8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR SECTION 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 5, 2019

Teledyne Technologies Incorporated

(Exact name of registrant as specified in its charter)

Delaware	1-15295	25-1843385
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
	1049 Camino Dos Rios Thousand Oaks, California	91360-2362
	(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (805) 373-4545

Not Applicable

(Former name or former address, if changed since last report)

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:

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

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

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

¨ 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 7.01 Regulation FD Disclosure

On February 5, 2019, Teledyne Technologies Incorporated ("Teledyne") and Roper Technologies, Inc. ("Roper") announced the completion of the previously announced acquisition by Teledyne of the Scientific Imaging businesses of Roper. The joint press release announcing the completion of the acquisition is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 8.01 Other Events.

The information disclosed under Item 7.01 is incorporated herein by reference.

Item 9.01     Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1 Press Release dated February 5, 2019

SIGNATURE

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.

	TELEDYNE TECHNOLOGIES INCORPORATED
By:	/s/ Susan L. Main
	Susan L. Main
	Senior Vice President and Chief Financial Officer
	Dated: February 5, 2019

EXHIBIT INDEX

Description

Exhibit 99.1 Press Release dated February 5, 2019

EX-99.1

NEWSRELEASE    

Teledyne Completes Acquisition of Scientific ImagingBusinesses of Roper Technologies

THOUSAND OAKS, Calif. and SARASOTA, Fla. – February 5, 2019 – Teledyne Technologies Incorporated (NYSE:TDY) (“Teledyne”) and Roper Technologies, Inc. (NYSE:ROP) (“Roper”) jointly announced today the successful completion of the previously announced acquisition by Teledyne of the Scientific Imaging businesses of Roper for $225 million in cash. The Scientific Imaging businesses include Princeton Instruments, Photometrics and Lumenera, as well as other brands.

The Scientific Imaging businesses provide a range of imaging solutions, primarily for life sciences, academic research and customized OEM industrial imaging solutions. Princeton Instruments and Photometrics manufacture state-of-the-art cameras, spectrographs and optics for advanced research in physical sciences, life sciences research and spectroscopy imaging. Applications and markets include materials analysis, quantum technology and cell biology imaging using fluorescence and chemiluminescence. Lumenera primarily provides rugged USB-based customized cameras for markets such as traffic management, as well as life sciences applications.

“These Scientific Imaging businesses have similar capabilities and are highly complementary to Teledyne’s products and markets,” said Robert Mehrabian, Executive Chairman of Teledyne. “We were pleased to close this acquisition quickly, and we are excited to welcome these businesses and their employees to Teledyne.”

About Teledyne Technologies

Teledyne Technologies is a leading provider of sophisticated instrumentation, digital imaging products and software, aerospace and defense electronics, and engineered systems. Teledyne’s operations are primarily located in the United States, Canada, the United Kingdom, and Western and Northern Europe. For more information, visit Teledyne’s website at www.teledyne.com.

About Roper Technologies

Roper Technologies is a constituent of the S&P 500, Fortune 1000 and the Russell 1000 indices. Roper operates businesses that design and develop software (both license and software-as-a-service) and engineered products and solutions for a variety of niche end markets. Additional information about Roper is available on the company’s website at www.ropertech.com.

Forward-Looking Statements Cautionary Notice

This press release contains forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995, relating to an acquisition of a business. Actual results could differ materially from these forward-looking statements. Many factors, including the ability of Teledyne and the Scientific Imaging businesses to achieve anticipated synergies and Teledyne’s ability to integrate the Scientific Imaging businesses, as well as market and economic conditions beyond Teledyne’s control, could change anticipated results. There are additional risks associated with owning and operating businesses internationally, including those arising from U.S. and foreign policy changes or actions and exchange rate fluctuations.

Teledyne Technologies    Roper Technologies

Contact: Jason VanWees
(805) 373-4542 Contact: Investor Relations
(941) 556-2601