially all Company employees who have completed a three-month period of employment with the Company. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan is administered by the Benefits Finance and Administration Committee (the Committee), whose members are appointed by the board of directors of the
Company.
Contributions
: Participants may elect to contribute up to 45% of their eligible pay in a combination of
pretax and after-tax withholdings. Each participants pretax contributions in the calendar year may not exceed $16,500 in 2010. Additionally, participants age 50 or older may contribute up to $5,500 in 2010, as a catch-up contribution. Eligible
employees are automatically enrolled in the Plan to contribute 7% of eligible pay in pretax withholdings, unless the employee opts out of participation.
The Company matches 50% of participants contributions, up to 7% of participants total compensation. Forfeitures are applied to reduce the Companys contributions.
Retirement Plus employer contributions were established for the benefit of employees of Coulter Corporation and are not applicable to
other employees of the Company, except for certain employees of Beckman Coulter Puerto Rico Inc. Employees of Coulter Corporation as of the acquisition date of October 31, 1997, and hired through April 30, 2000, participate (or are
eligible for participation) upon completing one year of service. Also, employees in Puerto Rico who are hired on or after January 1, 2007 participate in Retirement Plus on the January 1 following their date of hire. Annually, the Company
makes contributions to participants Retirement Plus accounts. These contributions consist of a basic contribution which ranges from 3% to 9% of eligible pay for the year and an excess contribution which ranges from 0% to 4% of eligible pay
that is above the Social Security taxable wage base for the year. Both ranges are based on the participants age.
Upon
commencement of benefit payments, participants are subject to federal income tax on the receipt of participant pretax contributions, Company contributions, and earnings on all contributions.
Investment Options
: Participants have a choice of various core investment funds for their contributions. Participants may transfer
their account balances among the different investment funds. Participants may also transfer up to a maximum of 50% of their overall plan balance, less any outstanding loan amounts, to a Tradelink+ account, which is a self-directed brokerage account
that offers discount brokerage services for securities not offered under the Plan. The self-directed brokerage account currently holds predominantly common stocks, preferred stocks, bonds, and mutual funds.
Company contributions may be directed to any of the core investment funds. Participants have the right to elect investment options upon
enrollment or reenrollment into the Plan. Additionally, participants may elect to change their investment options and to transfer their account balances among the different investment funds on a daily basis. The Plan also allows participants to
invest in the common stock of the Plan Sponsor, Beckman Coulter, Inc. Effective March 1, 2010, the Plan Sponsor limited future allocations in the Beckman Coulter Stock Fund to 10% of participant contributions. Participants would also not be
able to transfer amounts into the Beckman Coulter Stock Fund if the value of current holdings in the Beckman Coulter Stock Fund exceeded 10% of the participants total account value. The Plan Sponsor did not require participants to liquidate
any current holdings in the Beckman Coulter Stock Fund.
4.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 1 - DESCRIPTION OF PLAN
(Continued)
Income on investment funds is allocated to participants accounts based on the participants investment fund balance as a
percentage of the total investment fund balance.
Notes Receivable from Participants
: Participants may borrow from
their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Repayment is generally required within 5 years or up to 15 years for the purchase of a principal residence. The loans
are secured by the balance in the participants account and bear interest at prime rate plus 1%. Principal and interest are paid ratably through payroll deductions.
Participant Accounts
: Each participants account is credited with: (a) the participants contributions, (b) the Companys contributions, and (c) Plan earnings. The
benefit to which a participant is entitled is the benefit that can be provided from the participants vested balance.
Vesting and Benefits
: Participants immediately vest in the value of their own contributions. Participants interests in the
Companys non-Retirement Plus contributions, and the related gains and losses, are fully vested if hired before 2007. Participants hired in 2007 or after become 100% vested in the Companys non-Retirement Plus contributions after the
earlier of completion of 3 years of service, layoff, retirement, death, or age 65. Retirement Plus contributions vest ratably over five years of employment. Participants also become fully vested in Retirement Plus contributions upon reaching normal
retirement age, death, or permanent disability.
