SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
__________________________________________
FORM 10-K
(mark one)
[ X ] Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended December 30, 1995
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission file number 1-9786
THERMO INSTRUMENT SYSTEMS INC.
(Exact name of Registrant as specified in its charter)
Delaware 04-2925809
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
504 Airport Road, Post Office Box 2108
Santa Fe, New Mexico 87504-2108
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 622-1000
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
---------------------------- -----------------------
Common Stock, $.10 par value American Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
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, and (2) has been subject to the
filing requirements for at least the past 90 days. Yes [ X ] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of the Registrant's knowledge, in definitive proxy or
information statements incorporated by reference into Part III of this Form
10-K or any amendment to this Form 10-K. [ ]
The aggregate market value of the voting stock held by nonaffiliates of the
Registrant as of January 26, 1996, was approximately $345,740,000.
As of January 26, 1996, the Registrant had 91,682,067 shares of Common
Stock outstanding.
Documents Incorporated by Reference
Portions of the Registrant's Annual Report to Shareholders for the year
ended December 30, 1995, are incorporated by reference into Parts I and II.
Portions of the Registrant's definitive Proxy Statement for the Annual
Meeting of Shareholders to be held on May 19, 1996, are incorporated by
reference into Part III.
PAGE
PART I
Item 1. Business
(a) General Development of Business.
Thermo Instrument Systems Inc. (the Company or the Registrant) is a
worldwide leader in the development, manufacture, and marketing of
analytical, monitoring, process control, and imaging, inspection, and
measurement instruments used to identify and analyze air pollution,
radioactivity, complex chemical compounds, toxic metals, and other elements
in a broad range of liquids and solids, as well as to control, monitor,
image, inspect, and measure various industrial processes and life sciences
phenomena. Through its 72%-owned ThermoSpectra Corporation (ThermoSpectra)
subsidiary, the Company develops, manufactures, and markets precision
imaging, inspection, and measurement instrumentation that employ a variety
of energy sources or signals as well as high-speed data acquisition and
digital processing technologies. Through its 80%-owned Thermo BioAnalysis
Corporation (Thermo BioAnalysis) subsidiary, the Company develops,
manufactures, and sells instrumentation for the analytical biochemistry,
biopharmaceutical, and health physics instrumentation markets. Through its
wholly owned Thermo Optek Corporation (Thermo Optek) subsidiary, the
Company develops, manufactures, and markets optical and energy-based
analytical instruments. These instruments are used in the quantitative and
qualitative chemical analysis of elements and molecular compounds in a wide
variety of solids, liquids, and gases. The Company's wholly owned
ThermoQuest Corporation (ThermoQuest) subsidiary develops, manufactures,
and sells mass spectrometers, liquid chromatographs, and gas chromatographs
for the environmental, pharmaceutical, and industrial marketplaces. These
analytical instruments are used in the quantitative and qualitative
chemical analysis of organic and inorganic compounds at ultra-trace levels
of detection.
The Company has adopted a strategy of spinning out certain of its
businesses into separate subsidiaries and having these subsidiaries sell a
minority interest to outside investors. The Company believes that this
strategy provides additional motivation and incentives for the management
of the subsidiary through the establishment of subsidiary-level stock
option incentive programs, as well as capital to support the subsidiaries'
growth. In March and April 1995, Thermo BioAnalysis sold 1,601,500 shares
of its common stock in private placements at $10.00 per share for net
proceeds of $14.9 million. In August 1995, ThermoSpectra sold 1,725,000
shares of its common stock in an initial public offering at $14.00 per
share for net proceeds of $21.9 million. In October 1995, ThermoSpectra
sold 202,000 shares of its common stock in a private placement at $15.72
per share for net proceeds of $3.0 million.
In August 1995, ThermoQuest sold $96.3 million principal amount of 5%
subordinated convertible debentures due 2000 for net proceeds of $93.9
million. In October 1995, Thermo Optek sold $96.3 million principal amount
of 5% subordinated convertible debentures due 2000 for net proceeds of
$93.9 million. The debentures issued by ThermoQuest and Thermo Optek are
not convertible into common stock until after the issuing company completes
an initial public offering of common stock. In February 1996, ThermoQuest
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filed a registration statement with the Securities and Exchange Commission
(SEC) covering shares of common stock to be offered in its initial public
offering.
Effective April 2, 1995, the Company and Thermo TerraTech Inc. (Thermo
TerraTech) (formerly Thermo Process Systems Inc.) dissolved their Thermo
Terra Tech joint venture. Thermo TerraTech then purchased the services
businesses formerly operated by the joint venture from the Company for
$34.3 million in cash. The Company owned 49% of the joint venture and
accounted for its interest in the joint venture using the equity method.
Prior to the joint venture's formation on April 2, 1994, the Company's
services businesses comprised the Company's Services segment and were
consolidated in the Company's financial statements. The sale of the
businesses to Thermo TerraTech represents the Company's disposal of the
operations that comprised its Services segment.
The Company historically has expanded both through the acquisition of
companies and product lines and through internal development of new
products and technologies. During the past several years the Company has
completed a number of complementary acquisitions that have provided
additional technologies, specialized manufacturing or product development
expertise, and broader capabilities in marketing and distribution. In
19951, the Company's acquisitions included the assets of the Analytical
Instruments Division of Baird Corporation, a wholly owned subsidiary of Imo
Industries Inc., for $12.9 million in cash; Bakker Electronics Dongen B.V.
for $2.3 million in cash; Gould Instrument Systems, Inc. for $25.8 million
in cash, which includes the repayment of $6.0 million of bank debt;
Euroglas B.V. for $0.9 million in cash; the assets of the Flow Automation
Division of Galveston-Houston Company for $7.8 million in cash and the
assumption of certain liabilities; and the Analytical Instrument Division
of Analytical Technology, Inc. (ATI) for $43.3 million in cash, which
includes the repayment of $7.0 million of bank debt, subject to
post-closing adjustments. In February 1996, the Company acquired Dynatech
Laboratories Worldwide (DLW) from Dynatech Corporation for approximately
$43 million in cash, subject to post-closing adjustments. On March 1, 1995,
the Company entered into an agreement with Fisons plc (Fisons) to acquire
the Scientific Instruments Division of Fisons for approximately 202 million
British pounds sterling. On April 13, 1995, the Company announced that it
had received a "second request" for information regarding the transaction
from the U.S. Federal Trade Commission (FTC). After extensive discussions
with Fisons and the FTC, in January 1996 the Company withdrew its original
pre-merger notification filing under the Hart-Scott-Rodino Antitrust
Improvements Act (the HSR Act), and submitted a new filing with respect to
a modified form of the acquisition. On February 15, 1996, the Company
announced that the FTC had granted early termination of the waiting period
under the HSR Act with respect to the modified acquisition and on March 1,
1996, the Company announced that it had received clearance from U.K.
antitrust regulatory authorities. The form of the acquisition cleared by
the FTC and the U.K. authorities excludes from the businesses to be
acquired by the Company substantially all of the mass spectrometer
businesses of Fisons and a high-resolution mass spectrometer/inductively-
coupled plasma (ICP) product. These businesses accounted for slightly less
than 20% of the 1995 revenues of Fisons' Scientific Instruments Division.
The new purchase price is expected to be slightly less than 150 million
British pounds sterling, and will be subject to a post-closing adjustment
1 References to 1995, 1994, and 1993 herein are for the fiscal years ended
December 30, 1995, December 31, 1994, and January 1, 1994, respectively.
3PAGE
based on the net asset value of the acquired businesses as of the closing
date. The modified acquisition is still subject to the consent of certain
third parties and the satisfaction of other closing conditions. The
Scientific Instruments Division of Fisons is principally composed of
operations that are involved in the research, development, manufacture, and
sale of analytical instruments to industrial and research laboratories
worldwide. The Company intends to fund the purchase price of this
acquisition from available cash and through borrowings from Thermo Electron
Corporation (Thermo Electron).
The Company was incorporated in Delaware in May 1986 as a wholly owned
subsidiary of Thermo Electron to succeed the instruments businesses that
were previously conducted by several Thermo Electron subsidiaries. As of
December 30, 1995, Thermo Electron owned 78,459,585 shares, or 86%, of the
Company's outstanding common stock. Thermo Electron is a manufacturer of
biomedical products including heart-assist systems and mammography systems,
paper-recycling and papermaking equipment, alternative-energy systems,
industrial process equipment, and other specialized products. Thermo
Electron also provides environmental and metallurgical services and
conducts advanced technology research and development.
Thermo Electron intends, for the foreseeable future, to maintain at
least 80% ownership of the Company, so that it may continue to file
consolidated U.S. federal and state income tax returns with the Company.
