SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): November 15, 2001
Thermo Electron Corporation
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(Exact name of Registrant as Specified in its Charter)
Delaware 1-8002 04-2209186
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
81 Wyman Street, P.O. Box 9046, Waltham, Massachusetts 02454-9046
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 781-622-1000
Not Applicable
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(Former Name or Former Address if Changed Since Last Report)
ITEM 5: OTHER EVENTS.
At 4 P.M. on November 15, 2001, Thermo Electron Corporation ("Thermo
Electron") distributed as a dividend to its stockholders 0.1461 shares of common
stock of Viasys Healthcare Inc. for each share of Thermo Electron common stock
outstanding as of 4 P.M. Eastern time on November 7, 2001. This action completes
the previously announced distribution described in Thermo Electron's Current
Report on Form 8-K filed with the Securities and Exchange Commission on October
12, 2001.
The full text of Thermo Electron's press release dated November 16, 2001
relating to the completion of the spin-off distribution is filed as Exhibit 99.1
to this Current Report on Form 8-K and is incorporated herein by this reference.
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
99.1 Press Release dated November 16, 2001.
99.2 Plan of Agreement of Distribution dated November 15, 2001 by and
between Thermo Electron Corporation and Viasys Healthcare Inc.
99.3 Tax Matters Agreement dated November 15, 2001 by and between
Thermo Electron Corporation and Viasys Healthcare Inc.
99.4 Transition Services Agreement dated November 15, 2001 by and
between Thermo Electron Corporation and Viasys Healthcare Inc.
99.5 Promissory Note issued by Viasys Healthcare Inc. to Thermo
Electron.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
THERMO ELECTRON CORPORATION
Date: November 16, 2001 /s/ Theo Melas-Kyriazi
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Name: Theo Melas-Kyriazi
Title: Vice President and Chief
Financial Officer
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EXHIBIT INDEX DESCRIPTION
Exhibit No. Description
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99.1 Press Release dated November 16, 2001.
99.2 Plan of Agreement of Distribution dated November 15, 2001 by
and between Thermo Electron Corporation and Viasys Healthcare
Inc.
99.3 Tax Matters Agreement dated November 15, 2001 by and between
Thermo Electron Corporation and Viasys Healthcare Inc.
99.4 Transition Services Agreement dated November 15, 2001 by and
between Thermo Electron Corporation and Viasys Healthcare
Inc.
99.5 Promissory Note issued by Viasys Healthcare Inc. to Thermo
Electron.
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