-----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, E+O+26a5Smq7tiRUN3uaFsN6568pD8A7uh82o9Y28QszuukWJkun9XJl2mbIL6fN wszw9VVZOjatAyYlAz1WDw== 0000097745-97-000006.txt : 19970123 0000097745-97-000006.hdr.sgml : 19970123 ACCESSION NUMBER: 0000097745-97-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970120 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970122 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: THERMO ELECTRON CORP CENTRAL INDEX KEY: 0000097745 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 042209186 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08002 FILM NUMBER: 97508975 BUSINESS ADDRESS: STREET 1: 81 WYMAN ST STREET 2: P O BOX 9046 CITY: WALTHAM STATE: MA ZIP: 02254 BUSINESS PHONE: 6176221000 8-K 1 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): January 21, 1997 ________________________________________ THERMO ELECTRON CORPORATION (Exact name of Registrant as specified in its charter) Delaware 1-8002 04-2209186 (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification Number) 81 Wyman Street 02254 Waltham, Massachusetts (Zip Code) (617) 622-1000 (Registrant's telephone number including area code) PAGE Item 5. Other Events On January 21, 1997, Thermo Instrument Systems Inc. ("Instrument"), the Company's 83%-owned subsidiary, announced that it had commenced an all-cash tender offer for all of the outstanding shares of Life Sciences International PLC ("LSI"), a company listed on the London Stock Exchange, at a price of 135 pence per share (equivalent to approximately $2.25 per share) The Board of Directors of LSI has recommended that its shareholders accept the offer. LSI has approximately 175 million shares outstanding. The closing of the transaction is subject to certain conditions, including the tender of at least 90% of the LSI shares and antitrust regulatory clearances in the U.S., U.K. and Germany. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99 Press Release dated January 21, 1997 PAGE SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to be signed on its behalf by the undersigned thereunto duly authorized, on this 22nd day of January, 1997. THERMO ELECTRON CORPORATION By: /s/Jonathan W. Painter -------------------------- Jonathan W. Painter Treasurer EX-99 2 Exhibit 99 THERMO INSTRUMENT ANNOUNCES CASH TENDER OFFER FOR LIFE SCIENCES INTERNATIONAL PLC WALTHAM, Mass., January 21, 1997 -- Thermo Instrument Systems Inc. (ASE-THI) announced today that it plans to commence a cash tender offer for all outstanding shares of the common stock of Life Sciences International PLC (LSI) for 135 pence per share (equivalent to approximately $2.25 per share). LSI is a public company in the United Kingdom headquartered in London, England, and listed on the London Stock Exchange. The Board of Directors of LSI has recommended that its shareholders accept the offer. Life Sciences International PLC manufactures laboratory science equipment, appliances, instruments, consumables, and reagents for the research, clinical, and industrial markets. LSI is composed of 11 major business units, with significant manufacturing and marketing operations at various locations in the United States and Western Europe, as well as a presence in Eastern Europe and Asia. The company is organized into four product groups including: Laboratory Products - serving the global research laboratory market with controlled- environment products, sample preparation devices, spectrophotometers, and optical dispersion gratings; Clinical Products - serving the hospital and clinical laboratory markets with cell and tissue processors, mortuary equipment, and consumables; BioSystems - serving biotech and molecular biology R&D and QC labs with liquid handling devices, reading systems, and consumables; and Industrial Products - serving semiconductor manufacturers and other industries with water baths and chillers. "LSI has a fine reputation in the industry and promises to be an excellent strategic fit with Thermo Instrument," said Arvin H. Smith, president and chief executive officer of Thermo Instrument Systems. "LSI's strong manufacturing, distribution, and service base will help extend our product offerings into new markets, such as clinical laboratory equipment, as well as enhance our presence in the bio-analytical instrumentation marketplace." There are approximately 175 million LSI shares outstanding, giving the offer a value of approximately $395 million. Final closure of the transaction is subject to certain conditions, including the successful and timely completion of the public cash tender offer yielding over 90 percent of LSI shares, and antitrust regulatory clearances in the United States, the United Kingdom, and Germany. Thermo Instrument Systems Inc. develops, manufactures, and markets instruments used to detect and measure air pollution, radioactivity, complex chemical compounds, toxic metals, and PAGE other elements in a broad range of liquids and solids, as well as to control and monitor various industrial processes. Thermo Instrument Systems is a public subsidiary of Thermo Electron Corporation. 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 in Item 5 of the company's Quarterly Report on Form 10-Q for the quarter ended September 28, 1996. These include uncertainties relating to competition and technological change, intellectual property rights and litigation, dependence on certain key industries, and international operations and risks associated with the company's acquisition and spinout strategies. # # # -----END PRIVACY-ENHANCED MESSAGE-----