SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
---------------------------------------
AMENDMENT NO. 1 ON FORM 10-Q/A
(mark one)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the Quarter Ended April 1, 1995.
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
Commission File Number 1-8002
THERMO ELECTRON CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 04-2209186
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
81 Wyman Street, P.O. Box 9046
Waltham, Massachusetts 02254-9046
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617)622-1000
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
Indicate the number of shares outstanding of each of the
issuer's classes of Common Stock, as of the latest practicable
date.
Class Outstanding at April 28, 1995
----------------------------- -----------------------------
Common Stock, $1.00 par value 55,263,148
PAGE
<PAGE>
FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
Amendment to Item 1 - Financial Statements
The amounts shown for "Cost of products" and "Cost of services" in
the Consolidated Statement of Income for the three months ended April
1, 1995 have been amended. This amended information replaces the
corresponding information filed originally in the Form 10-Q.
PAGE
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FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
PART I - Financial Information
Item 1 - Financial Statements
(a) Consolidated Balance Sheet - Assets as of April 1, 1995 and
December 31, 1994 (In thousands)
April 1, December 31,
1995 1994
---------- ------------
Current Assets:
Cash and cash equivalents $ 406,346 $ 383,005
Short-term available-for-sale
investments, at quoted market value
(amortized cost of $498,509 and $617,837) 500,756 614,915
Accounts receivable, less allowances
of $24,096 and $21,664 378,620 353,436
Unbilled contract costs and fees 73,380 53,914
Inventories:
Raw materials and supplies 140,417 128,876
Work in process 50,194 44,711
Finished goods 65,674 59,795
Prepaid income taxes 53,606 57,824
Prepaid expenses 20,988 15,148
---------- ----------
1,689,981 1,711,624
---------- ----------
Property, Plant and Equipment, at Cost 839,632 811,325
Less: Accumulated depreciation and
amortization 195,837 186,437
---------- ----------
643,795 624,888
---------- ----------
Long-term Available-for-sale
Investments, at Market Value
(amortized cost of $82,630 and $65,218) 81,756 62,451
---------- ----------
Long-term Held-to-maturity Investments
(quoted market value of $22,810) 22,569 -
---------- ----------
Other Assets 85,393 85,338
---------- ----------
Cost in Excess of Net Assets of
Acquired Companies 621,096 577,634
---------- ----------
$3,144,590 $3,061,935
========== ==========
The accompanying notes are an integral part of these consolidated
financial statements.
2PAGE
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FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
(a) Consolidated Balance Sheet - Liabilities and Shareholders'
Investment as of April 1, 1995 and December 31, 1994 (In thousands
except share amounts)
April 1, December 31,
1995 1994
---------- ------------
Current Liabilities:
Notes payable and current maturities of
long-term obligations $ 88,015 $ 85,697
Accounts payable 120,655 125,074
Accrued payroll and employee benefits 79,473 79,849
Accrued income taxes 32,143 35,845
Accrued installation and warranty costs 35,772 33,442
Other accrued expenses 213,532 200,985
---------- ----------
569,590 560,892
---------- ----------
Deferred Income Taxes and Other Items 118,292 115,973
---------- ----------
Long-term Obligations:
Senior convertible obligations 586,233 620,000
Subordinated convertible obligations 177,124 186,661
Tax-exempt obligations 131,000 130,985
Nonrecourse tax-exempt obligations 95,300 95,300
Other 41,322 16,904
---------- ----------
1,030,979 1,049,850
---------- ----------
Minority Interest 340,084 327,734
---------- ----------
Common Stock of Subsidiary Subject to
Redemption ($18,450 redemption value) 17,288 -
---------- ----------
Shareholders' Investment:
Common stock, $1 par value, 175,000,000
shares authorized; 54,814,197 and
53,558,248 shares issued 54,814 53,558
Capital in excess of par value 514,096 493,058
Retained earnings 501,944 472,396
Treasury stock at cost, 136,417 and
38,318 shares (6,439) (1,631)
Cumulative translation adjustment 5,408 (3,557)
Deferred compensation (2,354) (2,657)
Net unrealized gain (loss) on available-
for-sale investments 888 (3,681)
---------- ----------
1,068,357 1,007,486
---------- ----------
$3,144,590 $3,061,935
========== ==========
The accompanying notes are an integral part of these consolidated
financial statements.
