PE CORP
8-K, 2000-03-15
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

                                February 18, 2000
                Date of Report (Date of earliest event reported)


                                 PE CORPORATION
               (Exact Name of Registrant as Specified In Charter)



        Delaware                       1-4389                   06-1534213
(State or Other Jurisdiction         (Commission              (IRS Employer
       of Incorporation)               File No.)             Identification No.)


                                 761 Main Avenue
                         Norwalk, Connecticut 06859-0001
          (Address of Principal Executive Offices, Including Zip Code)

                                 (203) 762-1000
              (Registrant's telephone number, including area code)

                                 Not Applicable
              (Former Name, Former Address and Formal Fiscal Year,
                         if Changed Since Last Report)


<PAGE>


ITEM 5.  OTHER EVENTS.

         On January 20, 2000, the Board of Directors of PE Corporation (the
"Company") declared (1) a two-for-one stock split (the "PEB 2000 Split") of
shares of the Company's PE Biosystems Group Common Stock, par value $.01 per
share ("PE Biosystems Stock"), and (2) a two-for-one stock split (the "CRA 2000
Split") of shares of the Company's Celera Genomics Group Common Stock, par value
$.01 per share ("Celera Genomics Stock"; and together with the PE Biosystems
Stock, the "Common Stock"). The PEB 2000 Split and the CRA 2000 Split were
effected in the form of 100% stock dividends paid on February 18, 2000 to
holders of record as of February 4, 2000.

         In accordance with Rule 416 under the Securities Act of 1933, as
amended, and the July 1997 telephone interpretation manual published by the
staff of the Securities and Exchange Commission (the "Commission"), the Company
hereby adjusts the number of shares of PE Biosystems Stock and Celera Genomics
Stock, together with associated preferred stock purchase rights ("rights"),
registered with the Commission pursuant to its outstanding Registration
Statements, as follows:

         (1) the Company hereby adjusts the number of shares of Celera Common
Stock and associated rights registered with the Commission on Form S-3
(Registration No. 333-92225) for issuance pursuant to an option granted to The
Institute for Genomic Resources to reflect the CRA 2000 Split;

         (2) the Company hereby adjusts the number of shares of Common Stock and
associated rights registered with the Commission on Form S-8 (Registration No.
333-91771) for issuance pursuant to the PE Corporation 1999 Employee Stock
Purchase Plan to reflect the PEB 2000 Split and the CRA 2000 Split;

         (3) the Company hereby adjusts the number of shares of PE Biosystems
Stock and associated rights registered with the Commission on Form S-8
(Registration No. 333-91951) for issuance pursuant to the PE Corporation/PE
Biosystems Group 1999 Stock Incentive Plan to reflect the PEB 2000 Split;

         (4) the Company hereby adjusts the number of shares of PE Biosystems
Stock and associated rights registered with the Commission on Form S-8
(Registration No. 333-82679) for issuance pursuant to the PE Corporation/PE
Biosystems Group 1999 Stock Incentive Plan to reflect the PEB 2000 Split and the
Company's prior two-for-one stock split of PE Biosystems Stock which was paid on
July 26, 1999 to holders of record as of July 12, 1999 (the "PEB 1999 Split");

         (5) the Company hereby adjusts the number of shares of Celera Genomics
Stock and associated rights registered with the Commission on Form S-8
(Registration Nos. 333-82677 and 333-91955) for issuance pursuant to the PE
Corporation/Celera Genomics Group 1999 Stock Incentive Plan to reflect the CRA
2000 Split;



                                      -2-
<PAGE>

         (6) the Company hereby adjusts the number of shares of Common Stock and
associated rights registered with the Commission on Form S-8 (Registration No.
333-68147) for issuance pursuant to The Perkin-Elmer Corporation 1998 Stock
Incentive Plan to reflect the PEB 2000 Split, the PEB 1999 Split, and the CRA
2000 Split;