On termination of service, retirement, permanent layoff,
permanent disability, or death, a participant may elect to receive either a lump-sum amount equal to the value of the participants vested interest in his or her account; a partial distribution if his or her account balance exceeds $1,000; or
installment payments to be paid monthly, quarterly, semiannually or annually over the participants life expectancy. If the total vested value is greater than $1,000, the participants may elect to postpone their distribution until the year
following the year they attain age 70
1
/
2
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Forfeitures
: All forfeitures of benefits reduce total cash contributions made by the Plan sponsor. As of
December 31, 2010 and 2009, forfeited nonvested accounts totaled $343,779 and $105,451, respectively. These amounts will be used to reduce future employer contributions.
Administrative Expenses
: Beginning in 2008, substantially all of the Plans administrative expenses are paid by the Plan. The Company paid no expenses on the Plans behalf for the year
ended December 31, 2010.
Continuation of the Plan
: The Company anticipates and believes the Plan will continue
without interruption but reserves the right to discontinue the Plan. If the Plan is terminated by the Company, the accounts of all affected participants become 100% vested and non-forfeitable without regard to the years of service of participants.
On February 15, 2011, the Plan Sponsor received a tender offer from Djanet Acquisition Corp, an indirect wholly owned subsidiary of Danaher Corporation (Danaher), to purchase all outstanding shares of Beckman Coulter, Inc. common stock. The
tender offer will expire on June 24, 2011, and Danaher has stated it expects the transaction to close in June 2011. Plan management is not aware of any imminent decision to terminate the Plan.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
: The accompanying financial statements have been prepared on the accrual basis of accounting in accordance with U.S. generally accepted accounting principles.
5.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
Payment of Benefits
: Benefits are recorded when paid.
Adoption of New Accounting Standard
: In September 2010, the FASB amended existing guidance with respect to the reporting of participant loans for defined contribution pension plans. The
guidance requires that loans issued to participants be reported as notes receivable, segregated from plan investments, and be measured at their unpaid principal balances plus accrued but unpaid interest. This guidance is effective for reporting
periods ending after December 15, 2010, and is to be applied retrospectively to all periods presented comparatively. Early application is permitted. The adoption of this guidance by the Plan resulted in a reclassification from
investments
to
notes receivable from participant
s of $14,041,101 on the statement of net assets available for benefits as of December 31, 2009. Adoption had no effect on the Plans net assets available for benefits.
Risks, Concentrations, and Uncertainties
: The Plan provides for various investment options including equity,
fixed-income, and other investment securities. Investment securities are exposed to various risks, such as interest rate, market, liquidity and credit risks. Due to the level of risk associated with certain investment securities and the sensitivity
of certain fair value estimates to changes in valuation assumptions, it is at least reasonably possible that changes in the fair values of investment securities will occur in the near term and that such changes could materially affect
participants account balances and the amounts reported in the statements of net assets available for benefits.
The Plan
allows participants to invest in the common stock of the Plan Sponsor, Beckman Coulter, Inc. The Plans investment in the common stock of the Plan Sponsor was 9.6% and 11.4% of plan net assets as of December 31, 2010 and 2009,
respectively.
Use of Estimates
: The preparation of financial statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures, and actual results could differ from those estimates.
Notes Receivable from Participants
: Notes receivable from participants are reported at their unpaid principal balance plus any
accrued but unpaid interest, with no allowance for credit losses, as repayments of principal and interest are received through payroll deductions and the notes are collateralized by the participants account balances.
Fully Benefit-Responsive Investment Contracts
: While Plan investments are presented at fair value in the statements of net assets
available for benefits, any material difference between the fair value of the Plans direct and indirect interests in fully benefit-responsive investment contracts and their contract value is presented as an adjustment line in the statements of
net assets available for benefits, because contract value is the relevant measurement attribute for that portion of the Plans net assets available for benefits. Contract value represents contributions made to a contract, plus earnings, less
participant withdrawals and administrative expenses. Participants in fully benefit-responsive contracts may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value. The Plan holds a direct interest in
fully benefit-responsive contracts through its investment in the Stable Value Fund (Note 3). Effective June 17, 2011, the Plan liquidated its holdings in the underlying assets of the Stable Value Fund. Liquidation occurred at fair value, which
exceeded contract value, and amounts were transferred into the T. Rowe Price Stable Value Fund, a collective trust.
Investment Valuation and Income Recognition
: The Plans investments are reported at 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.
