-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Buhjg0bh9U8V1B0FNV5WHv1lFDxIMuUxpmhfBfX7ufHFlGPfUnzkekX6599wtB3S b8hPxTvHNfePMH33Rrbmhg== 0001068238-01-500303.txt : 20020411 0001068238-01-500303.hdr.sgml : 20020411 ACCESSION NUMBER: 0001068238-01-500303 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011102 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011121 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VARIAN INC CENTRAL INDEX KEY: 0001079028 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 770501995 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25393 FILM NUMBER: 1798087 BUSINESS ADDRESS: STREET 1: 3050 HANSEN WAY CITY: PALO ALTO STATE: CA ZIP: 94304-1000 BUSINESS PHONE: 6504245352 8-K 1 varian8-knov21.htm FORM 8-K FORM 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT


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


Date of Report (Date of earliest event reported): November 2, 2001

                                                   Varian, Inc.                                                  
(Exact name of registrant as specified in its charter)



                  Delaware                    
(State or other jurisdiction
of incorporation)

       000-25393             (Commission
File Number)

                 77-0501995                
(IRS Employer Identification No.)




              3120 Hansen, Palo Alto, California          
(Address of principal executive offices)

 

                   94304-1030                    
(Zip Code)



Registrant's telephone number, including area code:
                                   (650) 213-8000                                   



                                           Not applicable                                          
(Former name or former address, if changed since last report.)


Item 5.    Other Events.

         Varian, Inc., a Delaware corporation (the "Company"), has entered into a First Amendment to Rights Agreement, dated as of November 2, 2001 (the "Rights Agreement Amendment"), with First Chicago Trust Company of New York, as Rights Agent (the "Original Rights Agent"), which amends the Rights Agreement, dated as of January 18, 1999 (the "Rights Agreement"), between the Company and the Original Rights Agent. The Rights Agreement Amendment confirms, among other things, the appointment of EquiServe Trust Company, N.A. as the successor Rights Agent to the Original Rights Agent under the Rights Agreement, as amended. The Rights Agreement Amendment also sets forth various amendments to the Rights Agreement which the Board of Directors of the Company deemed appropriate or necessary to effect such appointment. The Rights Agreement Amendment is attached hereto as Exhibit 4.1 and is incorporated herein by reference. The foregoing description of the Rights Agreement Amendment is qualified in its entirety by reference to such exhibit.

Item 7.     Financial Statements and Exhibits.

Exhibit No.

4.1

Description

First Amendment to Rights Agreement, dated as of November 2, 2001, between Varian, Inc. and First Chicago Trust Company of New York, as Rights Agent (incorporated herein by reference to Exhibit 2 to the registrant’s Form 8-A/A registration statement filed with the Securities and Exchange Commission on November 21, 2001).









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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 thereunto duly authorized.

Date: November 21, 2001

VARIAN, INC.
(Registrant)

By:            /s/ Arthur W. Homan               
          Arthur W. Homan
          Vice President, General Counsel and Secretary









3




EXHIBIT INDEX

Exhibit No.

4.1

Description

First Amendment to Rights Agreement, dated as of November 2, 2001, between Varian, Inc. and First Chicago Trust Company of New York, as Rights Agent (incorporated herein by reference to Exhibit 2 to the registrant’s Form 8-A/A registration statement filed with the Securities and Exchange Commission on November 21, 2001).


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