THIS DOCUMENT IS A COPY OF AMENDMENT NO. 2 TO SCHEDULE 13G, FILED WITH RESPECT
TO THERMO INSTRUMENT SYSTEMS INC. (CUSIP NO. 883559106) BY THERMO ELECTRON
CORPORATION ON FEBRUARY 14, 1995.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
(Pursuant to Rule 101(a)(2)(ii) of Regulation S-T,
this Amendmnet No. 2 restates the original
Schedule 13G to which it relates)
Thermo Process Systems Inc.
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(Name of Issuer)
Common Stock, par value $.10 per share
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(Title of Class of Securities)
883590101
--------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 83590101 13G Page 2 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thermo Electron Corporation
IRS No. 04-2209186
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ x ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
PAGE
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CUSIP No. 83590101 13G Page 3 of 9 Pages
5 SOLE VOTING POWER
NUMBER OF
13,972,320. (Includes 159,729 shares issuable upon
SHARES conversion by the Reporting Person of the Company's
Convertible Debenture due 1997.) In addition, 29,042
BENEFICIALLY shares are beneficially owned by Thermo Voltek Corp.,
which is a 60.05% subsidiary of the Reporting Person.
OWNED BY These shares are issuable upon conversion by such
subsidiary of the Company's Convertible Debenture due
EACH 1997.
REPORTING
6 SHARED VOTING POWER
PERSON WITH
0
7 SOLE DISPOSITIVE POWER
13,972,320. (Includes 159,729 shares issuable upon
conversion by the Reporting Person of the Company's
Convertible Debenture due 1997.) In addition, 29,042
shares are beneficially owned by Thermo Voltek Corp.,
which is a 60.05% subsidiary of the Reporting Person.
These shares are issuable upon conversion by such
subsidiary of the Company's Convertible Debenture due
1997.
8 SHARED DISPOSITIVE POWER
0
PAGE
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CUSIP No. 83590101 13G Page 4 of 9 Pages
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,972,320. (Includes 159,729 shares issuable upon conversion by
the Reporting Person of the Company's Convertible Debenture due
1997.) In addition, 29,042 shares are beneficially owned by
Thermo Voltek Corp., which is a 60.05% subsidiary of the
Reporting Person. These shares are issuable upon conversion by
such subsidiary of the Company's Convertible Debenture due 1997.
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
80.65%. In addition, the shares beneficially owned by Thermo
Voltek Corp. represent .169% of the class.
12 TYPE OF REPORTING PERSON *
CO
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CUSIP No. 83590101 13G Page 5 of 9 Pages
Item 1:
- -------
(a) Name Of Issuer:
---------------
Thermo Process Systems Inc., a Delaware corporation (the "Company").
(b) Address Of Issuer's Principal Executive Office:
The principal executive office of the Company is located at 12068
Market Street, Livonia, Michigan 48150.
Item 2:
- -------
(a) Name Of Person Filing:
----------------------
This statement is filed by Thermo Electron Corporation, a Delaware
corporation.
(b) Address Of Principal Business Office:
-------------------------------------
The executive offices of Thermo Electron Corporation are located at 81
Wyman Street, Waltham, Massachusetts 02254.
(c) Citizenship:
------------
Thermo Electron Corporation is a Delaware corporation.
(d) Title Of Class Of Securities:
-----------------------------
This statement relates to the Company's Common Stock, $.10 par value
per share.
(e) CUSIP Number:
-------------
The CUSIP number for the Company's Common Stock is 883590101.
Item 3: If This Statement Is Filed Pursuant To Rule 13d-1(b), Or 13d-2(b),
- -------
Check Whether The Person Filing Is A:
Not applicable; filed pursuant to Rule 13d-1(c).
Item 4: Ownership
- ------- ---------
(a) Amount Beneficially Owned:
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CUSIP No. 83590101 13G Page 6 of 9 Pages
13,972,320 shares (which includes 159,729 shares issuable upon
conversion by Thermo Electron Corporation of a 6 1/2% Convertible
Subordinated Debenture due 1997 of the Company.) In addition, 29,042
shares are beneficially owned by Thermo Voltek Corp., which is a
60.05% subsidiary of the Reporting Person. These shares are issuable
upon conversion by such subsidiary of a 6 1/2% Convertible
Subordinated Debenture due 1997 of the Company.
(b) Percent Of Class:
-----------------
80.65%. In addition, the shares beneficially owned by Thermo Voltek
Corp. represent .169% of the class.
(c) Number Of Shares As To Which Such Person Has:
---------------------------------------------
(i) sole power to vote or to direct the vote:
13,972,320 shares (which includes 159,729 shares issuable upon
conversion by Thermo Electron Corporation of a 6 1/2% Convertible
Subordinated Debenture due 1997 of the Company.) In addition, 29,042
shares are beneficially owned by Thermo Voltek Corp., which is a
60.05% subsidiary of the Reporting Person. These shares are issuable
upon conversion by such subsidiary of a 6 1/2% Convertible
Subordinated Debenture due 1997 of the Company.
(ii) shared power to vote or to direct the vote:
None
(iii) sole power to dispose or to direct the disposition of:
13,972,320 shares (which includes 159,729 shares issuable upon
conversion by Thermo Electron Corporation of a 6 1/2% Convertible
Subordinated Debenture due 1997 of the Company.) In addition, 29,042
shares are beneficially owned by Thermo Voltek Corp., which is a
60.05% subsidiary of the Reporting Person. These shares are issuable
upon conversion by such subsidiary of a 6 1/2% Convertible
Subordinated Debenture due 1997 of the Company.
(iv) shared power to dispose or to direct the disposition of:
None
Item 5: Ownership Of Five Percent Or Less Of A Class:
- ------- ---------------------------------------------
Not applicable
Item 6: Ownership Of More Than Five Percent On Behalf Of Another Person:
- ------- ----------------------------------------------------------------
None
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CUSIP No. 83590101 13G Page 7 of 9 Pages
Item 7: Identification And Classification Of The Subsidiary Which Acquired The
- -------
Security Being Reported On By The Parent Holding Company:
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See attached Exhibit
Item 8: Identification And Classification Of Members Of The Group:
- ------- ---------------------------------------------------------
Not applicable
Item 9: Notice Of Dissolution Of Group:
- ------- -------------------------------
Not applicable
Item 10: Certification:
- -------- --------------
Not applicable
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CUSIP No. 83590101 13G Page 8 of 9 Pages
Signature:
- ----------
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 13, 1995
---------------------
THERMO ELECTRON CORPORATION
By /s/ Sandra L. Lambert, Secretary
--------------------------------
Sandra L. Lambert, Secretary
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CUSIP No. 83590101 13G Page 9 of 9 Pages
Exhibit to Item 7
- -----------------
13,972,320 shares (which includes 159,729 shares issuable upon conversion
by Thermo Electron Corporation of a 6 1/2% Convertible Subordinated Debenture
due 1997 of the Company) of common stock of the Company reported in this
statement as beneficially owned by Thermo Electron Corporation are owned
indirectly through The Thermo Electron Companies Inc., a Wisconsin corporation