6.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
Fair value is the price that would be received by the Plan for an asset or paid by the Plan to transfer a liability (an exit price) in an
orderly transaction between market participants on the measurement date in the Plans principal or most advantageous market for the asset or liability. Fair value measurements are determined by maximizing the use of observable inputs and
minimizing the use of unobservable inputs. The hierarchy places the highest priority on unadjusted quoted market prices in active markets for identical assets or liabilities (level 1 measurements) and gives the lowest priority to unobservable inputs
(level 3 measurements). The three levels of inputs within the fair value hierarchy are defined as follows:
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Level 1:
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Quoted prices (unadjusted) for identical assets or liabilities in active markets that the Plan has the ability to access as of the measurement date.
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Level 2:
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Significant other observable inputs other than level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other
inputs that are observable or can be corroborated by observable market data.
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Level 3:
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Significant unobservable inputs that reflect the Plans own assumptions about the assumptions that market participants would use in pricing an asset or
liability.
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In some cases, a valuation technique used to measure fair value may include inputs from multiple levels
of the fair value hierarchy. The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy.
The following descriptions of the valuation methods and assumptions used by the Plan to estimate the fair values of investments apply to investments held directly by the Plan.
Mutual funds and publicly traded common and preferred stocks (including Company common stock)
: The fair values of mutual fund and
common and preferred stock investments are determined by obtaining quoted prices on nationally recognized securities exchanges (level 1 inputs).
Collective trusts
: The fair values of participation units held in collective trusts, other than stable value funds, are based on the net asset values as reported by the fund managers as of the
financial statement dates and recent transaction prices (level 2 inputs). The underlying investments of the collective trusts which are fixed income funds include corporate bonds and notes, asset-backed securities, mortgage-backed securities, U.S.
Government Treasury and agency securities, collateralized mortgage obligations, international debt, and short term investments. The investment objective of these funds is to provide returns equal to or better than AAA quality bond indices for
securities with comparable durations. The short term investment collective trust seeks to provide a reasonable rate of return by investing in a full range of high-quality, short-term money market securities. Each collective trust provides for daily
redemptions by the Plan at reported net asset values per share, with no advance notice requirement. The fair value of the interest in the stable value fund is based upon the net asset values of the fund after an adjustment to reflect all investments
at fair value, including direct and indirect interests in fully benefit-responsive contracts, as reported by the fund manager (level 2 inputs). The fund invests in guaranteed investment contracts and synthetic investment contracts issued by life
insurance companies and other financial institutions, with the objective of providing a high level of return that is consistent with also providing stability of investment return, preservation of capital and liquidity to pay benefits. The fund
provides for daily redemptions by the Plan at reported net asset value per share, with no advance notification requirements.
Corporate Bonds
: Corporate bonds are valued at the closing price reported in the active market in which the bond is traded (level
1 inputs).
7.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
Wrapper contracts
: Fair values of wrapper contracts associated with synthetic investment contracts are based on current bid rates
for similar contracts (level 3 inputs).
The methods described above may produce a fair value calculation that may not be
indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to
determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
Investments measured at fair value on a recurring basis which are held by the Plan as of December 31, 2010 and 2009 are summarized below:
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Fair Value Measurements
at December 31,
2010 Using
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Quoted Prices in
Active
Markets
for Identical
Assets
(Level
1)
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Significant
Other
Observable
Inputs
(Level 2)
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Significant
Unobservable
Inputs
(Level 3)
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Investments:
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Plan sponsor common stock
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$
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107,574,055
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$
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$
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Common stock
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7,711,035
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Mutual funds
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Foreign large blend funds
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1,212,527
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Foreign large growth funds
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42,256,091
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Large blend funds
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61,855,388
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Large growth funds
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144,117,450
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Large value funds
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18,048,728
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Mid-cap blend funds
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7,404,079
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Mid-cap growth funds
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94,847,600
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Money market funds
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704,580
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Retirement income funds
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5,664,383
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Small blend funds
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47,801,794
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Intermediate-term bond funds
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2,476,827
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Target funds- balanced (1)
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46,252,527
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Target funds- equity (2)
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226,938,449
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Other
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4,886,984
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Collective trusts
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Stable value funds
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2,877,208
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Short term investment fund
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903,313
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Fixed income funds
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280,240,855
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Wrapper contracts
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47,904
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Total
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$
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819,752,497
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$
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284,021,376
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$
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47,904
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|
|
|
|
|
|
(1)
|
These funds generally invest approximately 50% in equity securities and 50% in debt securities and fixed income securities.
|
(2)
|
These funds generally invest approximately 65% or more in equity securities, with the remainder in debt securities and fixed income securities.
|
There were no significant transfers between Level 1 and Level 2 investments during 2010.
