Exhibit 5.1
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September 10, 2021 PerkinElmer, Inc. 940 Winter Street Waltham, Massachusetts 02451 | | +1 202 663 6000 (t) +1 202 663 6363 (f) wilmerhale.com |
Re: | Registration Statement on Form S-3 |
Ladies and Gentlemen:
We have acted as counsel for PerkinElmer, Inc., a Massachusetts corporation (the “Company”), in connection with the offer and sale of $500,000,000 million aggregate principal amount of its 0.550% Senior Notes due 2023 (the “2023 Notes”), $800,000,000 million aggregate principal amount of its 0.850% Senior Notes due 2024 (the “2024 Notes”), $500,000,000 million aggregate principal amount of its 1.900% Senior Notes due 2028 (the “2028 Notes”) and $500,000,000 million aggregate principal amount of its 2.250% Senior Notes due 2031 (the “2031 Notes” and, together with the 2023 Notes, the 2024 Notes and the 2028 Notes, the “Notes”) pursuant to an underwriting agreement dated September 8, 2021 (the “Underwriting Agreement”), among the Company and the several Underwriters named in Schedule A to the Underwriting Agreement, for whom Goldman Sachs & Co. LLC, BofA Securities, Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as representatives. The Notes will be issued pursuant to an indenture, dated as of October 25, 2011, between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a Seventh Supplemental Indenture, dated as of September 10, 2021, by and between the Company and the Trustee (as so supplemented, the “Indenture”).
As such counsel, we have assisted in the preparation and filing with the Securities and Exchange Commission (the “Commission”) of the Company’s registration statement on Form S-3 (File No. 333-230425) under the Securities Act of 1933, as amended (the “Securities Act”), on March 21, 2019 (the “Registration Statement”) and the prospectus, dated March 21, 2019 (the “Base Prospectus”), as supplemented by the preliminary prospectus supplement, dated September 8, 2021 (the “Preliminary Prospectus Supplement”), and the final prospectus supplement, dated September 8, 2021 (the “Final Prospectus Supplement”).
We have examined and relied upon (i) corporate or other proceedings of the Company regarding the authorization, execution and delivery of the Indenture and the Underwriting Agreement and the issuance of the Notes, (ii) the Registration Statement, (iii) the Base Prospectus, (iv) the Preliminary Prospectus Supplement, (v) the Final Prospectus Supplement, (vi) the Underwriting Agreement and (vii) the Indenture. We have also examined and relied upon originals or copies, certified or otherwise identified to our satisfaction, of such other corporate records of the Company, such other agreements and instruments, certificates of public officials, officers of the Company and other persons, and such other documents, instruments and certificates as we have deemed necessary as a basis for the opinion hereinafter expressed.