This may require the purchase by Thermo Electron of additional shares of
common stock and/or convertible debentures of the Company from time to time
as the number of outstanding shares of the Company increases. These and any
other purchases may be made either on the open market or directly from the
Company or pursuant to conversions of the Company's 3 3/4% senior
convertible note due 2000 held by Thermo Electron. See Notes 5 and 11 to
Consolidated Financial Statements in the Registrant's 1995 Annual Report to
Shareholders for a description of the Company's outstanding stock options
and convertible obligations. During 1995, Thermo Electron purchased
2,864,000 shares of the Company's common stock on the open market at a
total cost of $65.9 million. All share amounts have been restated to
reflect a three-for-two stock split, effected in the form of a 50% stock
dividend, which was distributed in April 1995, and a five-for-four stock
split, effected in the form of a 25% stock dividend, which was distributed
in December 1995.
(b) Financial Information About Industry Segments.
The Company operates in one business segment: the manufacturing and
marketing of analytical, monitoring, process control, and imaging,
inspection, and measurement instruments used to identify and analyze air
pollution, radioactivity, complex chemical compounds, toxic metals, and
other elements in a broad range of liquids and solids, as well as to
control, monitor, image, inspect, and measure various industrial processes
and life sciences phenomena. Prior to April 4, 1994, the Company also
provided environmental science and engineering services, laboratory-based
testing, and nuclear physics services.
4PAGE
(c) Description of Business.
(i) Principal Products and Services
The Company manufactures and markets instruments that employ a variety
of advanced analytical techniques to determine the composition, structure,
and physical properties of natural and synthetic substances. The Company's
instruments are used for environmental and nuclear monitoring, process
control, as well as imaging, inspection, and measurement.
The Company has adopted Thermo Electron's spinout strategy in an
effort to more clearly focus its many analytical technologies on their more
specific niche markets. To date, the Company has completed an initial
public offering of ThermoSpectra, has privately offered equity in Thermo
BioAnalysis, and has privately sold convertible debentures in Thermo Optek
and ThermoQuest. The debentures issued by ThermoQuest and Thermo Optek are
not convertible into common stock until after the issuing company completes
an initial public offering of common stock. ThermoQuest filed a
registration statement with the SEC in February 1996 relating to its
initial public offering of common stock.
ThermoSpectra manufactures and markets precision imaging, inspection,
and measurement instruments based on high-speed data acquisition and
digital processing technologies to provide industrial and research
customers with integrated systems that address their specific needs.
ThermoSpectra's products include digital oscillographic recorders and data
acquisition systems that continuously measure and monitor signals from
various sensors; digital storage oscilloscopes (DSOs) that are capable of
taking hundreds of millions of measurements per second of transient signals
or short bursts of data; X-ray microanalyzers used as accessories to
electron microscopes to provide elemental materials analysis as a
supplement to the microscope's imaging capabilities; non-destructive X-ray
inspection systems for process monitoring and quality control applications;
and confocal laser scanning microscopes that use laser light to generate
precise optical images primarily for life science applications.
Thermo BioAnalysis develops, manufactures, and sells capillary
electrophoresis systems, matrix-assisted laser desorption/ionization
time-of-flight (MALDI-TOF) mass spectrometers, and health physics
instrumentation. Capillary electrophoresis is a separation technique based
on a combination of chromatographic and electroanalytical technologies and
is particularly useful in biochemical, pharmaceutical, and environmental
research. MALDI-TOF mass spectrometers measure the weight of the components
of a sample and identify inorganic chemical components and/or inorganic
elements contained within the sample. Thermo BioAnalysis' health physics
division manufactures and sells radiation detection and counting
instrumentation and sophisticated radiation monitoring systems to the
nuclear industry throughout the world. Through the February 1996
acquisition of DLW, Thermo BioAnalysis develops, manufactures, and sells
immunoassay products. Immunoassay is an analytical method used for the
qualitative and quantitative analysis of biological molecules. Immunoassay
products are widely used in pharmaceutical and biopharmaceutical research,
as well as for clinical testing of patient samples.
Thermo Optek is a leader in the development, manufacture, and
marketing of products used for both elemental and molecular analysis. These
products are based on several optical spectroscopy techniques, including
atomic emission (AE), atomic absorption (AA), and Fourier transform
5PAGE
infrared (FT-IR) and FT-Raman technologies. Thermo Optek's AE and AA
spectrometers identify and measure trace quantities of metals and other
elements in a wide variety of materials, including environmental samples
(such as soil, water, and wastes), foods, drugs, cosmetics, and alloys.
Thermo Optek sells its products to a range of customers in manufacturing
industries such as producers of aircraft, automobiles and trucks,
computers, chemicals, food, pharmaceuticals, and primary metals; in service
industries such as waste management companies and commercial testing
laboratories; and to government and university laboratories. Thermo Optek
is a leading manufacturer of sequential AE spectrometers, in which elements
are analyzed one at a time, and simultaneous AE spectrometers, in which
many elements can be measured at the same time. The principal type of AE
spectrometer used for elemental analysis of liquids is the ICP mass
spectrometer (ICP/MS), which allows for simultaneous multi-element testing.
Thermo Optek is a market and technology leader in ICP spectrometry and has
developed the first ultratrace ICP spectrometer, the first ICP spectrometer
to incorporate a solid state detector, and the first combined optical
emission/mass spectrometer. Thermo Optek produces AA spectrometers in
single-, double- and four-channel models. Thermo Optek is the only major
producer of multichannel AA spectrometers, which provide several
operational advantages over single-channel instruments, including speed of
analysis, increased accuracy, reduced sample consumption, and analysis over
an extended range of concentrations.
Thermo Optek is a leading manufacturer of molecular analysis systems
that use FT-IR and FT-Raman spectroscopic techniques. FT-IR and FT-Raman
spectrometers are designed to nondestructively determine the chemical
composition and physical properties of materials. These instruments are
used in many areas of chemical research, industrial quality control, and
process monitoring, and for solving a wide variety of materials-analysis
problems. Thermo Optek offers a variety of models ranging from newly
introduced models designed for routine applications to highly advanced
research-grade FT-IR spectrometers.
ThermoQuest is a leading manufacturer of commercial mass spectrometers
and has pioneered many of the significant developments and applications of
mass spectrometry. ThermoQuest's mass spectrometry products identify and
measure the components of a sample for organic chemical compounds or for
inorganic compounds. These instruments are used primarily by pharmaceutical
companies for drug research, testing, and quality control; by environmental
laboratories for testing water, air, and soil samples for compliance with
environmental regulations; by chemical companies for research and quality
control; by manufacturers for testing in certain industrial applications,
such as the manufacture of semiconductor components, and for quality
control; by food and beverage companies for quality control and to test
product contamination; and in forensic applications. ThermoQuest provides
both stand-alone mass spectrometers and combined systems that use its own
chromatographs or those purchased from other companies. These products span
a range of sensitivity, specificity, separation technologies, data-handling
capabilities, sizes, and prices.
ThermoQuest also manufactures high performance liquid chromatographs,
gas chromatographs, and related instruments and equipment used principally
in the research and development and production monitoring of
pharmaceuticals and chemicals, and for environmental monitoring. These
instruments separate the chemical components of substances for purposes of
identification and measurement. Gas chromatographs and liquid
chromatographs are widely used in environmental and industrial laboratories
6PAGE
as stand-alone instruments or in conjunction with mass spectrometers, where
the gas or liquid chromatograph separates a sample into individual chemical
components for the mass spectrometer to identify. Applications include the
identification of organic compounds, from pesticide residues on vegetables
to chlorinated organics in drinking water. In 1995, ThermoQuest introduced
its GCQ(TM) and LCQ(TM) benchtop gas chromatography/mass spectrometry and
liquid chromatography/ mass spectrometry products. These systems are based
on the Company's proprietary ion trap technology and are capable of
multi-stage mass spectrometry.
In other wholly owned businesses, the Company manufactures monitoring
instruments for two principal markets: the detection and measurement of
nuclear radiation, and the monitoring of air pollutants including toxic and
combustible gases.
The Company's nuclear radiation monitoring instruments detect and
measure alpha, beta, gamma, neutron, and X-ray radiation emitted by natural
sources and by radioactive materials used in nuclear power plants and
certain governmental, industrial, and medical facilities. The Company is a
leading manufacturer of a broad range of stand-alone and portable
instruments and computer-integrated instrument systems used to ensure the
safety of personnel from exposure to nuclear radiation. In addition, the
Company is a major supplier of instruments and systems that are
manufactured to European standards for personnel protection and
environmental monitoring. The Company also manufactures industrial gauging
and process control instruments used principally by manufacturers of flat
sheet materials, including metals, plastics, rubber, paper, and fibers.