8.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements
at December 31,
2009 Using
|
|
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level
3)
|
|
Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan sponsor common stock
|
|
$
|
116,126,680
|
|
|
$
|
|
|
|
$
|
|
|
Common stock
|
|
|
6,610,112
|
|
|
|
|
|
|
|
|
|
Preferred stock
|
|
|
15,055
|
|
|
|
|
|
|
|
|
|
Corporate bondsNon-convertible
|
|
|
88,044
|
|
|
|
|
|
|
|
|
|
Mutual funds
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign large growth funds
|
|
|
42,429,965
|
|
|
|
|
|
|
|
|
|
Large blend funds
|
|
|
56,428,449
|
|
|
|
|
|
|
|
|
|
Large growth funds
|
|
|
129,744,339
|
|
|
|
|
|
|
|
|
|
Large value funds
|
|
|
14,236,928
|
|
|
|
|
|
|
|
|
|
Mid-cap growth funds
|
|
|
73,001,187
|
|
|
|
|
|
|
|
|
|
Money market fund
|
|
|
333,550
|
|
|
|
|
|
|
|
|
|
Retirement income funds
|
|
|
5,569,920
|
|
|
|
|
|
|
|
|
|
Small blend funds
|
|
|
42,272,286
|
|
|
|
|
|
|
|
|
|
Target funds- balanced (3)
|
|
|
44,997,848
|
|
|
|
|
|
|
|
|
|
Target funds- equity (4)
|
|
|
178,144,836
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
4,234,772
|
|
|
|
|
|
|
|
|
|
Collective trusts
|
|
|
|
|
|
|
|
|
|
|
|
|
Stable value funds
|
|
|
|
|
|
|
13,117,702
|
|
|
|
|
|
Short term investment fund
|
|
|
|
|
|
|
1,444,946
|
|
|
|
|
|
Fixed income funds
|
|
|
|
|
|
|
261,799,004
|
|
|
|
|
|
Wrapper contracts
|
|
|
|
|
|
|
|
|
|
|
375,425
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
714,233,971
|
|
|
$
|
276,361,652
|
|
|
$
|
375,425
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3)
|
These funds generally invest approximately 50% in equity securities and 50% in debt securities and fixed income securities.
|
(4)
|
These funds generally invest approximately 65% or more in equity securities, with the remainder in debt securities and fixed income securities.
|
The table below presents a reconciliation of Plan investments measured at fair value on a recurring basis
using significant unobservable inputs (level 3) for the year ended December 31, 2010:
|
|
|
|
|
|
|
Fair Value Measurements Using Significant
Unobservable Inputs (Level
3)
(Wrapper Contracts)
|
|
Beginning balance, January 1, 2010
|
|
$
|
375,425
|
|
Change in estimated fair value of wrapper contracts*
|
|
|
(327,521
|
)
|
|
|
|
|
|
Ending balance, December 31, 2010
|
|
$
|
47,904
|
|
|
|
|
|
|
*
|
Change in estimated fair value of the wrapper contracts is reflected in net appreciation in fair value of investments in the statement of changes in
net assets available for benefits.
|
9.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 3 - STABLE VALUE FUND
The Stable Value Fund includes investments in collective trusts and synthetic guaranteed investment contracts (GICs). This fund is an
investment pool that is managed solely for participants of the Plan, and the Plan holds all of the underlying investments of the Stable Value Fund. The synthetic GICs in this fund are comprised of cash, collective trusts, and wrapper contracts.
Withdrawals resulting from events initiated by the Company, such as Plan or contract termination, are not typically
considered participant-initiated transactions. With such an event, some of the contracts contain contingencies that could lead to withdrawal penalties. Certain events that would allow the contract issuers to terminate the contracts and result in the
execution of participant transactions at other than contract value include loss of the Plans qualified status, plan merger or spin-off, bankruptcy of the Plan sponsor, or closing of units of the Company. However, since no such events are being
contemplated at this time and management is not aware of any events that would cause the Plan to transact at less than contract value, these potential limitations are determined not to be probable and do not jeopardize the contract value
reporting for these investments.
