UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT ~~REPORT~~ ~~Pursuant~~REPORT ~~to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~July~~Pursuant ~~21,~~to ~~2017~~Section 13 or 15(d)

~~Date~~ of ~~Report~~the ~~(Date~~Securities ofExchange ~~earliest~~Act ~~event~~of ~~reported)~~ 1934

Date of Report (Date of earliest event reported): August 3, 2017

ALERE INC.

(Exact name of registrant as specified in ~~its~~ charter)

Delaware	1-16789	04-3565120
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

51 Sawyer Road, Suite 200, Waltham, Massachusetts 02453

(Address of ~~principal~~Principal ~~executive~~Executive ~~offices~~Offices) (Zip Code)

(781) 647-3900

(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 obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company 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. ☐

Item 82.0102 ~~Other~~Results ~~Events.~~of Operations and Financial Condition

On ~~July~~August 213, 2017, Alere Inc. (the “Company”) ~~entered into a Purchase Agreement (the~~ or “~~Epocal Purchase Agreement~~Alere”) ~~with~~issued ~~Siemens Diagnostics Holding II B.V.,~~ a ~~private~~press ~~limited~~release ~~liability~~announcing ~~company organized under~~ the ~~laws~~financial ofresults ~~the Netherlands (“Purchaser” or “Siemens”), and,~~ for the ~~limited~~fiscal ~~purposes~~quarter ~~set~~ended ~~forth therein~~June 30, ~~Abbott Laboratories, an Illinois corporation (“Abbott”), pursuant to which the Company agreed to sell, and Purchaser agreed to acquire, the Company’s subsidiary, Epocal Inc~~2017., including the epoc® Blood Analysis System (the “Epocal Business”). The Company is divesting the Epocal Business in connection with review by the Federal Trade Commission (the “FTC”) and the European Commission (the ~~“EC”)~~A ofcopy ~~the consummation~~ of the ~~transactions~~press ~~contemplated~~release byis ~~the~~furnished ~~Agreement and Plan of Merger, dated~~ as ofExhibit ~~January 30, 2016, as amended on April 13, 2017, by and among the Company, Abbott and Angel Sub, Inc~~99.,1 ~~pursuant~~ to ~~which~~this ~~the~~Current ~~Company~~Report ~~will~~on ~~become~~Form ~~a wholly~~8-~~owned~~K ~~subsidiary of Abbott (the “Merger”), which remains subject to FTC~~ and ~~EC approvals and other regulatory approvals. Purchaser’s acquisition of the Epocal Business~~ is ~~also~~incorporated ~~subject~~herein ~~to approval~~ by ~~the FTC, the EC and the Canadian Competition Bureau of Purchaser as the buyer of the Epocal Business and other regulatory approvals~~reference. ~~Consummation~~ of Purchaser’s acquisition of the Epocal Business is expected to occur concurrent with, or as soon as practicable following, the closing of the Merger. Terms of the transactions contemplated by the Epocal Purchase Agreement were not otherwise publicly disclosed.

~~Cautionary~~The ~~Statement~~information ~~Regarding~~provided ~~Forward~~under this Form 8-~~Looking~~K ~~Statements~~(including Exhibit 99.1) is “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

This communication contains 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. Readers can identify these statements by forward-looking words such as “may,” “could,” “should,” “would,” “intend,” “will,” “expect,” “anticipate,” “believe,” “estimate,” “continue” or similar words. A number of important factors could cause actual results of Alere and its subsidiaries to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, (i) the risk that the proposed merger with Abbott or the proposed transactions with Siemens may not be completed in a timely manner or at all; (ii) the possibility that any or all of the various conditions to the consummation of the merger or the transactions with Siemens may not be satisfied or waived, including the failure to receive any required regulatory approvals from any applicable governmental entities (or any conditions, limitations or restrictions placed on such approvals); (iii) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement with Abbott or the purchase agreement with Siemens; (iv) the effect of the announcement or pendency of the transactions contemplated by the merger agreement with Abbott or the purchase agreement with Siemens on Alere’s ability to retain and hire key personnel, its ability to maintain relationships with its customers, suppliers and others with whom it does business, or its operating results and business generally; (v) risks related to diverting management’s attention from Alere’s ongoing business operations; (vi) the risk that stockholder litigation in connection with the transactions contemplated by the merger agreement with Abbott or the purchase agreement with Siemens may result in significant costs of defense, indemnification and liability; and (vii) the risk factors detailed in Part I, Item 1A, “Risk Factors,” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (as filed with the Securities and Exchange Commission on June 5, 2017) and other risk factors identified herein or from time to time in our periodic filings with the SEC9. ~~Readers should carefully review these risk factors, and should not place undue reliance on our forward-looking statements~~01. ~~These~~Financial ~~forward-looking~~Statements ~~statements are based on information, plans~~ and ~~estimates at the date of this communication~~Exhibits. ~~We undertake no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes.~~

(d) Exhibits. The following exhibit is being furnished herewith this Current Report on Form 8-K.


99.1		Press Release dated August 3, 2017

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.

	~~ALERE INC.~~		ALERE INC.
Date: July 21, 2017	By:	/s/ Douglas Barry
Date: August 3, 2017			By:	/s/ James Hinrichs
		Douglas Barry
				James Hinrichs
		Associate General Counsel
				Executive Vice President and Chief Financial Officer

EXHIBIT INDEX


EXHIBIT NO.		DESCRIPTION

99.1		Press Release dated August 3, 2017.

Filing Compare · ALERE INC.