THERMO OPTEK CORP
8-K, 1998-09-29
LABORATORY ANALYTICAL INSTRUMENTS
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                       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):

                               September 29, 1998

                    ----------------------------------------


                            THERMO OPTEK CORPORATION
             (Exact name of Registrant as specified in its charter)


Delaware                         1-11757                         04-3283973
(State or other               (Commission                     (I.R.S. Employer
jurisdiction of               File Number)                Identification Number)
incorporation or
organization)


8 East Forge Parkway
Franklin, Massachusetts                                             02038
(Address of principal executive offices)                         (Zip Code)


                                 (508) 553-1700
                         (Registrant's telephone number
                              including area code)



<PAGE>



      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 Thermo
Optek  Corporation's  Annual  Report on Form 10-K for the year ended  January 3,
1998.  These  include  risks  and   uncertainties   relating  to:   competition,
technological change, and new-product development; possible adverse effects from
consolidation  in  the   environmental   market  and  changes  in  environmental
regulations;  the protection,  use, and defense of intellectual property rights;
Thermo Optek's acquisition strategy; international operations; and the potential
impact of the year 2000 on processing date-sensitive information.

Item 5.     Other Events

      On September 29, 1998, Thermo Optek Corporation ("Thermo Optek") announced
that it will record approximately $8.5 million in pretax restructuring and other
charges  in its third  quarter,  ending  October  3,  1998.  These  charges  are
primarily  related to $5.8 million in severance costs resulting from a reduction
in Thermo Optek's  workforce by  approximately  seven percent  (between  160-180
employees).  In addition, Thermo Optek will record approximately $2.7 million of
charges,  primarily consisting of inventory write-downs relating to discontinued
products.  These charges will reduce third  quarter 1998 fully diluted  earnings
per share by approximately  $.12. Thermo Optek estimates that these actions will
result in 1999 operating savings of approximately $6 million.

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: not applicable.



<PAGE>




                                    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 29th day of September, 1998.



                                          THERMO OPTEK CORPORATION



                                          By: /s/ Kenneth J. Apicerno
                                             Kenneth J. Apicerno
                                             Treasurer











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