3PAGE
<PAGE>
FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
(b) Consolidated Statement of Income for the three months ended April
1, 1995 and April 2, 1994 (In thousands except per share amounts)
Three Months Ended
-------------------
April 1, April 2,
1995 1994
-------- ---------
Revenues:
Product revenues $388,025 $311,208
Service revenues 43,908 32,386
Research and development contract revenues 46,612 40,130
-------- --------
478,545 383,724
-------- --------
Costs and Expenses:
Cost of products 227,876 184,676
Cost of services 30,571 23,388
Expenses for research and development and
new lines of business (a) 63,143 53,658
Selling, general and administrative expenses 109,583 83,788
Costs associated with divisional and product
restructuring 1,522 -
-------- --------
432,695 345,510
-------- --------
Operating Income 45,850 38,214
Gain on Issuance of Stock by Subsidiaries
(Note 2) 12,883 8,494
Other Expense, Net (Note 3) (3,347) (3,700)
-------- --------
Income Before Income Taxes and Minority Interest 55,386 43,008
Provision for Income Taxes 18,434 14,535
Minority Interest Expense 7,404 5,548
-------- --------
Net Income $ 29,548 $ 22,925
======== ========
Earnings per Share:
Primary $ .55 $ .45
======== ========
Fully diluted $ .49 $ .41
======== ========
Weighted Average Shares:
Primary 53,721 50,492
======== ========
Fully diluted 69,624 61,853
======== ========
(a) Includes costs of:
Research and development contracts $ 40,803 $ 35,640
Internally funded research and development 21,532 17,015
Other expenses for new lines of business 808 1,003
-------- --------
$ 63,143 $ 53,658
======== ========
The accompanying notes are an integral part of these consolidated
financial statements.
5PAGE
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FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
(c) Condensed Consolidated Statement of Cash Flows for the three months
ended April 1, 1995 and April 2, 1994 (In thousands)
Three Months Ended
--------------------
April 1, April 2,
1995 1994
--------- ---------
Operating Activities:
Net cash provided by operating activities $ 2,398 $ 18,058
--------- ---------
Investing Activities:
Acquisitions, net of cash acquired (49,467) (133,508)
Purchases of available-for-sale investments (104,765) (132,464)
Purchases of held-to-maturity investments (22,300) -
Proceeds from sale and maturities of
available-for-sale investments 207,146 148,539
Purchases of property, plant and equipment (12,724) (13,272)
Proceeds from sale of property, plant and
equipment 1,225 1,269
Decrease in net restricted funds - 23,420
Other (1,539) (7,106)
--------- ---------
Net cash provided by (used in) investing
activities 17,576 (113,122)
--------- ---------
Financing Activities:
Net proceeds from issuance of long-term
obligations 313 32,138
Repayment and repurchase of long-term
obligations (6,654) (10,332)
Proceeds from issuance of Company and
subsidiary common stock 51,272 24,181
Purchases of subsidiary common stock (44,257) (19,068)
Other 730 (469)
--------- ---------
Net cash provided by financing activities 1,404 26,450
--------- ---------
Exchange Rate Effect on Cash 1,963 520
--------- ---------
Increase (Decrease) in Cash and Cash Equivalents 23,341 (68,094)
Cash and Cash Equivalents at Beginning of Period 383,005 325,989
--------- ---------
Cash and Cash Equivalents at End of Period $ 406,346 $ 257,895
========= =========
6PAGE
<PAGE>
FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
(c) Condensed Consolidated Statement of Cash Flows for the three months
ended April 1, 1995 and April 2, 1994 (In thousands) (continued)
Three Months Ended
--------------------
April 1, April 2,
1995 1994
--------- ---------
Supplemental Cash Flow Information:
Provision for losses on accounts receivable $ 1,641 $ 1,027
Cash paid for:
Interest $ 22,250 $ 15,926
Income taxes $ 11,108 $ 7,724
Noncash activities:
Conversions of convertible obligations $ 41,115 $ 11,855
Issuance of long-term debt in connection
with acquisition $ 22,300 $ -
The accompanying notes are an integral part of these consolidated
financial statements.
7PAGE
<PAGE>
FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
(d) Notes to Consolidated Financial Statements - April 1, 1995
1. General
The interim consolidated financial statements presented have been
prepared by Thermo Electron Corporation (the Company) without audit
and, in the opinion of management, reflect all adjustments of a normal
recurring nature necessary for a fair statement of (a) the results of
operations for the three-month periods ended April 1, 1995 and
April 2, 1994, (b) the financial position at April 1, 1995, and (c) the
cash flows for the three-month periods ended April 1, 1995 and
April 2, 1994. Interim results are not necessarily indicative of
results for a full year.
The consolidated balance sheet presented as of December 31, 1994,
has been derived from the consolidated financial statements that have
been audited by the Company's independent public accountants. The
consolidated financial statements and notes are presented as permitted
by Form 10-Q and do not contain certain information included in the
annual financial statements and notes of the Company. The consolidated
financial statements and notes included herein should be read in
conjunction with the financial statements and notes included in the
Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 1994, filed with the Securities and Exchange Commission.
2. Transactions in Stock of Subsidiaries
"Gain on issuance of stock by subsidiaries" in the accompanying
statement of income for the three-month period ended April 1, 1995,
resulted primarily from the following:
An initial public offering of 2,333,556 shares of Thermo
Ecotek Corporation common stock in February 1995 at $12.75
per share for net proceeds of $27.5 million resulted in a
gain of $7.9 million.
A private placement of 700,000 shares of Thermo
BioAnalysis Corporation common stock in March 1995 at
$10.00 per share for net proceeds of $6.5 million resulted
in a gain of $4.7 million that was recorded by the
Company's Thermo Instrument Systems Inc. subsidiary.