The Company's air-monitoring instruments measure pollutants in ambient
air and from stationary sources such as industrial smokestacks. The
principal pollutants measured are oxides of nitrogen, sulfur dioxide,
carbon monoxide, ozone, and volatile organic compounds (VOCs). These
instruments are used by utility and industrial customers to ensure
compliance with environmental regulations, by government agencies to
monitor air quality, and by research facilities. The Occupational Safety
and Health Administration's safety requirements for protecting workers from
toxic or explosive atmospheres in confined spaces are addressed with the
Company's detectors, instruments, and systems for sensing, monitoring, and
warning of such dangers. These worker-safety products are used in a wide
range of applications, from large petrochemical plants, utilities, and
industrial manufacturing facilities to commercial buildings.
The 1995 acquisition of the Analytical Instrument Division of ATI
added to the Company's product offerings in several analytical areas,
notably in ultraviolet visual spectrometry and thermogravimetric analysis
(TGA). Ultraviolet visual spectrometry instruments are based upon the
selective absorbence of ultraviolet radiation by various substances. An
important use of ultraviolet instruments is the identification and
determination of biologically active substances. These instruments are
often used by life science researchers, pharmaceutical companies, and
environmental testing laboratories. TGA systems are employed in the
chemicals, plastics-polymers, and pharmaceutical industries for measuring
changes in mass as a function of temperature. Specific fields which have
widely used TGA include studies involving the thermal stability of
minerals, pyrolysis of coals and petroleums, and thermochemical reactions
of ceramics and cements.
7PAGE
In addition, the Company manufactures equipment that provides on-line,
real-time analysis of elements in bulk raw materials, such as coal and
cement. These analyzers are used by utilities to determine the sulfur
content of coal to ensure compliance with air quality standards and by the
cement industry to test raw materials to assure product quality and
uniformity.
The Company also participates in the process monitoring, analysis,
gauging, and control instruments markets, primarily for the oil, gas, and
petrochemical industries. The Company manufactures and markets a number of
process monitoring, analysis, and control systems including: analog and
digital recorders for continuous process industries; process and laboratory
analytical instruments and monitors to detect lethal gases for the oil,
gas, and petrochemical industries; supervisory control and data acquisition
software for process monitoring and operator interface in a variety of
industrial processes; and turnkey, integrated systems to control networks
of distant oil and gas wells.
The Company also manufactures and markets process gauges and
noncontacting and nonintrusive process control instrumentation to measure
liquid levels, density, weight, and flows for a variety of industries.
Application examples include measuring levels in a pharmaceutical reactor,
determining the percentage by weight of solids contained in a mining
slurry, or monitoring the flow of fluid into a wastewater treatment
facility. The Company's X-ray fluorescence instruments allow for the
nondestructive analysis of inorganic elements. Applications include alloy
identification, on-line process monitoring and quality control,
characterization of toxic metals in soil, and thickness and/or composition
of semiconductor thin films.
Customers and Marketing
The Company sells many of its products and services to customers whose
activities are subject to numerous environmental quality, pollution
control, and occupational safety and health regulations and laws enacted by
federal, state, and local governments and by international accord.
Customers include industrial manufacturers, environmental laboratories,
utilities, waste management and treatment facilities, and government
agencies. The Company's analytical instruments are also used in biomedical
applications such as analysis of drugs and drug metabolites; in academic
and industrial chemical research; in forensic science; in energy and
mineral resource exploration and production; in metals processing; and in a
range of product quality assurance and process monitoring applications. The
Company's process control instrumentation is used primarily in the oil,
gas, and petrochemical industries.
The Company sells its products through its own marketing and sales
force in North America, Europe, and Asia and receives additional market
coverage through authorized representatives throughout the world. Some
products are distributed through original equipment manufacturer (OEM)
agreements. The Company's products are installed and serviced in most major
markets by the Company's personnel. Installation and service in some
countries are provided by authorized representatives. Customers may
purchase service contracts from the Company to cover equipment no longer
under warranty, and service work also is provided on a time, materials, and
expense basis. Training courses on both the operation and maintenance of
the Company's products are conducted for customers and authorized
representatives who service the products.
8PAGE
(ii) & (xi) New Products; Research and Development
The Company maintains active programs for the development of new
products using both new and existing technologies and for enhancing
existing products by improving their price-performance ratio. The
development of new applications for the Company's analytical instrument
products is an especially important element of the growth strategy for
these products. Although the Company's products are subject to obsolescence
due to technological developments, sudden obsolescence is not
characteristic of the Company's business.
Research and development expenses for the Company were $54,314,000,
$42,924,000, and $34,510,000 in 1995, 1994, and 1993, respectively.
(iii) Raw Materials
The Company manufactures many of the parts and subsystems used in its
products, including optical components and proprietary circuitry. Other
components, including packaging materials, integrated circuits,
microprocessors, and computers, are manufactured by others. The raw
materials, components, and supplies purchased by the Company are either
available from a number of different suppliers or from alternative sources
that could be developed without a material adverse effect upon the
Company's business.
(iv) Patents, Licenses, and Trademarks
The Company's policy is to protect its intellectual property rights,
including applying for and obtaining patents when appropriate. The Company
also enters into licensing agreements with other companies in which it
grants or receives rights to specific patents and technical know-how.
Patent protection is believed to provide the Company with competitive
advantages with respect to certain instruments such as its mass
spectrometers with ion traps. The Company also considers technical
know-how, trade secrets, and trademarks to be important to its business.
(v) Seasonal Influences
There are no significant seasonal influences on the Company's sales of
its products.
(vi) Working Capital Requirements
There are no special inventory requirements or credit terms extended
to customers that would have a material adverse effect on the Company's
working capital requirements.
(vii) Dependency on a Single Customer
No single customer accounted for more than 10% of the Company's total
revenues in any of the past three years.
(viii) Backlog
The Company's backlog of firm orders as of December 30, 1995 and
December 31, 1994 was $188,680,000 and $139,596,000, respectively. The
Company anticipates that substantially all of the backlog at December 30,
1995, will be shipped or completed within the current fiscal year.
9PAGE
(ix) Government Contracts
Not applicable.
(x) Competition
The Company generally competes on the basis of technical advances that
result in new products and improved price/performance ratios, reputation
among customers as a quality leader for products and services, and active
research and application-development programs. To a lesser extent, the
Company competes on the basis of price.
In many markets, the Company competes with large analytical instrument
companies such as Hewlett-Packard Co. (Hewlett-Packard), Perkin Elmer
Corporation (Perkin Elmer), Varian Associates (Varian), and Hitachi Ltd.
(Hitachi). Certain products manufactured by the Company also compete with
products sold by numerous smaller, specialized firms.
ThermoSpectra competes in each of its markets primarily on the basis
of technical advances that result in new products and improved
price/performance ratios and reputation among customers as a quality leader
for products and services. To a lesser extent, ThermoSpectra competes on
the basis of price. The DSO market is dominated by Tektronix, Inc. and
Hewlett-Packard. In the X-ray microanalysis market, ThermoSpectra competes
primarily with Link Analytical Limited, a wholly owned subsidiary of Oxford
Instruments plc. In the X-ray inspection market, ThermoSpectra competes
with smaller companies in the manual segment of the market, and primarily
with Four Pi Systems, a subsidiary of Hewlett-Packard, in the automated
segment. In the digital video segment of the confocal microscopy market,
ThermoSpectra competes primarily with Nikon Inc. as well as Bio-Rad
Laboratories, Inc. (Bio-Rad), Carl Zeiss, Inc., and Leica plc.
Thermo BioAnalysis competes in each of its markets primarily on the
basis of technical performance and reliability. Thermo BioAnalysis'
principal competitors in the capillary electrophoresis market include
Beckman Instruments Inc. (Beckman Instruments), Bio-Rad, and
Hewlett-Packard. In the MALDI-TOF mass spectrometry market, principal
competitors include PerSeptive Biosystems Inc. and Shimadzu Corporation
(Shimadzu). Significant competitors in the health physics instrumentation
market include the Nuclear Instruments Group of EG&G, Inc., the Nuclear
Products Division of Morgan Crucible Co., plc, the Bicron/NE Technology
divisions of Saint-Gobain/Norton Industrial Ceramics Corporation, and the
Rados Companies.
Thermo Optek competes in each of its markets primarily on performance,
reliability, customer service, and price. In the market for AE and AA
spectrometers and ICP/MS instruments, Thermo Optek competes primarily with
Perkin Elmer and, to a lesser extent, Varian. In the FT-IR and FT-Raman
markets, Thermo Optek competes primarily with Perkin Elmer, the Digilab
division of Bio-Rad, Bruker Instruments Inc., and Bomen Inc.
