-----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, F26r6c047JHiRvWWeWlhbJKa+lYPODYxf2mMWms5oYp56xaTiqn4Ofruh/jdgneX AE9nBZERcZj6OpPmiOoN/g== 0000927016-02-003913.txt : 20020809 0000927016-02-003913.hdr.sgml : 20020809 20020809134637 ACCESSION NUMBER: 0000927016-02-003913 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020808 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TERADYNE INC CENTRAL INDEX KEY: 0000097210 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 042272148 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06462 FILM NUMBER: 02724375 BUSINESS ADDRESS: STREET 1: 321 HARRISON AVE STREET 2: MAIL STOP H93 CITY: BOSTON STATE: MA ZIP: 02118 BUSINESS PHONE: 6174822700 MAIL ADDRESS: STREET 1: 321 HARRISON AVENUE STREET 2: H93 CITY: BOSTON STATE: MA ZIP: 02118 8-K 1 d8k.txt 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): August 8, 2002 Teradyne, Inc. -------------------------------------------- (Exact Name of Registrant as Specified in Charter) Massachusetts 001-06462 04-2272148 -------------------------------------------------------------------------- (State or Other (Commission (IRS Employer Jurisdiction of File Number) Identification No.) Incorporation) 321 Harrison Avenue, Boston, Massachusetts 02118 - ------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (617) 482-2700 -------------- -------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 1 Item 9. Regulation FD Disclosure - --------------------------------- Teradyne, Inc (the "Company") is furnishing herewith as Exhibits 99.1 and 99.2, respectively, the statements under oath of its Principal Executive Officer and its Principal Financial Officer regarding facts and circumstances relating to the accuracy of the Company's filings under the Securities Exchange Act of 1934, as amended. George W. Chamillard, Chairman, Chief Executive Officer and President of the Company, and Gregory R. Beecher, Vice President and Chief Financial Officer of the Company, signed these statements on August 8, 2002. The statements were submitted to the Securities and Exchange Commission (the "Commission") on August 9, 2002, pursuant to the Commission's "Order Requiring the Filing of Sworn Statements Pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934" (File No. 4-460, June 27, 2002). Item 7. Financial Statements and Exhibits - ------------------------------------------ (c) Exhibits. -------- Exhibit No. Exhibit ---------- ------- 99.1 Statement Under Oath of George W. Chamillard, Chairman, Chief Executive Officer and President of Teradyne, Inc., Regarding Facts and Circumstances Relating to Exchange Act Filings. 99.2 Statement Under Oath of Gregory R. Beecher, Vice President and Chief Financial Officer of Teradyne, Inc., Regarding Facts and Circumstances Relating to Exchange Act Filings. 2 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. TERADYNE, INC. Dated: August 9, 2002 By: /s/ George W. Chamillard ----------------------------------- Name: George W. Chamillard Title: Chairman, Chief Executive Officer and President 3 EXHIBIT INDEX Exhibit No. Exhibit ---------- ------- 99.1 Statement Under Oath of George W. Chamillard, Chairman, Chief Executive Officer and President of Teradyne, Inc., Regarding Facts and Circumstances Relating to Exchange Act Filings. 99.2 Statement Under Oath of Gregory R. Beecher, Vice President and Chief Financial Officer of Teradyne, Inc., Regarding Facts and Circumstances Relating to Exchange Act Filings. 4 EX-99.1 3 dex991.txt STATEMENT UNDER OATH OF GEORGE W. CHAMILLARD Exhibit 99.1 ------------ STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, George W. Chamillard, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Teradyne, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report in Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report". o Annual Report on Form 10-K filed with the Commission on March 29, 2002 of Teradyne, Inc.; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Teradyne, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ George W. Chamillard Subscribed and sworn to me this - --------------------------- 8 Day of August, 2002 George W. Chamillard Chairman of the Board, /s/ Mary E. MacDonald President and Chief ----------------------------------- Executive Officer Notary Public (Principal Executive Officer) August 8, 2002 My Commission Expires: July 10, 2003 ----------------------------------- EX-99.2 4 dex992.txt STATEMENT UNDER OATH OF GREGORY R. BEECHER Exhibit 99.2 ------------ STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Gregory R. Beecher, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Teradyne, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report in Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report". o Annual Report on Form 10-K filed with the Commission on March 29, 2002 of Teradyne, Inc.; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Teradyne, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Gregory R. Beecher Subscribed and sworn to me this - ------------------------------------ 8 Day of August, 2002 Gregory R. Beecher Vice President and /s/ Mary E. MacDonald Chief Financial Officer ----------------------------------- (Principal Financial Officer) Notary Public August 8, 2002 My Commission Expires: July 10, 2003 ----------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----