{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-22-161806","form_type":"8-K12B","ticker":"QDEL","cik":"0001906324","company_name":"QuidelOrtho Corp","filed_at":"2022-05-27T23:59:59+00:00","discovered_at":"2026-05-14T18:04:03.011737+00:00","generated_at":"2026-06-25T06:28:17.781066+00:00","sec_items":["1.01","2.01","2.03","3.01","3.03","5.03","4.01","5.01","5.02","7.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"Quidel and Ortho complete merger, forming QuidelOrtho; $2.75B term loan and $750M revolver closed","bullets":["Ortho shareholders received 0.1055 QuidelOrtho shares + $7.14 cash per share; Quidel shareholders got 1 QuidelOrtho share per share.","New $2.75B term loan and $750M revolver with Bank of America, maturing May 2027, used to fund cash consideration and repay Ortho debt.","12-member board appointed, with Douglas Bryant as Chairman & CEO; Carlyle holds >12% and appoints two directors.","Quidel shares delisted; QuidelOrtho now trades on Nasdaq under symbol QDEL.","Ernst & Young appointed as independent auditor for fiscal 2022, replacing prior auditors."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-22-161806","json":"https://secwatch.observer/filing/0001193125-22-161806.json","markdown":"https://secwatch.observer/filing/0001193125-22-161806.md","text":"https://secwatch.observer/filing/0001193125-22-161806.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/d323352d8k12b.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-25T06:28:17.781066+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"08a34160be","claim":"Joseph D. Wilkins Jr. was appointed as Member of the Board of Directors at QuidelOrtho Corp.","evidence_excerpt":"On the Closing Date, the following individuals were appointed as members of the Company’s board of directors: Douglas C. Bryant, Kenneth F. Buechler, Edward L. Michael, Mary Lake Polan, Ann D. Rhoads, Matthew W. Strobeck, Kenneth J. Widder, Joseph D. Wilkins Jr., Christopher M. Smith, Stephen H. Wise, Robert R. Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"0a9ca7938a","claim":"Stephen H. Wise was appointed as Member of the Board of Directors at QuidelOrtho Corp.","evidence_excerpt":"On the Closing Date, the following individuals were appointed as members of the Company’s board of directors: Douglas C. Bryant, Kenneth F. Buechler, Edward L. Michael, Mary Lake Polan, Ann D. Rhoads, Matthew W. Strobeck, Kenneth J. Widder, Joseph D. Wilkins Jr., Christopher M. Smith, Stephen H. Wise, Robert R. Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"1f45dff751","claim":"Joseph M. Busky resigned as Sole Director at QuidelOrtho Corp.","evidence_excerpt":"Immediately following the appointment of the aforementioned members of the Company’s board of directors, Joseph M. Busky resigned as the sole director of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Sole Director"}],"fact_type":"executive_change"},{"claim_id":"2542ec63e6","claim":"Douglas C. Bryant was appointed as Chairman and Chief Executive Officer at QuidelOrtho Corp.","evidence_excerpt":"Douglas C. 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Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"55130fbfa2","claim":"Michelle A. Hodges was appointed as Senior Vice President, General Counsel at QuidelOrtho Corp.","evidence_excerpt":"Michelle A. 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Smith was appointed as Member of the Board of Directors at QuidelOrtho Corp.","evidence_excerpt":"On the Closing Date, the following individuals were appointed as members of the Company’s board of directors: Douglas C. Bryant, Kenneth F. Buechler, Edward L. Michael, Mary Lake Polan, Ann D. Rhoads, Matthew W. Strobeck, Kenneth J. Widder, Joseph D. Wilkins Jr., Christopher M. Smith, Stephen H. Wise, Robert R. Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"b21b8b6177","claim":"Kenneth F. Buechler was appointed as Member of the Board of Directors at QuidelOrtho Corp.","evidence_excerpt":"On the Closing Date, the following individuals were appointed as members of the Company’s board of directors: Douglas C. Bryant, Kenneth F. Buechler, Edward L. Michael, Mary Lake Polan, Ann D. Rhoads, Matthew W. Strobeck, Kenneth J. Widder, Joseph D. Wilkins Jr., Christopher M. Smith, Stephen H. Wise, Robert R. Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"c7128c2993","claim":"Douglas C. Bryant was appointed as Member of the Board of Directors at QuidelOrtho Corp.","evidence_excerpt":"On the Closing Date, the following individuals were appointed as members of the Company’s board of directors: Douglas C. Bryant, Kenneth F. Buechler, Edward L. Michael, Mary Lake Polan, Ann D. Rhoads, Matthew W. Strobeck, Kenneth J. Widder, Joseph D. Wilkins Jr., Christopher M. Smith, Stephen H. Wise, Robert R. Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"cafce1d7a7","claim":"Ann D. Rhoads was appointed as Member of the Board of Directors at QuidelOrtho Corp.","evidence_excerpt":"On the Closing Date, the following individuals were appointed as members of the Company’s board of directors: Douglas C. Bryant, Kenneth F. Buechler, Edward L. Michael, Mary Lake Polan, Ann D. Rhoads, Matthew W. Strobeck, Kenneth J. Widder, Joseph D. Wilkins Jr., Christopher M. Smith, Stephen H. Wise, Robert R. Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"ce5579957f","claim":"Joseph M. Busky was appointed as Chief Financial Officer at QuidelOrtho Corp.","evidence_excerpt":"Joseph M. Busky Chief Financial Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Financial Officer"}],"fact_type":"executive_change"},{"claim_id":"db21e63cf0","claim":"Evelyn Dilsaver was appointed as Member of the Board of Directors at QuidelOrtho Corp.","evidence_excerpt":"On the Closing Date, the following individuals were appointed as members of the Company’s board of directors: Douglas C. Bryant, Kenneth F. Buechler, Edward L. Michael, Mary Lake Polan, Ann D. Rhoads, Matthew W. Strobeck, Kenneth J. Widder, Joseph D. Wilkins Jr., Christopher M. Smith, Stephen H. Wise, Robert R. 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Schmidt and Evelyn Dilsaver, each of whom, other than Mr. Bryant and Mr. Smith, qualifies as an “independent director” under the applicable rules of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906324/000119312522161806/0001193125-22-161806-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Member of the Board of Directors"}],"fact_type":"executive_change"},{"claim_id":"f0927a8ee6","claim":"Robert J. Bujarski was appointed as President and Chief Operating Officer at QuidelOrtho Corp.","evidence_excerpt":"Robert J. 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Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}