ThermoQuest competes in each of its markets primarily on performance,
customer service and support and, to a lesser extent, price. ThermoQuest's
principal competitors in the mass spectrometry market include
Hewlett-Packard, Japan Electro Optical Laboratories, Hitachi, Fisons,
Shimadzu, and the Sciex Division of Perkin Elmer. ThermoQuest competes in
10PAGE
the liquid chromatography market with Waters Corporation, Hewlett-Packard,
Shimadzu, Beckman Instruments, Hitachi, Perkin Elmer, Varian, Dionex
Corporation, and others. In the gas chromatography market, ThermoQuest
competes with numerous companies, including Hewlett-Packard, Perkin Elmer,
Varian, Hitachi, and Shimadzu.
The Company is a leading manufacturer of ambient air monitoring
instruments and a major manufacturer of source monitoring and worker-safety
monitoring instruments. The Company competes in these markets on the basis
of technical performance and reliability, as well as customer service.
The Company has a relatively small presence within the large and
varied process control marketplace, which is extremely fragmented and
comprises several large companies and numerous smaller companies. The
Company competes in this market primarily on the basis of technical
performance, customer service, and reliability.
(xii) Environmental Protection Regulations
The Company believes that compliance by the Company with federal,
state, and local environmental regulations will not have a materially
adverse effect on its capital expenditures, earnings, or competitive
position.
(xiii) Number of Employees
As of December 30, 1995, the Company employed 4,752 people.
(d) Financial Information About Exports by Domestic Operations and About
Foreign Operations.
Financial information about exports by domestic operations and about
foreign operations is summarized in Note 14 to Consolidated Financial
Statements in the Registrant's 1995 Annual Report to Shareholders and is
incorporated herein by reference.
(e) Executive Officers of the Registrant.
Present Title (Year First Became
Name Age Executive Officer)
-------------------- --- ---------------------------------
Arvin H. Smith 66 President and Chief Executive Officer (1986)
Earl R. Lewis 52 Executive Vice President and
Chief Operating Officer (1990)
Denis A. Helm 56 Senior Vice President (1986)
Richard W.K. Chapman 51 Vice President (1994)
Barry S. Howe 40 Vice President (1994)
John N. Hatsopoulos * 61 Vice President and Chief Financial
Officer (1988)
Paul F. Kelleher 53 Chief Accounting Officer (1986)
* John N. Hatsopoulos and George N. Hatsopoulos, a director of the
Company, are brothers.
Each executive officer serves until his successor is chosen or
appointed by the Board of Directors and qualified or until earlier
resignation, death, or removal. All executive officers, except Mr. Chapman,
have held comparable positions for at least five years either with the
11PAGE
Company or with its parent company, Thermo Electron. Mr. Chapman has been
President and Chief Executive Officer of ThermoQuest since its inception in
June 1995, and served as President of the Company's Finnigan Corporation
(Finnigan) subsidiary from 1992 to 1995 and as Marketing Manager of
Finnigan from 1989 to 1992. Messrs. Helm, Lewis, Chapman, and Howe are
full-time employees of the Company. Messrs. Smith, Hatsopoulos, and
Kelleher are full-time employees of Thermo Electron and certain of its
subsidiaries, but devote such time to the affairs of the Company as the
Company's needs reasonably require.
Item 2. Properties
The Company owns approximately 1,446,000 square feet of office,
engineering, laboratory, and production space, principally in California,
Colorado, Florida, New Mexico, Texas, Wisconsin, Germany, and England, and
leases approximately 1,596,000 square feet of office, engineering,
laboratory, and production space under leases expiring from 1996 through
2017, principally in California, Massachusetts, Connecticut, Ohio, Texas,
Wisconsin, England, France, The Netherlands, Germany, and Japan. As of
December 30, 1995, the Company had a $10,101,000 mortgage loan that is
secured by 200,000 square feet of property in California with a net book
value of $16,303,000. The Company believes that its facilities are in good
condition and are suitable and adequate for its present operations and that
suitable space is readily available if any of such leases are not extended.
Item 3. Legal Proceedings
In August 1995, ThermoQuest's Finnigan subsidiary settled certain
patent litigation involving a claim by Analytica of Branford, Inc.
(Analytica) that Finnigan was infringing a U.S. patent entitled "Method of
Producing Multiply Charged Ions and For Determining Molecular Weights of
Molecules By Use of the Multiply Charged Ions of Molecules." Under the
settlement, ThermoQuest is required to make certain payments to Analytica
that are not expected to have a material effect of the Company's financial
position or results of operations.
The Company has been notified that the Environmental Protection Agency
has determined that a release or a substantial threat of a release of a
hazardous substance, as defined in the Comprehensive Environmental Response
Compensation and Liability Act of 1980 (CERCLA or the Superfund law),
occurred at one site to which chemical or other wastes generated by the
manufacturing operations of a subsidiary of the Company were sent. The
notification alleges that the subsidiary may be a potentially responsible
party with respect to the remedial actions needed to control or clean up
any such release. Under CERCLA, responsible parties can include current and
previous owners of the site, generators of hazardous substances disposed of
at the site, and transporters of hazardous substances to the site. Each
responsible party can be jointly and severally liable, without regard to
fault or negligence, for all costs associated with the remediation of the
site. The Company believes that its subsidiary is only one of several
companies which received such notification and who may likewise be held
liable for any such remedial costs.
The Company is also involved in situations under state environmental
laws with respect to certain other sites where remediation may be required.
The Company is conducting investigative or remediation activities at these
12PAGE
sites pursuant to arrangements with state environmental agencies.
The Company evaluates its potential liability as a responsible party
for these environmental matters on an ongoing basis based upon factors such
as the estimated remediation costs, the nature and duration of the
Company's involvement with the site, the financial strength of other
potentially responsible parties, and the availability of indemnification
from previous owners of acquired businesses. Estimated liabilities are
accrued in accordance with Statement of Financial Accounting Standards No.
5, "Accounting for Contingencies." To date, the Company has not incurred
any significant liability with respect to any of these sites and the
Company anticipates that future liabilities related to sites with which the
Company is currently involved will not have a materially adverse effect on
the Company's business, results of operations or financial condition.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder
Matters
Information concerning the market and market price for the
Registrant's common stock, $.10 par value, and dividend policy is included
under the sections labeled "Common Stock Market Information" and "Dividend
Policy" in the Registrant's 1995 Annual Report to Shareholders and is
incorporated herein by reference.
Item 6. Selected Financial Data
The information required under this item is included under the
sections labeled "Selected Financial Information" and "Dividend Policy" in
the Registrant's 1995 Annual Report to Shareholders and is incorporated
herein by reference.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
The information required under this item is included under the heading
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" in the Registrant's 1995 Annual Report to Shareholders and is
incorporated herein by reference.
Item 8. Financial Statements and Supplementary Data
The Registrant's Consolidated Financial Statements as of December 30,
1995, are included in the Registrant's 1995 Annual Report to Shareholders
and are incorporated herein by reference.
13PAGE
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
Not applicable.
PART III
Item 10. Directors and Executive Officers of the Registrant
The information concerning directors required under this item is
incorporated herein by reference from the material contained under the
caption "Election of Directors" in the Registrant's definitive proxy
statement to be filed with the Securities and Exchange Commission pursuant
to Regulation 14A, not later than 120 days after the close of the fiscal
year. The information concerning delinquent filers pursuant to Item 405 of
Regulation S-K is incorporated herein by reference from the material
contained under the heading "Disclosure of Certain Late Filings" under the
caption "Stock Ownership" in the Registrant's definitive proxy statement to
be filed with the Securities and Exchange Commission pursuant to Regulation
14A, not later than 120 days after the close of the fiscal year.
Item 11. Executive Compensation
The information required under this item is incorporated herein by
reference from the material contained under the caption "Executive
Compensation" in the Registrant's definitive proxy statement to be filed
with the Securities and Exchange Commission pursuant to Regulation 14A, not
later than 120 days after the close of the fiscal year.
Item 12. Security Ownership of Certain Beneficial Owners and Management
The information required under this item is incorporated herein by
reference from the material contained under the caption "Stock Ownership"
in the Registrant's definitive proxy statement to be filed with the
Securities and Exchange Commission pursuant to Regulation 14A, not later
than 120 days after the close of the fiscal year.
Item 13. Certain Relationships and Related Transactions
The information required under this item is incorporated herein by
reference from the material contained under the caption "Relationship with
Affiliates" in the Registrant's definitive proxy statement to be filed with
the Securities and Exchange Commission pursuant to Regulation 14A, not
later than 120 days after the close of the fiscal year.
14PAGE
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a), (d) Financial Statements and Schedules.
