Filer: Thermo Electron Corporation
Subject Company: Thermo Instrument Systems Inc.
Subject Company Exchange Act File No.: 1-9786
Registration Statement No.: 333-35478
Press release:
Investor Contact: 781-622-1111
Media Contact: 781-622-1252
Thermo Electron Further Extends Exchange Offer for
Thermo Instrument Shares to June 29, 2000
WALTHAM, Mass., June 14, 2000 - Thermo Electron Corporation (NYSE-TMO) announced
that it has further extended the exchange offer for Thermo Instrument Systems
Inc. (ASE-THI) common stock until midnight on June 29, 2000. The offer was
extended because Thermo Electron does not expect the Securities and Exchange
Commission (SEC) to declare Thermo Electron's registration statement for the
exchange offer effective prior to the previously announced expiration date.
Thermo Electron expects to file today an amendment to its registration statement
responding to comments from the SEC. The company may not accept shares of Thermo
Instrument common stock tendered in the exchange offer until the registration
statement is declared effective by the SEC. Other terms and conditions of the
exchange offer remain unchanged.
According to a preliminary report from the depositary for the exchange
offer, approximately 12.2 million shares of Thermo Instrument common stock had
been tendered and not withdrawn pursuant to the exchange offer as of the close
of business on Tuesday, June 13, 2000. These shares represent approximately 9
percent of total Thermo Instrument shares outstanding, and when combined with
shares held by Thermo Electron, represent approximately 98 percent.
Because of the extension announced today, holders of Thermo Instrument
common stock may tender or withdraw their shares until midnight on Thursday,
June 29, 2000, unless the exchange offer is further extended. The exchange offer
previously had been scheduled to expire at midnight on June 16, 2000.
On April 24, 2000, Thermo Electron mailed a preliminary prospectus to
registered holders of Thermo Instrument shares regarding the exchange offer and
the merger, accompanied by a letter of transmittal that Thermo Instrument
shareholders can use to tender their shares in the exchange offer. Beneficial
owners of Thermo Instrument shares holding in street name through their brokers
can receive the preliminary prospectus and letter of transmittal from their
broker and should contact their broker for those documents. In any case, copies
of the preliminary prospectus and letter of transmittal may be requested from
D.F. King & Co., Inc., the information agent for the exchange offer, by calling
(800) 290-6433.
Thermo Electron Corporation is a leading provider of analytical and
monitoring instruments used in a broad range of applications, from life sciences
research to telecommunications to food and beverage production. In addition,
Thermo Electron serves the healthcare market through a family of medical
products, and is a major producer of paper recycling systems and provides
water-clarification and fiber-recovery products and services. As announced on
January 31, 2000, the company has initiated a major reorganization that would
transform it into one company focused on its core measurement and detection
instruments business. More information is available on the Internet at
http://www.thermo.com.
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Other Important Information:
We urge investors and security holders to read the following documents when they
become available regarding the exchange offer and the merger described in this
announcement, because they contain important information:
- Thermo Electron's preliminary prospectus, any prospectus supplement, final
prospectus, and other exchange offer materials.
- Thermo Electron's registration statement on form S-4 and Schedule TO, as
amended, which contain or incorporate by reference the documents listed
above and other information.
- Thermo Instrument's solicitation/recommendation statement on schedule
14D-9.
These documents and amendments to these documents have been or will be filed
with the SEC. When these and other documents are filed with the SEC, they may be
obtained for free at the SEC's Web site at www.sec.gov. You may also obtain for
free each of these documents, when available, from us. You can call us at (781)
622-1111 or write to us at:
Investor Relations Department
Thermo Electron Corporation
81 Wyman Street, P.O. Box 9046
Waltham, MA 02454-9046
The following constitutes a "Safe Harbor" statement under the Private Securities
Litigation Reform Act of 1995: This press release 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 the company's annual report on Form 10-K, for the
year ended January 1, 2000. These include risks and uncertainties relating to:
the company's corporate reorganization, acquisition strategy, growth strategy,
international operations, product development and technological change, possible
changes in governmental regulations, changes in both capital spending by
commercial customers and government funding policies, and dependence on
intellectual property rights.
