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):
May 3, 1999
----------------------------------------
THERMOTREX CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 1-10791 52-1711436
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification Number)
incorporation or
organization)
10455 Pacific Center Court
San Diego, California 92121
(Address of principal executive offices) (Zip Code)
(619) 646-5300
(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
ThermoTrex Corporation's Annual Report on Form 10-K for the year ended October
3, 1998, as amended. These include risks and uncertainties relating to:
development and commercialization of products under development, market
acceptance, difficulty in retaining qualified management and
personnel, dependence on capital spending policies, government contracts,
decreases in military weapons spending, compliance with government regulations,
the need for regulatory approvals, healthcare reform and uncertainty of patient
reimbursement, intense competition, dependence on patents and proprietary
rights, dependence on significant relationships, potential product liability,
risks associated with acquisition strategy, and the potential impact of the
year 2000 on processing date-sensitive information.
Item 5. Other Events
On May 3, 1999, the Registrant issued a press release announcing that its
majority-owned subsidiary Trex Medical Corporation ("Trex Medical") will record
pretax restructuring and other charges totaling approximately $11 million.
Approximately $6 million to $7 million will be recorded in Trex Medical's third
fiscal quarter, which ends July 3, 1999, with the remainder recorded as costs
are incurred over the next several quarters. The majority of the charges will be
incurred as a result of Trex Medical's decision to close two of its four
domestic manufacturing facilities after relocating these operations, and, to a
lesser extent, as a result of actions to reduce costs in other operations. This
process will result in a staff reduction of approximately 15 percent. Trex
Medical estimates that these actions will result in fiscal 2000 operating
savings of approximately $4 million to $5 million.
Trex Medical's Bennett facility in Copiague, New York, and its Continental
facility in Broadview, Illinois, will be closed. Sales and marketing offices for
Bennett and Continental will remain in these communities. Manufacturing and
product development of Trex Medical's mammography systems will now be
concentrated at Trex Medical's Danbury, Connecticut, site. All manufacturing and
product development of general-purpose and other specialized X-ray systems will
now be conducted at Trex Medical's Littleton, Massachusetts, facility. Trex
Medical will continue to manufacture its complete product line and market its
systems under its four existing product line names: Lorad, Bennett, Continental,
and XRE. Distribution channels will be maintained as before.
<PAGE>
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 6th day of May, 1999.
THERMOTREX CORPORATION
By: /s/ Theo Melas-Kyriazi
Theo Melas-Kyriazi
Chief Financial Officer