(1) The consolidated financial statements set forth in the list
below are filed as part of this Report.
(2) The consolidated financial statement schedule set forth in
the list below is filed as part of this Report.
(3) Exhibits filed herewith or incorporated herein by reference
are set forth in Item 14(c) below.
List of Financial Statements and Schedules Referenced in this
Item 14.
Information incorporated by reference from Exhibit 13 filed
herewith:
Consolidated Statement of Income
Consolidated Balance Sheet
Consolidated Statement of Cash Flows
Consolidated Statement of Shareholders' Investment
Notes to Consolidated Financial Statements
Report of Independent Public Accountants
Certain Financial Statement Schedules filed herewith:
Schedule II: Valuation and Qualifying Accounts
All other schedules are omitted because they are not applicable
or not required, or because the required information is shown
either in the financial statements or in the notes thereto.
(b) Reports on Form 8-K.
During the quarter ended December 30, 1995, the Registrant was
not required to file, and did not file, any Current Report on
Form 8-K.
(c) Exhibits.
See Exhibit Index on the page immediately preceding exhibits.
15PAGE
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Date: March 11, 1996 THERMO INSTRUMENT SYSTEMS INC.
By: Arvin H. Smith
----------------------
Arvin H. Smith
President and
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated, as of March 11, 1996.
Signature Title
--------- -----
By: Arvin H. Smith President, Chief Executive Officer
----------------------- and Director
Arvin H. Smith
By: John N. Hatsopoulos Vice President, Chief Financial Officer
----------------------- and Director
John N. Hatsopoulos
By: Paul F. Kelleher Chief Accounting Officer
-----------------------
Paul F. Kelleher
By: Marshall J. Armstrong Director
-----------------------
Marshall J. Armstrong
By: Frank Borman Director
-----------------------
Frank Borman
By: Elias P. Gyftopoulos Director
-----------------------
Elias P. Gyftopoulos
By: George N. Hatsopoulos Chairman of the Board and Director
-----------------------
George N. Hatsopoulos
By: Robert C. Howard Director
-----------------------
Robert C. Howard
By: Frank Jungers Director
-----------------------
Frank Jungers
By: Robert A. McCabe Director
-----------------------
Robert A. McCabe
By: Polyvios C. Vintiadis Director
-----------------------
Polyvios C. Vintiadis
16PAGE
Report of Independent Public Accountants
----------------------------------------
To the Shareholders and Board of Directors of
Thermo Instrument Systems Inc.:
We have audited, in accordance with generally accepted auditing
standards, the consolidated financial statements included in Thermo
Instrument Systems Inc.'s Annual Report to Shareholders incorporated by
reference in this Form 10-K, and have issued our report thereon dated
February 12, 1996 (except with respect to the matter discussed in Note 15
as to which the date is March 1, 1996). Our audits were made for the
purpose of forming an opinion on those statements taken as a whole. The
schedule listed in Item 14 on page 15 is the responsibility of the
Company's management and is presented for purposes of complying with the
Securities and Exchange Commission's rules and is not part of the basic
consolidated financial statements. This schedule has been subjected to the
auditing procedures applied in the audits of the basic consolidated
financial statements and, in our opinion, fairly states, in all material
respects, the financial data required to be set forth therein in relation
to the basic consolidated financial statements taken as a whole.
Arthur Andersen LLP
Boston, Massachusetts
February 12, 1996
17PAGE
SCHEDULE II
THERMO INSTRUMENT SYSTEMS INC.
VALUATION AND QUALIFYING ACCOUNTS
(In thousands)
Bad
Charged Debts Ac-
Balance at to Costs Re- counts Balance
Beginning and cover- Written Disposi- at End
Description of Year Expenses ed Off tions(b) Other(a) of Year
- ------------------------------------------------------------------------------
Year Ended
December 30,
1995
Allowance for
Doubtful
Accounts $8,779 $2,543 $ 191 $(2,942) $ - $3,998 $12,569
Year Ended
December 31,
1994
Allowance for
Doubtful
Accounts $8,456 $ 733 $ 126 $(2,736) $(2,696) $4,896 $ 8,779
Year Ended
January 1,
1994
Allowance for
Doubtful
Accounts $7,276 $ 970 $1,241 $(1,733) $ (586) $1,288 $ 8,456
(a) Includes allowance of businesses acquired during the year as described in
Note 4 to Consolidated Financial Statements in the Company's 1995 Annual
Report to Shareholders and the effect of foreign currency translation.
(b) As described in Note 3 to Consolidated Financial Statements in the
Registrant's 1995 Annual Report to Shareholders.
18PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
2.1 Asset and Stock Purchase Agreement among the Registrant,
Thermo Electron Corporation and Fisons plc dated March
1, 1995, as amended (filed as Exhibit 2.3 to the
Registrant's Annual Report on Form 10-K for the fiscal
year ended December 31, 1994 and as Exhibit 2 to the
Registrant's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1995 [File No. 1-9786] and
incorporated herein by reference). Pursuant to Item
601(b)(2) of Regulation S-K, schedules to this Agreement
have been omitted. The Company hereby undertakes to
furnish supplementally a copy of such schedules to the
Commission upon request.
3.1 Restated Certificate of Incorporation of the Registrant,
as amended (filed as Exhibit 3.1 to the Registrant's
Annual Report on Form 10-K for the fiscal year ended
January 1, 1994 [File No. 1-9786] and incorporated
herein by reference).
3.2 By-Laws of the Registrant (filed as Exhibit 3(b) to the
Registrant's Annual Report on Form 10-K for the fiscal
year ended January 2, 1993 [File No. 1-9786] and
incorporated herein by reference).
4.1 Fiscal Agency Agreement dated as of August 2, 1991 among
the Registrant, Thermo Electron Corporation, and
Chemical Bank as fiscal agent, relating to $86,250,000
principal amount of 6 5/8% subordinated convertible
debentures due 2001 (filed as Exhibit 4(a) to the
Registrant's Annual Report on Form 10-K for the fiscal
year ended December 28, 1991 [File No. 1-9786] and
incorporated herein by reference).
4.2 Fiscal Agency Agreement dated as of September 15, 1993,
among the Registrant, Thermo Electron Corporation and
Chemical Bank as fiscal agent, relating to $70,000,000
principal amount of 3 3/4% senior convertible debentures
due 2000 (filed as Exhibit 4 to the Registrant's
Quarterly Report on Form 10-Q for the quarter ended
October 2, 1993 [File No. 1-9786] and incorporated by
reference).
4.3 Senior convertible note purchase agreement by and
between the Registrant and Thermo Electron Corporation
as of September 15, 1993 (filed as Exhibit 10(a) to the
Registrant's Quarterly Report on Form 10-Q for the
quarter ended October 2, 1993 [File No. 1-9786] and
incorporated by reference).
19PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
The Registrant hereby agrees, pursuant to Item 601(b)
(4) (iii) (A) of Regulation S-K, to furnish to the
Commission upon request, a copy of each instrument with
respect to other long-term debt of the Registrant or its
subsidiaries.
10.1 Amended and Restated Corporate Services Agreement, dated
as of January 3, 1993, between Thermo Electron
Corporation and the Registrant (filed as Exhibit 10(a)
to the Registrant's Annual Report on Form 10-K for the
fiscal year ended January 2, 1993 [File No. 1-9786] and
incorporated herein by reference).
10.2 Tax Allocation Agreement dated as of May 29, 1986,
between Thermo Electron and the Registrant (filed as
Exhibit 10(b) to the Registrant's Registration Statement
on Form S-1 [Reg. No. 33-6762] and incorporated herein
by reference).
10.3 Thermo Electron Corporate Charter, as amended and
restated effective January 3, 1993 (filed as Exhibit
10(f) to the Registrant's Annual Report on Form 10-K for
the fiscal year ended January 2, 1993 [File No. 1-9786]
and incorporated herein by reference).
10.4 Form of Indemnification Agreement with Directors and
Officers (filed as Exhibit 10(g) to the Registrant's
Annual Report on Form 10-K for the fiscal year ended
December 29, 1990 [File No. 1-9786] and incorporated
herein by reference).
10.5 Plan for sale of shares by the Registrant to Thermo
Electron Corporation (filed as Exhibit 10(dd) to the
Registrant's Quarterly Report on Form 10-Q for the
quarter ended July 3, 1993 [File No. 1-9786] and
incorporated herein by reference).
10.6 Master Repurchase Agreement dated January 1, 1994
between the Registrant and Thermo Electron Corporation
(filed as Exhibit 10.7 to the Registrant's Annual Report
on Form 10-K for the fiscal year ended January 1, 1994
[File No. 1-9786] and incorporated herein by reference).