Synthetic GICs operate similarly to a guaranteed investment contract, except that the assets
are placed in a trust with ownership by the Plan rather than a general account of the issuer and a financially responsible third party issues a wrapper contract that provides that participants can, and must, execute Plan transactions at contract
value.
As of December 31, 2010 and 2009, the average yield earned on amounts invested in the synthetic investment
contracts was 1.91% and 3.54%, respectively. As of December 31, 2010 and 2009, the average yield based upon the crediting interest rates to participants on such contracts was 1.72% and 2.30%, respectively. There were no valuation reserves
recorded to adjust contract amounts. The crediting rates of the contracts are based on an agreed-upon formula with the issuer but can not be less than zero. Rates are reviewed on a quarterly basis for resetting. Crediting rate resets are applied to
specific investment contracts, as determined at the time of purchase. The reset values for security-backed investment rates are a function of contract value, market value, yield, and duration.
NOTE 4 - INVESTMENTS
The fair values of individual investments which represent 5% or more of the Plans net assets available for benefits at
December 31, 2010, are as follows:
|
|
|
|
|
Common stock:
|
|
|
|
|
Beckman Coulter, Inc.
|
|
$
|
107,574,055
|
|
|
|
Mutual funds:
|
|
|
|
|
T. Rowe Price Blue Chip Growth Fund
|
|
|
144,117,450
|
|
T. Rowe Price Mid-Cap Growth Fund
|
|
|
94,847,600
|
|
Vanguard Institutional Index Fund
|
|
|
61,855,388
|
|
T. Rowe Price Retirement 2020 Fund
|
|
|
61,971,204
|
|
|
|
Stable value fund:
|
|
|
|
|
Collective trusts:
|
|
|
|
|
Dwight Target 2 Fund
|
|
|
186,683,585
|
|
Dwight Target 5 Fund
|
|
|
75,337,749
|
|
10.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 4 - INVESTMENTS
(Continued)
The fair values of individual investments which represent 5% or more of the Plans net assets available for benefits at
December 31, 2009, are as follows:
|
|
|
|
|
Common stock:
|
|
|
|
|
Beckman Coulter, Inc.
|
|
$
|
116,126,680
|
|
|
|
Mutual funds:
|
|
|
|
|
T. Rowe Price Blue Chip Growth Fund
|
|
|
129,744,339
|
|
T. Rowe Price Mid-Cap Growth Fund
|
|
|
73,001,187
|
|
Vanguard Institutional Index Fund
|
|
|
56,428,449
|
|
T. Rowe Price Retirement 2020 Fund
|
|
|
52,461,784
|
|
|
|
Stable value fund:
|
|
|
|
|
Collective trusts:
|
|
|
|
|
Dwight Target 2 Fund
|
|
|
160,527,904
|
|
Dwight Target 5 Fund
|
|
|
88,379,155
|
|
The net appreciation of the Plans investments by investment type for the year ended December 31, 2010 is as
follows:
|
|
|
|
|
Common stock
|
|
$
|
14,844,467
|
|
Mutual funds
|
|
|
89,145,087
|
|
Other investments
|
|
|
1,117,733
|
|
|
|
|
|
|
|
|
$
|
105,107,287
|
|
|
|
|
|
|
NOTE 5 - TAX STATUS
The Internal Revenue Service (IRS) has determined and informed the Company by letter, dated August 28, 2002, that the Plan and related trust are designed in accordance with the applicable sections of
the Internal Revenue Code (IRC). Although the Plan has been amended since receiving the determination letter, the Plan Administrator believes that the Plan is designed and currently being operated in compliance with applicable requirements of the
IRC. The Plan Sponsor has applied for a new determination letter, which is currently open with the IRS.
NOTE 6 - PARTY-IN-INTEREST
TRANSACTIONS
Parties-in-interest are defined under Department of Labor regulations as any fiduciary of the Plan, any party
rendering service to the Plan, the employer, and certain others. Certain Plan investments are shares of mutual funds managed by T. Rowe Price. T. Rowe Price Trust Company is the Plan trustee and an affiliate of T. Rowe Price, therefore these
transactions qualify as party-in-interest transactions.
