SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
June 3, 1998
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THERMEDICS INC.
(Exact name of Registrant as specified in its charter)
Massachusetts 1-9567 04-2788806
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification Number)
incorporation or
organization)
470 Wildwood Street
Woburn, Massachusetts 01888
(Address of principal executive offices) (Zip Code)
(781) 938-3786
(Registrant's telephone number
including area code)
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Item 5. Other Events
On June 3, 1998, Thermedics Inc. (the "Company") issued a press
release, attached hereto as Exhibit 99, to announce its plan to conduct an
exchange offer with the existing holders of its Non-Interest-Bearing Convertible
Subordinated Debentures due 2003, pursuant to which such holders would receive a
new convertible subordinated debenture containing different terms.
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 of the Company, dated June 3,
1998
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 3rd day of June, 1998.
THERMEDICS INC.
By: /s/ Jane E. Kirk
Jane E. Kirk
Assistant Clerk
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EXHIBIT 99
THERMEDICS PLANS TO CONDUCT EXCHANGE OFFER WITH
EXISTING HOLDERS OF NON-INTEREST-BEARING CONVERTIBLE SUBORDINATED DEBENTURES
WOBURN, Mass., June 3, 1998 -- Thermedics Inc. (ASE-TMD) announced
today that it plans to conduct an exchange offer with the existing holders of
its non-interest-bearing convertible subordinated debentures due 2003, pursuant
to which such holders will receive a new convertible subordinated debenture
bearing interest at the rate of 2 7/8 percent per year. In addition to new
semiannual interest payments, the new debentures will convert at a 15 percent
premium over the average price of the common stock for a 10-day period prior to
the closing.
For every $1,000 principal amount of old debentures submitted for
exchange, holders will receive approximately $730 principal amount of new
debentures. Accordingly, at the maturity date of the new debentures, holders who
elect to exchange their old debentures will receive less in principal amount
than they would have had such holders retained their old debentures. The
maturity date for the new debentures will be June 1, 2003, the same maturity
date as the existing non-interest-bearing debentures.
The debentures to be issued in the exchange offer will not be
registered under the Securities Act and may not be offered or sold in the United
States absent registration or an applicable exemption from registration
requirements.