10.7 Master Guarantee Reimbursement Agreement dated January
1, 1994 by and among the Registrant and Thermo Electron
Corporation (filed as Exhibit 4.4 to the Registrant's
Annual Report on Form 10-K for the fiscal year ended
December 31, 1994 [File No. 1-9786] and incorporated
herein by reference).
10.8-10.15 Reserved.
20PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.16 Deferred Compensation Plan for Directors of the
Registrant (filed as Exhibit 10(f) to the Registrant's
Registration Statement on Form S-1 [Reg. No. 33-6762]
and incorporated herein by reference).
10.17 Directors' Stock Option Plan of the Registrant (filed as
Exhibit 10.17 to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1994 [File
No. 1-9786] and incorporated herein by reference).
10.18 Incentive Stock Option Plan of the Registrant (filed as
Exhibit 10(c) to the Registrant's Registration Statement
on Form S-1 [Reg. No. 33-6762] and incorporated herein
by reference). (Maximum number of shares issuable in the
aggregate under this plan and the Registrant's
Nonqualified Stock Option Plan is 2,812,500 shares,
after adjustment to reflect share increase approved in
1990, 3-for-2 stock splits effected in January 1988,
July 1993 and April 1995 and 5-for-4 stock split
effected in December 1995).
10.19 Nonqualified Stock Option Plan of the Registrant (filed
as Exhibit 10(d) to the Registrant's Registration
Statement on Form S-1 [Reg. No. 33-6762] and
incorporated herein by reference). (Maximum number of
shares issuable in the aggregate under this plan and the
Registrant's Incentive Stock Option Plan is 2,812,500
shares, after adjustment to reflect share increase
approved in 1990, 3-for-2 stock splits effected in
January 1988, July 1993 and April 1995 and 5-for-4 stock
split effected in December 1995).
10.20 Equity Incentive Plan of the Registrant (filed as
Appendix A to the Proxy Statement dated April 27, 1993
of the Registrant [File No. 1-9786] and incorporated
herein by reference). (Maximum number of shares issuable
is 4,031,250 shares, after adjustment to reflect share
increase approved in December 1993, 3-for-2 stock splits
effected in July 1993 and April 1995 and 5-for-4 stock
split effected in December 1995).
10.21 Finnigan Corporation 1979 Long-term Incentive Stock
Option Plan (filed as Exhibit 10.21 to the Registrant's
Annual Report on Form 10-K for the fiscal year ended
December 31, 1994 [File No. 1-9786] and incorporated
herein by reference).
21PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.22 Former Thermo Environmental Corporation Incentive Stock
Option Plan (filed as Exhibit 10(d) to Thermo
Environmental's Registration Statement on Form S-1 [Reg.
No. 33-329] and incorporated herein by reference).
(Maximum number of shares issuable in the aggregate
under this plan and the Former Thermo Environmental
Corporation Nonqualified Stock Option Plan is 1,160,156
shares, after adjustment to reflect share increase
approved in 1987, 3-for-2 stock splits effected in July
1993 and April 1995 and 5-for-4 stock split effected in
December 1995).
10.23 Former Thermo Environmental Corporation Nonqualified
Stock Option Plan (filed as Exhibit 10(e) to Thermo
Environmental's Registration Statement on Form S-1 [Reg.
No. 33-329] and incorporated herein by reference).
(Maximum number of shares issuable in the aggregate
under this plan and the Former Thermo Environmental
Corporation Incentive Stock Option Plan is 1,160,156
shares, after adjustment to reflect share increase
approved in 1987, 3-for-2 stock splits effected in July
1993 and April 1995 and 5-for-4 stock split effected in
December 1995).
10.24 Thermo Instrument Systems Inc. - ThermoSpectra
Corporation Nonqualified Stock Option Plan (filed as
Exhibit 10.51 to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1994 [File
No. 1-9786] and incorporated herein by reference).
10.25 Thermo Instrument Systems Inc. - ThermoQuest Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.65
to Thermo Cardiosystems' Annual Report on Form 10-K for
the fiscal year ended December 30, 1995 [File No.
1-10114] and incorporated herein by reference).
10.26 Thermo Instrument Systems Inc. - Thermo BioAnalysis
Corporation Nonqualified Stock Option Plan (filed as
Exhibit 10.64 to Thermo Cardiosystems' Annual Report on
Form 10-K for the fiscal year ended December 30, 1995
[File No. 1-10114] and incorporated herein by
reference).
In addition to the stock-based compensation plans of the
Registrant, the executive officers of the Registrant may
be granted awards under stock-based compensation plans
of the Registrants' parent, Thermo Electron Corporation,
and its subsidiaries, for services rendered to the
Registrant or to such affiliated corporations. Such
plans are listed under Exhibits 10.27-10.89.
22PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.27 Thermo Electron Corporation Incentive Stock Option Plan
(filed as Exhibit 4(d) to Thermo Electron's Registration
Statement on Form S-8 [Reg. No. 33-8993] and
incorporated herein by reference). (Maximum number of
shares issuable in the aggregate under this plan and the
Thermo Electron Nonqualified Stock Option Plan is
9,035,156 shares, after adjustment to reflect share
increases approved in 1984 and 1986, share decrease
approved in 1989, and 3-for-2 stock splits effected in
October 1986, October 1993 and May 1995).
10.28 Thermo Electron Corporation Nonqualified Stock Option
Plan (filed as Exhibit 4(e) to Thermo Electron's
Registration Statement on Form S-8 [Reg. No. 33-8993]
and incorporated herein by reference). (Plan amended in
1984 to extend expiration date to December 14, 1994;
maximum number of shares issuable in the aggregate under
this plan and the Thermo Electron Incentive Stock Option
Plan is 9,035,156 shares, after adjustment to reflect
share increases approved in 1984 and 1986, share
decrease approved in 1989, and 3-for-2 stock splits
effected in October 1986, October 1993 and May 1995).
10.29 Thermo Electron Corporation Equity Incentive Plan (filed
as Exhibit A to Thermo Electron's Proxy Statement dated
April 12, 1989 [File No. 1-8002] and incorporated herein
by reference). (Plan amended in 1989 to restrict
exercise price for SEC reporting persons to not less
than 50% of fair market value or par value; maximum
number of shares issuable is 7,050,000 shares, after
adjustment to reflect 3-for-2 stock splits effected in
October 1993 and May 1995 and share increase approved in
1994).
10.30 Thermo Electron Corporation - Thermedics Inc.
Nonqualified Stock Option Plan (filed as Exhibit 4 to a
Registration Statement on Form S-8 of Thermedics [Reg.
No. 2-93747] and incorporated herein by reference).
(Maximum number of shares issuable is 450,000 shares,
after adjustment to reflect share increase approved in
1988, 5-for-4 stock split effected in January 1985,
4-for-3 stock split effected in September 1985 and
3-for-2 stock splits effected in October 1986 and
November 1993).
10.31 Thermo Electron Corporation - Thermo Instrument Systems
Inc. (formerly Thermo Environmental Corporation)
Nonqualified Stock Option Plan (filed as Exhibit 4(c) to
the Registrant's Registration Statement on Form S-8
[Reg. No. 33-8034] and incorporated herein by
reference). (Maximum number of shares issuable is
421,875 shares, after adjustment to reflect 3-for-2
stock splits effected in July 1993 and April 1995 and
5-for-4 stock split effected in December 1995).
23PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.32 Thermo Electron Corporation - Thermo Instrument Systems
Inc. Nonqualified Stock Option Plan (filed as Exhibit
10.12 to Thermo Electron's Annual Report on Form 10-K
for the fiscal year ended January 3, 1987 [File No.
1-8002] and incorporated herein by reference). (Maximum
number of shares issuable is 600,285 shares, after
adjustment to reflect share increase approved in 1988,
3-for-2 stock splits effected in January 1988, July 1993
and April 1995 and 5-for-4 stock split effected in
December 1995).
10.33 Thermo Electron Corporation - Thermo TerraTech Inc.
(formerly Thermo Process Systems Inc.) Nonqualified
Stock Option Plan (filed as Exhibit 10.13 to Thermo
Electron's Annual Report on Form 10-K for the fiscal
year ended January 3, 1987 [File No. 1-8002] and
incorporated herein by reference). (Maximum number of
shares issuable is 108,000 shares, after adjustment to
reflect 6-for-5 stock splits effected in July 1988 and
March 1989 and 3-for-2 stock split effected in September
1989).
10.34 Thermo Electron Corporation - Thermo Power Corporation
(formerly Tecogen Inc.) Nonqualified Stock Option Plan
(filed as Exhibit 10.14 to Thermo Electron's Annual
Report on Form 10-K for the fiscal year ended January 3,
1987 [File No. 1-8002] and incorporated herein by
reference). (Amended in September 1995 to extend the
plan expiration date to December 31, 2005).
