UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
ThermoLase Corporation
(Name of Issuer)
Units, each consisting of one share of Common Stock, par value $.01 per
share, and one Redemption Right
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(Title of Class of Securities)
883624-20-7
(CUSIP Number)
Seth H. Hoogasian, Esq.
General Counsel
(781)622-1000
Thermo Electron Corporation
81 Wyman Street
Waltham, MA 02454-9046
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
June 7, 1999
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
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<PAGE>
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thermo Electron Corporation
IRS No. 04-2209186
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
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(a) [ ]
(b) [ x ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC; OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
[ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON 1,620,127
WITH
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8 SHARED VOTING POWER
0
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9 SOLE DISPOSITIVE POWER
1,620,127
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10 SHARED DISPOSITIVE POWER
0
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<PAGE>
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
1,620,127
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
81%
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14 TYPE OF REPORTING PERSON *
CO
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<PAGE>
Thermo Electron Corporation hereby amends its statement on Schedule 13D
relating to the units (the "Units") issued by ThermoLase Corporation (the
"Issuer"), each Unit consisting of one share of the Issuer's common stock, par
value $0.01 per share (the "Common Stock"), and one redemption right, as set
forth below.
Item 2. Identity and Background
The first paragraph of Item 2 is hereby amended and restated in its
entirety as follows:
This Amendment is being filed by Thermo Electron Corporation (the
"Reporting Person"), pursuant to Rule 13d-2, to reflect an increase in the
Reporting Person's holdings of the Units, since the date of the Reporting
Person's last filing on Schedule 13D, in May 1999, of more than one percent.
Item 3. Source and Amount of Funds or Other Consideration.
The following are hereby added as the first two sentences of Item 3:
The Reporting Person has expended approximately $4,950,000 in purchasing
Units since the date of its last filing on Schedule 13D. These funds were paid
out of the Reporting Person's working capital.
Item 5. Interest in Securities of the Issuer.
Items 5(a) and (c) are hereby amended and restated in their entirety as
follows:
(a) The Reporting Person beneficially owns 1,620,127 Units, or
approximately 81% of the outstanding Units. To the knowledge of the Reporting
Person, Mr. Robert A. McCabe, a director of the Reporting Person, is the sole
executive officer or director of the Reporting Person who beneficially owns
Units. Mr. McCabe owns 831 Units, or approximately 0.04% of the outstanding
Units. Beneficial ownership of the Common Stock by the executive officers and
directors of the Reporting Person is reported separately in Schedule 13D filings
by the Reporting Person relating to its ownership of the Common Stock.
While certain directors and executive officers of the Reporting Person are
also directors and officers of the Issuer, all such persons disclaim beneficial
ownership of the Units owned by the Reporting Person.
(c) On June 7, 1999, the Reporting Person purchased an aggregate of
267,334 Units on the open market at a price of $18.50 per Unit. To the knowledge
of the Reporting Person, the executive officers and directors of the Reporting
Person have effected no transactions in the Units since the date of the
Reporting Person's last filing on Schedule 13D.
<PAGE>
Signature
After reasonable inquiry and to the best of its knowledge and belief, the
Reporting Person certifies that the information set forth in this statement is
true, complete and correct.
Date: June 18, 1999 THERMO ELECTRON CORPORATION
By: /s/ Kenneth J. Apicerno
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Kenneth J. Apicerno
Treasurer
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Appendix A is hereby amended and restated in its entirety as follows:
APPENDIX A
The following individuals are executive officers or directors of Thermo Electron
Corporation ("Thermo Electron"). Unless otherwise noted, all such individuals
are citizens of the United States. Unless otherwise noted, the business address
of each executive officer and director of Thermo Electron is 81 Wyman Street,
Waltham, Massachusetts 02454-9046.
John M. Albertine: Director, Thermo Electron
Dr. Albertine is Chairman of the Board and Chief Executive Officer of Albertine
Enterprises, Inc., an economic and public policy consulting firm. His business
address is Albertine Enterprises, Inc., 1156 15th Street NW., Suite 505,
Washington, DC 20005.
Samuel W. Bodman: Director, Thermo Electron
Mr. Bodman is Chairman and Chief Executive Officer of Cabot Corporation, a
manufacturer of specialty chemicals and materials. His business address is Cabot
Corporation, 75 State Street, Boston, Massachusetts 02109.
Peter O. Crisp: Director, Thermo Electron
Mr. Crisp was, until August 1997, a General Partner of Venrock Associates,
a venture capital investment firm. He has been the vice chairman of Rockefeller
Financial Services, Inc. since December 1997.
Elias P. Gyftopoulos: Director, Thermo Electron
Dr. Gyftopoulos is Professor Emeritus of the Massachusetts Institute of
Technology. His business address is Massachusetts Institute of Technology, Room
24-109, 77 Massachusetts Avenue, Cambridge, Massachusetts 02139.
Frank Jungers: Director, Thermo Electron
Mr. Jungers is a consultant on business and energy matters. His business
address is 822 NW Murray, Suite 242, Portland, Oregon 97229.
<PAGE>
Robert A. McCabe: Director, Thermo Electron
Mr. McCabe is Chairman of Pilot Capital Corporation, a firm which is
engaged in private investments. His business address is Pilot Capital
Corporation, 444 Madison Avenue, Suite 2103, New York, New York 10022.
Donald E. Noble: Director, Thermo Electron
For more than 20 years, from 1959 to 1980, Mr. Noble served as the Chief
Executive Officer of Rubbermaid, Incorporated, first with the title of President
and then as Chairman of the Board. His business address is Rubbermaid
Incorporated, 1147 Akron Road, Wooster, Ohio 44691.
Robert W. O'Leary: Director, Thermo Electron
Mr. O'Leary is the President and Chairman of Premier, Inc., a strategic
healthcare alliance. His business address is Premier, Inc., 12225 El Camino
Real, San Diego, California 92130.
Hutham S. Olayan: Director, Thermo Electron
Ms. Olayan is the President and a director of Olayan America Corporation, a
firm engaged in private investments, including real estate, and advisory
services. Her business address is Suite 1100, 505 Park Avenue, New York, New
York 10022. Ms. Olayan is a citizen of Saudi Arabia.
Roger D. Wellington: Director, Thermo Electron
Mr. Wellington is the President and Chief Executive Officer of Wellington
Consultants, Inc. and of Wellington Associates, Inc., international business
consulting firms.
Richard F. Syron: Director, President and Chief Executive
Officer, Thermo Electron
George N. Hatsopoulos: Director and Chairman of the Board,
Thermo Electron
John N. Hatsopoulos: Director and Vice Chairman of the
Board, Thermo Electron
<PAGE>
Theo Melas-Kyriazi: Vice President and Chief Financial
Officer, Thermo Electron
Mr. Melas-Kyriazi is a citizen of Greece.
Earl R. Lewis: Chief Operating Officer, Measurement
and Detection, Thermo Electron
William A. Rainville: Chief Operating Officer, Recycling and
Resource Recovery, Thermo Electron
Paul F. Kelleher: Senior Vice President, Finance & A
dministration and Chief Accounting
Officer, Thermo Electron
Brian D. Holt: Chief Operating Officer, Energy and
Environment, Thermo Electron
John T. Keiser: Chief Operating Officer, Biomedical and
Emerging Technologies, Thermo Electron