-----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, TRlmEBAIIcb6u1YBSVkLqdthu6mQb1kG7vHznzVrF7bIP+saRu2ElZ0flFjq1xmv o/4M9EpHwkOBKkFwzW9tJg== 0000721356-00-000014.txt : 20000503 0000721356-00-000014.hdr.sgml : 20000503 ACCESSION NUMBER: 0000721356-00-000014 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000501 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: THERMEDICS INC CENTRAL INDEX KEY: 0000721356 STANDARD INDUSTRIAL CLASSIFICATION: MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT [3590] IRS NUMBER: 042788806 STATE OF INCORPORATION: MA FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09567 FILM NUMBER: 616439 BUSINESS ADDRESS: STREET 1: 470 WILDWOOD ST STREET 2: P O BOX 2697 CITY: WOBURN STATE: MA ZIP: 01888-1799 BUSINESS PHONE: 7816221000 MAIL ADDRESS: STREET 1: 81 WYMAN STREET STREET 2: P.O. BOX 9046 CITY: WALTHAM STATE: MA ZIP: 02254 8-K 1 FORM 8-K 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): May 1, 2000 ---------------------------------------- THERMEDICS INC. (Exact name of Registrant as specified in its charter) Massachusetts 1-9567 04-2788806 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification Number incorporation or) organization) 470 Wildwood Street, P.O. Box 2999 Woburn, Massachusetts 01888 (Address of principal (Zip Code) executive offices) (781) 622-1000 (Registrant's telephone number including area code) This Form 8-K contains forward-looking statements that involve a number of risks and uncertainties. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth under the heading "Forward-looking Statements" in Exhibit 13 to Thermedics Inc.'s Annual Report on Form 10-K for the year ended January 1, 2000. These include risks and uncertainties relating to: government regulation and industry standards, competition and technological change, intellectual property rights, reimbursement by insurers for medical procedures, medical community acceptance of medical devices, availability of materials and components, product liability, international operations, the company's acquisition strategy, and the company's cash management arrangement with Thermo Electron. Item 5. Other Events On April 7, 2000, the Registrant issued a press release, attached hereto as Exhibit 99, regarding its financial results for the guarter ended April 1, 2000. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (a) Financial Statements of Business Acquired: not applicable. (b) Pro Forma Financial Information: not applicable. (c) Exhibits 99 Press Release dated April 1, 2000. 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, thereunto duly authorized, on this 2nd day of May, 2000. THERMEDICS INC By: /s/ Theo Melas-Kyriazi ------------------------------ Theo Melas-Kyriazi Chief Financial Officer Exhibit 99 Investor Contact: 781-6 22-1111 Media Contact: 781-622-1252 Thermedics Announces First Quarter Results WOBURN, Mass., May 1, 2000 - Thermedics Inc. (ASE-TMD), a Thermo Electron company, today reported that revenues for the quarter ended April 1, 2000, were $60.7 million, compared with $52.0 million in 1999. Income from continuing operations, which excludes the results of the company's power electronics and test equipment and heart-assist and blood testing devices segments because of plans to sell these businesses, was $2.7 million, or $.06 per diluted share, compared with $1.7 million, or $.04 per diluted share, last year. Excluding pretax restructuring and unusual costs of $0.1 million in 2000 and $1.4 million in 1999, income from continuing operations would have been $2.7 million, or $.06 per diluted share, in 2000 and $3.1 million, or $.07 per diluted share, in 1999. Consolidated Statement of Income (unaudited) Three Months Ended (In thousands except per share amounts) April 1, 2000 April 3, 1999 Revenues $ 60,729 $ 51,960 -------- -------- Costs and Operating Expenses: Cost of revenues 32,245 28,018 Selling, general, and administrative expenses 18,409 15,162 Research and development expenses 4,466 3,404 Restructuring and unusual costs 93 1,395 -------- -------- 55,213 47,979 -------- -------- Operating Income 5,516 3,981 Interest Income 1,046 1,051 Interest Expense (891) (427) Equity in Earnings (Loss) of Unconsolidated Subsidiaries 65 (21) -------- -------- Income from Continuing Operations Before Provision for Income Taxes and Minority Interest 5,736 4,584 Provision for Income Taxes 2,479 2,304 Minority Interest Expense 566 588 -------- -------- Income from Continuing Operations 2,691 1,692 Income from Discontinued Operations (net of income tax provision and minority interest of $1,581) - 890 -------- -------- Net Income $ 2,691 $ 2,582 ======== ======== Earnings per Share from Continuing Operations: Basic $ .06 $ .04 ======== ======== Diluted $ .06 $ .04 ======== ======== Earnings per Share: Basic $ .06 $ .06 ======== ======== Diluted $ .06 $ .06 ======== ======== Weighted Average Shares: Basic 41,982 41,696 ======== ======== Diluted 42,981 42,806 ======== ======== Note: The company's power electronics and test equipment and heart-assist and blood testing devices segments have been classified as "discontinued operations" because of the company's plans to sell these businesses. The 1999 results have been restated to reflect this accounting treatment. Thermedics Inc. develops, manufactures, and markets diverse product lines, including implantable heart-assist devices and other biomedical products, security instruments, and equipment that assures the quality of a wide variety of consumer products and bulk materials. Thermedics is a public subsidiary of Thermo Electron Corporation. More information is available on the Internet at http://www.thermo.com/subsid/tmd1.html. The following constitutes a "Safe Harbor" statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements that involve a number of risks and uncertainties. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth under the heading "Forward-looking Statements" in Exhibit 13 to the company's annual report on Form 10-K for the year ended January 1, 2000. These include risks and uncertainties relating to: government regulation and industry standards, competition and technological change, intellectual property rights, reimbursement by insurers for medical procedures, medical community acceptance of medical devices, availability of materials and components, product liability, international operations, the company's acquisition strategy, and the company's cash management arrangement with Thermo Electron. -----END PRIVACY-ENHANCED MESSAGE-----