Dwight Asset Management Company (Dwight) is the investment advisor
for the Stable Value Fund. This fund holds certain investments managed by Dwight, and therefore these investments qualify as party-in-interest transactions. The Plan also allows loans to plan participants, which qualify as party-in-interest
transactions. The Plan also paid administrative fees to T. Rowe Price Trust Company and T. Rowe Price Retirement Services (plan recordkeeper) during 2010 which qualify as party-in-interest transactions.
11.
BECKMAN COULTER, INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2010 AND 2009
NOTE 6 - PARTY-IN-INTEREST TRANSACTIONS
(Continued)
Certain administrative functions are performed by officers or employees of the Company. No such officer or employee receives compensation
from the Plan.
The Plan also held 1,429,936 and 1,774,552 shares of Company common stock as of December 31, 2010 and
2009, respectively. The Plan received dividends of $1,181,199 on Company common stock during 2010.
NOTE 7 - FORM 5500 RECONCILIATION
The following is a reconciliation of net assets available for benefits per the financial statements at December 31,
2010 and 2009 to net assets per the Form 5500:
|
|
|
|
|
|
|
|
|
|
|
2010
|
|
|
2009
|
|
Net assets available for benefits per the financial statements
|
|
$
|
1,127,131,188
|
|
|
$
|
1,022,245,083
|
|
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
|
|
|
(1,597,934
|
)
|
|
|
(9,710,393
|
)
|
|
|
|
|
|
|
|
|
|
Net assets per the Form 5500
|
|
$
|
1,125,533,254
|
|
|
$
|
1,012,534,690
|
|
|
|
|
|
|
|
|
|
|
The following is a reconciliation of the increase in net assets available for benefits prior to plan
transfers per the financial statements for the year ended December 31, 2010, to net income per the Form 5500:
|
|
|
|
|
Increase in net assets available for benefits prior to plan transfers per the financial statements
|
|
$
|
108,229,550
|
|
Adjustment from fair value to contract value for fully benefit- responsive investment contracts at December 31,
2010
|
|
|
(1,597,934
|
)
|
Adjustment from fair value to contract value for fully benefit- responsive investment contracts at December 31,
2009
|
|
|
9,710,393
|
|
|
|
|
|
|
Net income per the Form 5500
|
|
$
|
116,342,009
|
|
|
|
|
|
|
NOTE 8 - PLAN TRANSFER
On December 31, 2010, the Plan completed a spin-off of the Plans Puerto Rico participants into the Beckman Coulter, Inc. Puerto Rico Savings Plan (PR Savings Plan). The transfer of $3,343,445
in net assets of the Plan into the PR Savings Plan was completed on this date.
12.
SUPPLEMENTAL SCHEDULE
BECKMAN COULTER, INC. SAVINGS PLAN
SCHEDULE H, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF THE YEAR)
December 31, 2010
Plan Sponsor: Beckman Coulter, Inc.
Employer Identification Number: 95-1040600
Plan
Number: 011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
|
(b)
Identity of Issuer,
Borrower,
Lessor,
or Similar Party
|
|
(c)
Description of Investment
Including Maturity
Date,
Rate of Interest, Collateral,
Par or Maturity Value
|
|
(d)
Cost
|
|
|
(e)
Current
Value
|
|
Common stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Beckman Coulter, Inc.