10.35 Thermo Electron Corporation - Thermo Cardiosystems Inc.
Nonqualified Stock Option Plan (filed as Exhibit 10.11
to Thermo Electron's Annual Report on Form 10-K for the
fiscal year ended December 29, 1990 [File No. 1-8002]
and incorporated herein by reference). (Maximum number
of shares issuable is 130,500 shares, after adjustment
to reflect share increases approved in 1990 and 1992,
3-for-2 stock split effected in January 1990, 5-for-4
stock split effected in May 1990 and 2-for-1 stock split
effected in November 1993).
10.36 Thermo Electron Corporation - Thermo Ecotek Corporation
(formerly Thermo Energy Systems Corporation)
Nonqualified Stock Option Plan (filed as Exhibit 10.12
to Thermo Electron's Annual Report on Form 10-K for the
fiscal year ended December 29, 1990 [File No. 1-8002]
and incorporated herein by reference).
24PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.37 Thermo Electron Corporation - ThermoTrex Corporation
(formerly Thermo Electron Technologies Corporation)
Nonqualified Stock Option Plan (filed as Exhibit 10.13
to Thermo Electron's Annual Report on Form 10-K for the
fiscal year ended December 29, 1990 [File No. 1-8002]
and incorporated herein by reference). (Maximum number
of shares issuable is 180,000 shares, after adjustment
to reflect 3-for-2 stock split effected in October
1993).
10.38 Thermo Electron Corporation - Thermo Fibertek Inc.
Nonqualified Stock Option Plan (filed as Exhibit 10.14
to Thermo Electron's Annual Report on Form 10-K for the
fiscal year ended December 28, 1991 [File No. 1-8002]
and incorporated herein by reference). (Maximum number
of shares issuable is 600,000 shares, after adjustment
to reflect 2-for-1 stock split effected in September
1992 and 3-for-2 stock split effected in September
1995).
10.39 Thermo Electron Corporation - Thermo Voltek Corp.
(formerly Universal Voltronics Corp.) Nonqualified Stock
Option Plan (filed as Exhibit 10.17 to Thermo Electron's
Annual Report on Form 10-K for the fiscal year ended
January 2, 1993 [File No. 1-8002] and incorporated
herein by reference). (Maximum number of shares issuable
is 57,500 shares, after adjustment to reflect 3-for-2
stock split effected in November 1993 and share increase
approved in September 1995).
10.40 Thermo Electron Corporation - Thermo BioAnalysis
Corporation Nonqualified Stock Option Plan (filed as
Exhibit 10.31 to Thermo Power's Annual Report on Form
10-K for the fiscal year ended September 30, 1995 [File
No. 1-10573] and incorporated herein by reference).
10.41 Thermo Electron Corporation - ThermoLyte Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.32
to Thermo Power's Annual Report on Form 10-K for the
fiscal year ended September 30, 1995 [File No. 1-10573]
and incorporated herein by reference).
10.42 Thermo Electron Corporation - Thermo Remediation Inc.
Nonqualified Stock Option Plan (filed as Exhibit 10.33
to Thermo Power's Annual Report on Form 10-K for the
fiscal year ended September 30, 1995 [File No. 1-10573]
and incorporated herein by reference).
10.43 Thermo Electron Corporation - ThermoSpectra Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.34
to Thermo Power's Annual Report on Form 10-K for the
fiscal year ended September 30, 1995 [File No. 1-10573]
and incorporated herein by reference).
25PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.44 Thermo Electron Corporation - ThermoLase Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.35
to Thermo Power's Annual Report on Form 10-K for the
fiscal year ended September 30, 1995 [File No. 1-10573]
and incorporated herein by reference).
10.45 Thermo Electron Corporation - ThermoQuest Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.41
to Thermo Cardiosystems' Annual Report on Form 10-K for
the fiscal year ended December 30, 1995 [File No.
1-10114] and incorporated herein by reference).
10.46 Thermo Electron Corporation - Thermo Optek Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.42
to Thermo Cardiosystems' Annual Report on Form 10-K for
the fiscal year ended December 30, 1995 [File No.
1-10114] and incorporated herein by reference).
10.47 Thermo Electron Corporation - Thermo Sentron Inc.
Nonqualified Stock Option Plan (filed as Exhibit 10.43
to Thermo Cardiosystems' Annual Report on Form 10-K for
the fiscal year ended December 30, 1995 [File No.
1-10114] and incorporated herein by reference).
10.48 Thermo Electron Corporation - Trex Medical Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.44
to Thermo Cardiosystems' Annual Report on Form 10-K for
the fiscal year ended December 30, 1995 [File No.
1-10114] and incorporated herein by reference).
10.49 Thermo Ecotek Corporation (formerly Thermo Energy
Systems Corporation) Incentive Stock Option Plan (filed
as Exhibit 10.18 to Thermo Electron's Annual Report on
Form 10-K for the fiscal year ended January 2, 1993
[File No. 1-8002] and incorporated herein by reference).
(Maximum number of shares issuable in the aggregate
under this plan and the Thermo Ecotek Nonqualified Stock
Option Plan is 900,000 shares, after adjustment to
reflect share increase approved in December 1993).
10.50 Thermo Ecotek Corporation (formerly Thermo Energy
Systems Corporation) Nonqualified Stock Option Plan
(filed as Exhibit 10.19 to Thermo Electron's Annual
Report on Form 10-K for the fiscal year ended January 2,
1993 [File No. 1-8002] and incorporated herein by
reference). (Maximum number of shares issuable in the
aggregate under this plan and the Thermo Ecotek
Incentive Stock Option Plan is 900,000 shares, after
adjustment to reflect share increase approved in
December 1993).
26PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.51 Thermo Ecotek Corporation (formerly Thermo Energy
Systems Corporation) Equity Incentive Plan (filed as
Exhibit 10.39 to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1994 [File
No. 1-9786] and incorporated herein by reference).
10.52 Thermedics Inc. Incentive Stock Option Plan (filed as
Exhibit 10(d) to Thermedics' Registration Statement on
Form S-1 [Reg. No. 33-84380] and incorporated herein by
reference). (Maximum number of shares issuable in the
aggregate under this plan and the Thermedics
Nonqualified Stock Option Plan is 1,931,923 shares,
after adjustment to reflect share increases approved in
1986 and 1992, 5-for-4 stock split effected in January
1985, 4-for-3 stock split effected in September 1985 and
3-for-2 stock splits effected in October 1986 and
November 1993).
10.53 Thermedics Inc. Nonqualified Stock Option Plan (filed as
Exhibit 10(e) to Thermedics' Registration Statement on
Form S-1 [Reg. No. 33-84380] and incorporated herein by
reference). (Maximum number of shares issuable in the
aggregate under this plan and the Thermedics Incentive
Stock Option Plan is 1,931,923 shares, after adjustment
to reflect share increases approved in 1986 and 1992,
5-for-4 stock split effected in January 1985, 4-for-3
stock split effected in September 1985 and 3-for-2 stock
splits effected in October 1986 and November 1993).
10.54 Thermedics Inc. Equity Incentive Plan (filed as Appendix
A to the Proxy Statement dated May 10, 1993 of
Thermedics [File No. 1-9567] and incorporated herein by
reference). (Maximum number of shares issuable is
1,500,000 shares, after adjustment to reflect 3-for-2
stock split effected in November 1993).
10.55 Thermedics Inc. - Thermedics Detection Inc. Nonqualified
Stock Option Plan (filed as Exhibit 10.20 to Thermo
Electron's Annual Report on Form 10-K for the fiscal
year ended January 2, 1993 [File No. 1-8002] and
incorporated herein by reference).
10.56 Thermedics Inc. - Thermo Sentron Inc. Nonqualified Stock
Option Plan (filed as Exhibit 10.51 to Thermo
Cardiosystems' Annual Report on Form 10-K for the fiscal
year ended December 30, 1995 [File No. 1-10114] and
incorporated herein by reference).
10.57 Thermedics Detection Inc. Equity Incentive Plan (filed
as Exhibit 10.69 to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1994
[File No. 1-9786] and incorporated herein by reference).
27PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.58 Thermo Cardiosystems Inc. Incentive Stock Option Plan
(filed as Exhibit 10(f) to Thermo Cardiosystems'
Registration Statement on Form S-1 [Reg. No. 33-25144]
and incorporated herein by reference). (Maximum number
of shares issuable in the aggregate under this plan and
the Thermo Cardiosystems Nonqualified Stock Option Plan
is 1,143,750 shares, after adjustment to reflect share
increase approved in 1992, 3-for-2 stock split effected
in January 1990, 5-for-4 stock split effected in May
1990 and 2-for-1 stock split effected in November 1993).