8PAGE
<PAGE>
FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
(d) Notes to Consolidated Financial Statements - April 1, 1995
(continued)
3. Other Expense, Net
The components of "Other expense, net" in the accompanying statement
of income are:
Three Months Ended
------------------
April 1, April 2,
(In thousands) 1995 1994
-------------------------------------------------------------------
Interest income $ 14,514 $ 7,199
Interest expense (18,391) (10,347)
Equity in income (loss) of
unconsolidated subsidiaries 5 (1,207)
Gain on sale of investments 1,187 611
Other income (expense), net (662) 44
-------- --------
$ (3,347) $ (3,700)
======== ========
4. Acquisition
On March 15, 1995, the Company acquired Coleman Research Corporation
in exchange for 2,668,149 shares of Company common stock, including
135,241 shares reserved for issuance upon exercise of stock options.
Coleman Research provides systems integration, systems engineering, and
analytical services to government customers in the fields of
information technology, energy and the environment, software
engineering, launch systems, advanced radar and imaging, and healthcare
systems. The acquisition has been accounted for under the
pooling-of-interests method. Accordingly, all historical financial
information presented has been restated to include the acquisition of
Coleman Research. Revenues and net income for the three-month period
ended April 2, 1994, as previously reported by the separate entities
prior to the acquisition and as restated for the combined Company, are
as follows:
Three Months Ended
------------------
(In thousands) April 2, 1994
-------------------------------------------------------------------
Revenues:
Previously reported $350,476
Coleman Research 33,248
--------
$383,724
========
Net Income:
Previously reported $ 22,541
Coleman Research 384
--------
$ 22,925
========
9PAGE
<PAGE>
FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
(d) Notes to Consolidated Financial Statements - April 1, 1995
(continued)
5. Subsequent Event
In March 1995, the Company declared a three-for-two stock split in
the form of a 50% stock dividend, which is payable on May 24, 1995, to
shareholders of record as of April 26, 1995. Common shares outstanding
as of April 1, 1995, on a pro forma basis to reflect the stock split
would have been 82,016,670 shares. The following table presents other
selected financial data on a pro forma basis to reflect the stock
split.
Three Months Ended
--------------------
April 1, April 2,
(In thousands except per share amounts) 1995 1994
----------------------------------------------------------------------
Earnings Per Share:
Primary $ .37 $ .30
Fully diluted $ .32 $ .27
Weighted Average Shares:
Primary 80,582 75,737
Fully diluted 104,436 92,780
Financial results for the three months ended April 1, 1995 and prior
periods will be restated in the second quarter of 1995 to reflect the
stock split.
10PAGE
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FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
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 thereunto duly authorized as of the 10th day of May
1995.
THERMO ELECTRON CORPORATION
Paul F. Kelleher
---------------------------
Paul F. Kelleher
Vice President, Finance
John N. Hatsopoulos
---------------------------
John N. Hatsopoulos
Chief Financial Officer
11PAGE
<PAGE>
FORM 10-Q/A
April 1, 1995
THERMO ELECTRON CORPORATION
EXHIBIT INDEX
Exhibit Number Document Page
-------------- -------- ----
27 Financial Data Schedule.
12<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THERMO
ELECTRON CORPORATION'S AMENDMENT NO. 1 ON FORM 10-Q/A FOR THE QUARTER ENDED
APRIL 1, 1995.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-30-1995
<PERIOD-END> APR-01-1995
<CASH> 406,346
<SECURITIES> 500,756
<RECEIVABLES> 378,620
<ALLOWANCES> 24,096
<INVENTORY> 256,285
<CURRENT-ASSETS> 1,689,981
<PP&E> 839,632
<DEPRECIATION> 195,837
<TOTAL-ASSETS> 3,144,590
<CURRENT-LIABILITIES> 569,590
<BONDS> 1,030,979
<COMMON> 54,814
0
0
<OTHER-SE> 1,013,543
<TOTAL-LIABILITY-AND-EQUITY> 3,144,590
<SALES> 388,025
<TOTAL-REVENUES> 478,545
<CGS> 227,876
<TOTAL-COSTS> 299,250<F1>
<OTHER-EXPENSES> 23,862<F2>
<LOSS-PROVISION> 1,641
<INTEREST-EXPENSE> 18,391
<INCOME-PRETAX> 55,386
<INCOME-TAX> 18,434
<INCOME-CONTINUING> 29,548
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 29,548
<EPS-PRIMARY> .55
<EPS-DILUTED> .49
<FN>
<F1>THIS LINE IS MADE UP OF THE FOLLOWING INCOME STATEMENT ACCOUNTS: "COST OF
PRODUCTS", "COST OF SERVICES", AND "RESEARCH AND DEVELOPMENT CONTRACTS".
<F2>THIS LINE IS MADE UP OF THE FOLLOWING INCOME STATEMENT ACCOUNTS: "COSTS
ASSOCIATED WITH DIVISIONAL AND PRODUCT RESTRUCTURING", "INTERNALLY FUNDED
RESEARCH AND DEVELOPMENT" AND "OTHER EXPENSES FOR NEW LINES OF BUSINESS".
</FN>
</TABLE>
