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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) December 15, 1997
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PACIFIC SCIENTIFIC COMPANY
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(Exact name of registrant as specified in its charter)
California 1-7744 94-0744970
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
620 Newport Center Drive, Suite 700, Newport Beach, California 92660
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (714) 720-1714
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Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On December 15, 1997, Pacific Scientific Company (the "Company")
redeemed all of the $16.978 million principal amount of the Company's
outstanding 7-3/4% Convertible Subordinated Debentures due June 15, 2003,
together with interest accrued thereon, in accordance with the terms of the
indenture for such securities.
Also on December 15, 1997, Kollmorgen Corporation commenced an
unsolicited cash tender offer for approximately 51% of the common stock of the
Company and also commenced an unsolicited solicitation of consents to call a
special meeting of the Company's shareholders. See the press release attached
hereto as an exhibit for a copy of the Company's press release issued December
16, 1997.
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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 hereunto duly authorized.
PACIFIC SCIENTIFIC COMPANY
Date: December 17, 1997 By: /s/ WINSTON HICKMAN
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Winston Hickman
Vice President,
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
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99 Press release dated December 16, 1997, issued by Pacific
Scientific Company in response to Kollmorgen Corporation's
unsolicited tender offer.
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EXHIBIT 99
[TEXT OF PRESS RELEASE]
Pacific Scientific Company Advises Shareholders to Refrain From Taking
Action in Response to Kollmorgen Corporation's Unsolicited Offer.
NEWPORT BEACH, Calif., Dec. 16/PRNewswire/ -- Pacific Scientific
Company (NYSE: PSX) said today that Kollmorgen Corporation (NYSE: KOL) has
commenced an unsolicited cash tender offer for approximately 51% of the common
stock of Pacific Scientific and has also commenced an unsolicited solicitation
of consents to call a special meeting of Pacific Scientific shareholders.
Pacific Scientific said that its Board of Directors will review the
offer and will make a recommendation to Pacific Scientific shareholders on or
before December 29, 1997.
The Company urges all Pacific Scientific shareholders to take no action
on the Kollmorgen offer until Pacific Scientific has publicly announced the
recommendation of its Board of Directors. The Kollmorgen tender offer is
currently scheduled to remain open until at least January 14, 1998.
Headquartered in Newport Beach, CA., Pacific Scientific designs,
manufactures and markets motion control, process control and safety equipment.
Source: Pacific Scientific Company
12/16/97
