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): July 11, 1997
RAYTHEON COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-2833 04-1760395
(State of Incorporation) (Commission File (IRS Employer
Number) Identification
Number)
141 Spring Street
Lexington, Massachusetts 02173
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 862-6600<PAGE>
Item 5. OTHER EVENTS
On July 11, 1997, the Registrant ("Raytheon") entered
into an agreement to sell three of the five business segments
of the Raytheon Appliance Group (the "Appliance Group") to
Goodman Manufacturing Company, L.P. ("Goodman"). Pursuant to
the terms of the agreement, Goodman will purchase the home
appliance, heating and air conditioning, and commercial cooking
segments of the Appliance Group (the "Acquired Business"), and
Raytheon will retain the commercial laundry and electronic
controls segments. The consideration to be paid to Raytheon in
connection with the Merger is $550 million, in cash, subject to
adjustment for certain changes in the net working capital of
the Acquired Business between December 31, 1996 and the closing
date of the transaction. In addition, Raytheon has realized
approximately $200 million from the sale of Appliance Group
receivables.
In connection with entering into the transaction,
Raytheon issued a press release on July 14, 1997, a copy of
which is attached hereto as Exhibit 99.1 and is specifically
incorporated herein by reference. <PAGE>
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS
(c) The following exhibits are filed as part
of this report:
99.1 Press release, dated July 14, 1997.<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 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.
Dated: July 22, 1997
RAYTHEON COMPANY
By /s/ Christoph L. Hoffmann
_________________________
Christoph L. Hoffmann
Executive Vice President
and Secretary<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
99.1 Press release, dated July 14, 1997.
Exhibit 99.1
[Letterhead of Raytheon Company]
RAYTHEON
______________
News Release
Bob McWade
C-2394 7/14/97
(617) 860-2846
http://www.raytheon.com
RAYTHEON TO SELL PARTS OF APPLIANCE GROUP FOR $750
MILLION
LEXINGTON, Mass., (July 14, 1997) -- Raytheon Company
announced today that it has signed an agreement to sell the
home appliance; heating and air conditioning, and commercial
cooking segments of the Raytheon Appliance Group to Goodman
Holding Company of Houston, Texas.
To maximize shareholder value, Raytheon will retain
its commercial laundry business as well as the electronic
controls segment of the Raytheon Appliance Group. Raytheon is
a market leader in the commercial laundry industry, and, in
1996 these two business segments combined accounted for
approximately 20 percent of revenues and 50 percent of profits
for the Raytheon Appliance Group. Raytheon is continuing its
strategic assessment of these two businesses.
Cumulatively, Raytheon will realize a total value of
$750 million from transactions negotiated to date. This
consists of $550 million in cash from Goodman and $200 million
realized from the sale of Appliance Group receivables.
The sale is subject only to U.S. government approval.
Raytheon expects to complete the sale in the third quarter.
-more-<PAGE>
C-2394
Page 2
Goodman Holding Company is privately held and owns
several businesses, including Goodman Manufacturing Company, a
major participant in the heating and air conditioning business.
Raytheon Company, headquartered in Lexington, Mass.,
is a $12.3 billion international high technology company which
operates in four business areas: commercial and defense
electronics, engineering and construction, aircraft and major
appliances. Raytheon celebrates its 75th anniversary this
year.
-end-