         (7) the Company hereby adjusts the number of shares of Common Stock and
associated rights registered with the Commission on Form S-3 (Registration No.
333-39549) for issuance upon exercise of the Class G Warrants originally issued
by PerSeptive Biosystems, Inc. to reflect the PEB 2000 Split, the PEB 1999
Split, and the CRA 2000 Split;

         (8) the Company hereby adjusts the number of shares of Common Stock and
associated rights registered with the Commission on Form S-8 (Registration No.
333-38881) for issuance pursuant to the 1989 Stock Plan, the 1992 Stock Plan,
the 1992 Non-Employee Director Stock Option Plan, and the 1997 Non-Qualified
Stock Option Plan of PerSeptive Biosystems, Inc. to reflect the PEB 2000 Split,
the PEB 1999 Split, and the CRA 2000 Split;

         (9) the Company hereby adjusts the number of shares of Common Stock and
associated rights registered with the Commission on Form S-8 (Registration No.
333-42683) for issuance pursuant to the Molecular Informatics, Inc. 1997 Equity
Ownership Plan to reflect the PEB 2000 Split, the PEB 1999 Split, and the CRA
2000 Split;

         (10) the Company hereby adjusts the number of shares of Common Stock
and associated rights registered with the Commission on Form S-8 (Registration
No. 333-38713) for issuance pursuant to The Perkin-Elmer Corporation 1997 Stock
Incentive Plan to reflect the PEB 2000 Split, the PEB 1999 Split, and the CRA
2000 Split;

         (11) the Company hereby adjusts the number of shares of Common Stock
and associated rights registered with the Commission on Form S-8 (Registration
No. 333-15189) for issuance pursuant to The Perkin-Elmer Corporation 1996 Stock
Incentive Plan to reflect the PEB 2000 Split, the PEB 1999 Split, and the CRA
2000 Split;

         (12) the Company hereby adjusts the number of shares of Common Stock
and associated rights registered with the Commission on Form S-8 (Registration
No. 333-15259) for issuance pursuant to The Perkin-Elmer Corporation 1996
Employee Stock Purchase Plan to reflect the PEB 2000 Split, the PEB 1999 Split,
and the CRA 2000 Split;

         (13) the Company hereby adjusts the number of shares of Common Stock
and associated rights registered with the Commission on Form S-8 (Registration
No. 33-50847) for issuance pursuant to The Perkin-Elmer Corporation 1993 Stock
Incentive Plan for Key Employees to reflect the PEB 2000 Split, the PEB 1999
Split, and the CRA 2000 Split;



                                      -3-
<PAGE>

         (14) the Company hereby adjusts the number of shares of Common Stock
and associated rights registered with the Commission on Form S-8 (Registration
No. 33-50849) for issuance pursuant to The Perkin-Elmer Corporation 1993
Director Stock Purchase and Deferred Compensation Plan to reflect the PEB 2000
Split, the PEB 1999 Split, and the CRA 2000 Split;

         (15) the Company hereby adjusts the number of shares of Common Stock
and associated rights registered with the Commission on Form S-8 (Registration
No. 33-58778) for issuance pursuant to the 1992 Stock Option Plan, the 1983
Supplemental Stock Option Plan, the 1987 Directors' Stock Option Plan, and the
Employee Stock Purchase Plan of Applied Biosystems, Inc. to reflect the PEB 2000
Split, the PEB 1999 Split, and the CRA 2000 Split; and

         (16) the Company hereby adjusts the number of shares of Common Stock
and associated rights registered with the Commission on Form S-8 (Registration
No. 33-25218) for issuance pursuant to The Perkin-Elmer Corporation 1988 Stock
Incentive Plan for Key Employees to reflect the PEB 2000 Split, the PEB 1999
Split, and the CRA 2000 Split.



                                      -4-
<PAGE>



                                   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.

                                      PE CORPORATION


                                      By: /s/ William B. Sawch
                                          ---------------------------------
                                          William B. Sawch
                                          Senior Vice President,
                                          General Counsel and Secretary

Dated:  March 14, 2000



                                      -5-



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