|
|
Common stock
|
|
|
*
|
*
|
|
$
|
107,574,055
|
|
|
|
|
|
Mutual funds:
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
T. Rowe Price
|
|
Blue Chip Growth Fund
|
|
|
*
|
*
|
|
|
144,117,450
|
|
|
|
*
|
|
T. Rowe Price
|
|
Equity Income Fund
|
|
|
*
|
*
|
|
|
18,048,728
|
|
|
|
|
|
Fidelity
|
|
Diversified International Fund
|
|
|
*
|
*
|
|
|
42,256,091
|
|
|
|
|
|
Vanguard
|
|
Institutional Index Fund
|
|
|
*
|
*
|
|
|
61,855,388
|
|
|
|
*
|
|
T. Rowe Price
|
|
Mid-Cap Growth Fund
|
|
|
*
|
*
|
|
|
94,847,600
|
|
|
|
|
|
Neuberger Berman
|
|
Genesis Fund
|
|
|
*
|
*
|
|
|
47,801,794
|
|
|
|
*
|
|
T. Rowe Price
|
|
Prime Reserve Fund
|
|
|
*
|
*
|
|
|
704,580
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2005 Fund
|
|
|
*
|
*
|
|
|
14,702,646
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2010 Fund
|
|
|
*
|
*
|
|
|
31,549,881
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2015 Fund
|
|
|
*
|
*
|
|
|
45,673,682
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2020 Fund
|
|
|
*
|
*
|
|
|
61,971,204
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2025 Fund
|
|
|
*
|
*
|
|
|
40,843,975
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2030 Fund
|
|
|
*
|
*
|
|
|
31,447,921
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2035 Fund
|
|
|
*
|
*
|
|
|
18,160,896
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2040 Fund
|
|
|
*
|
*
|
|
|
17,609,437
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2045 Fund
|
|
|
*
|
*
|
|
|
7,236,554
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2050 Fund
|
|
|
*
|
*
|
|
|
2,827,705
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement 2055 Fund
|
|
|
*
|
*
|
|
|
1,167,075
|
|
|
|
*
|
|
T. Rowe Price
|
|
Retirement Income Fund
|
|
|
*
|
*
|
|
|
5,664,383
|
|
|
|
|
|
Vanguard
|
|
Developed Market Index Institutional
|
|
|
*
|
*
|
|
|
1,212,527
|
|
|
|
|
|
Vanguard
|
|
Extended Markets Index Signal
|
|
|
*
|
*
|
|
|
7,404,079
|
|
|
|
|
|
Vanguard
|
|
Total Bond Market Index Signal
|
|
|
*
|
*
|
|
|
2,476,827
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
699,580,423
|
|
|
|
|
|
Collective trust:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell Investments
|
|
Fixed Income I Fund
|
|
|
*
|
*
|
|
|
18,219,521
|
|
|
|
|
|
Stable value fund:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wrapper contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NATIXIS Financial
|
|
Wrapper contract FP 1062-01
|
|
|
*
|
*
|
|
|
|
|
|
|
|
|
State Street
|
|
Wrapper contract 97077
|
|
|
*
|
*
|
|
|
47,904
|
|
|
|
|
|
Transamerica Life
|
|
Wrapper contract 76850
|
|
|
*
|
*
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Collective trusts:
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Dwight Asset Management Company
|
|
Dwight Target 2 Fund
|
|
|
*
|
*
|
|
|
186,683,585
|
|
|
|
*
|
|
Dwight Asset Management Company
|
|
Dwight Target 5 Fund
|
|
|
*
|
*
|
|
|
75,337,749
|
|
|
|
|
|
Bank of New York
|
|
Short Term Investment Fund
|
|
|
*
|
*
|
|
|
903,313
|
|
|
|
|
|
SEI Trust Company
|
|
SEI Stable Asset Fund
|
|
|
*
|
*
|
|
|
2,877,208
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
265,849,759
|
|
13.
BECKMAN COULTER, INC. SAVINGS PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF THE YEAR)
December 31, 2010
Plan Sponsor: Beckman Coulter, Inc.
Employer Identification Number: 95-1040600
Plan Number: 011
|
|
|
|
|
|
|
|
|
(a)
|
|
(b)
Identity of Issuer,
Borrower,
Lessor,
or Similar Party
|
|
(c)
Description of Investment
Including Maturity Date,
Rate of Interest,
Collateral,
Par or Maturity Value
|
|
(d)
Cost
|
|
(e)
Current
Value
|
Other:
|
|
|
|
|
|
|
|
|
Various
|
|
Tradelink+ Brokerage Accounts
|
|
**
|
|
$ 12,598,019
|
*
|
|
Plan participants
|
|
Participant loans (interest rates ranging from 4.25% to 13.75%)
|
|
**
|
|
14,276,465
|
|
|
|
|
|
|
|
|
|
|
|
Total assets held for investment
|
|
|
|
|
|
$ 1,118,098,242
|
|
|
|
|
|
|
|
|
|
*
|
Indicates party-in-interest investment
|
**
|
Information not required for participant-directed plans
|
14.
EXHIBIT INDEX
|
|
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Exhibit
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Description
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23.1
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Consent of Independent Registered Public Accounting Firm
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Beckman Coulter (NYSE:BEC)
Historical Stock Chart
Von Dez 2024 bis Jan 2025
Beckman Coulter (NYSE:BEC)
Historical Stock Chart
Von Jan 2024 bis Jan 2025