10.59 Thermo Cardiosystems Inc. Nonqualified Stock Option Plan
(filed as Exhibit 10(g) to Thermo Cardiosystems'
Registration Statement on Form S-1 [Reg. No. 33-25144]
and incorporated herein by reference). (Maximum number
of shares issuable in the aggregate under this plan and
the Thermo Cardiosystems Incentive Stock Option Plan is
1,143,750 shares, after adjustment to reflect share
increase approved in 1992, 3-for-2 stock split effected
in January 1990, 5-for-4 stock split effected in May
1990 and 2-for-1 stock split effected in November 1993).
10.60 Thermo Cardiosystems Inc. Equity Incentive Plan (filed
as Exhibit 10.46 to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1994
[File No. 1-9786] and incorporated herein by reference).
10.61 Thermo Voltek Corp. (formerly Universal Voltronics
Corp.) 1985 Stock Option Plan (filed as Exhibit 10.14 to
Thermo Voltek's Annual Report on Form 10-K for the
fiscal year ended June 30, 1985 [File No. 0-8245] and
incorporated herein by reference). (Maximum number of
shares issuable is 200,000 shares, after adjustment to
reflect 1-for-3 reverse stock split effected in November
1992 and 3-for-2 stock split effected in November 1993).
10.62 Thermo Voltek Corp. (formerly Universal Voltronics
Corp.) 1990 Stock Option Plan (filed as Exhibit 10.2 to
Thermo Voltek's Annual Report on Form 10-K for the
fiscal year ended June 30, 1990 [File No. 1-10574] and
incorporated herein by reference). (Maximum number of
shares issuable is 400,000 shares, after adjustment to
reflect share increases in 1993 and 1994, 1-for-3
reverse stock split effected in November 1992, and
3-for-2 stock split effected in November 1993).
10.63 Thermo Voltek Corp. Equity Incentive Plan (filed as
Exhibit 10.49 to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1994 [File
No. 1-9786] and incorporated herein by reference).
10.64 Thermo Sentron Equity Incentive Plan (filed as Exhibit
10.57 to Thermo Cardiosystems' Annual Report on Form
10-K for the fiscal year ended December 30, 1995 [File
No. 1-10114] and incorporated herein by reference).
28PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.65 ThermoSpectra Corporation Equity Incentive Plan (filed
as Exhibit 10.52 to the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1994
[File No. 1-9786] and incorporated herein by reference).
10.66 ThermoQuest Corporation Equity Incentive Plan (filed as
Exhibit 10.69 to Thermo Cardiosystems' Annual Report on
Form 10-K for the fiscal year ended December 30, 1995
[File No. 1-10114] and incorporated herein by
reference).
10.67 Thermo Optek Corporation Equity Incentive Plan (filed as
Exhibit 10.70 to Thermo Cardiosystems' Annual Report on
Form 10-K for the fiscal year ended December 30, 1995
[File No. 1-10114] and incorporated herein by
reference).
10.68 Thermo BioAnalysis Corporation Equity Incentive Plan
(filed as Exhibit 10.67 to Thermo Cardiosystems' Annual
Report on Form 10-K for the fiscal year ended December
30, 1995 [File No. 1-10114] and incorporated herein by
reference).
10.69 ThermoTrex Corporation (formerly Thermo Electron
Technologies Corporation) Incentive Stock Option Plan
(filed as Exhibit 10(h) to ThermoTrex's Registration
Statement on Form S-1 [Reg. No. 33-40972] and
incorporated herein by reference). (Maximum number of
shares issuable in the aggregate under this plan and the
ThermoTrex Nonqualified Stock Option Plan is 1,945,000
shares, after adjustment to reflect share increases
approved in 1992 and 1993 and 3-for-2 stock split
effected in October 1993).
10.70 ThermoTrex Corporation (formerly Thermo Electron
Technologies Corporation) Nonqualified Stock Option Plan
(filed as Exhibit 10(i) to ThermoTrex's Registration
Statement on Form S-1 [Reg. No. 33-40972] and
incorporated herein by reference). (Maximum number of
shares issuable in the aggregate under this plan and the
ThermoTrex Incentive Stock Option Plan is 1,945,000
shares, after adjustment to reflect share increases
approved in 1992 and 1993 and 3-for-2 stock split
effected in October 1993).
10.71 ThermoTrex Corporation - ThermoLase Corporation
(formerly ThermoLase Inc.) Nonqualified Stock Option
Plan (filed as Exhibit 10.53 to ThermoTrex's Annual
Report on Form 10-K for the fiscal year ended January 1,
1994 [File No. 1-10791] and incorporated herein by
reference).
29PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.72 ThermoTrex Corporation - Trex Medical Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.73
to Thermo Cardiosystems' Annual Report on Form 10-K for
the fiscal year ended December 30, 1995 [File No.
1-10114] and incorporated herein by reference).
10.73 ThermoLase Corporation (formerly ThermoLase Inc.)
Incentive Stock Option Plan (filed as Exhibit 10.55 to
ThermoTrex's Annual Report on Form 10-K for the fiscal
year ended January 1, 1994 [File No. 1-10791] and
incorporated herein by reference). (Maximum number of
shares issuable in the aggregate under this plan and the
ThermoLase Nonqualified Stock Option Plan is 2,800,000
shares, after adjustment to reflect share increase
approved in 1993 and 2-for-1 stock splits effected in
March 1994 and June 1995).
10.74 ThermoLase Corporation (formerly ThermoLase Inc.)
Nonqualified Stock Option Plan (filed as Exhibit 10.54
to ThermoTrex's Annual Report on Form 10-K for the
fiscal year ended January 1, 1994 [File No. 1-10791] and
incorporated herein by reference). (Maximum number of
shares issuable in the aggregate under this plan and the
ThermoLase Incentive Stock Option Plan is 2,800,000
shares, after adjustment to reflect share increase
approved in 1993 and 2-for-1 stock splits effected in
March 1994 and June 1995).
10.75 ThermoLase Corporation Equity Incentive Plan (filed as
Exhibit 10.81 to Thermo TerraTech's (formerly Thermo
Process') Annual Report on Form 10-K for the fiscal year
ended April 1, 1995 [File No. 1-9549] and incorporated
herein by reference).
10.76 Trex Medical Corporation Equity Incentive Plan (filed as
Exhibit 10.77 to Thermo Cardiosystems' Annual Report on
Form 10-K for the fiscal year ended December 30, 1995
[File No. 1-10114] and incorporated herein by
reference).
10.77 Thermo Fibertek Inc. Incentive Stock Option Plan (filed
as Exhibit 10(k) to Thermo Fibertek's Registration
Statement on Form S-1 [Reg. No. 33-51172] and
incorporated herein by reference).
10.78 Thermo Fibertek Inc. Nonqualified Stock Option Plan
(filed as Exhibit 10(l) to Thermo Fibertek's
Registration Statement on Form S-1 [Reg. No. 33-51172]
and incorporated herein by reference).
10.79 Thermo Fibertek Inc. Equity Incentive Plan (filed as
Exhibit 10.60 to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1994 [File
No. 1-9786] and incorporated herein by reference).
30PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.80 Thermo Power Corporation (formerly Tecogen Inc.)
Incentive Stock Option Plan (filed as Exhibit 10(h) to
Thermo Power's Registration Statement on Form S-1 [Reg.
No. 33-14017] and incorporated herein by reference).
(Maximum number of shares issuable in the aggregate
under this plan and the Thermo Power Nonqualified Stock
Option Plan is 950,000 shares, after adjustment to
reflect share increases approved in 1990, 1992 and
1993).
10.81 Thermo Power Corporation (formerly Tecogen Inc.)
Nonqualified Stock Option Plan (filed as Exhibit 10(i)
to Thermo Power's Registration Statement on Form S-1
[Reg. No. 33-14017] and incorporated herein by
reference). (Maximum number of shares issuable in the
aggregate under this plan and the Thermo Power Incentive
Stock Option Plan is 950,000 shares, after adjustment to
reflect share increases approved in 1990, 1992 and
1993).
10.82 Thermo Power Corporation Equity Incentive Plan (filed as
Exhibit 10.63 to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1994 [File
No. 1-9786] and incorporated herein by reference).
10.83 Thermo Power Corporation - ThermoLyte Corporation
Nonqualified Stock Option Plan (filed as Exhibit 10.84
to Thermo Cardiosystems' Annual Report on Form 10-K for
the fiscal year ended December 30, 1995 [File No.
1-10114] and incorporated herein by reference).
10.84 ThermoLyte Corporation Equity Incentive Plan (filed as
Exhibit 10.71 to Thermo Power's Annual Report on Form
10-K for the fiscal year ended September 30, 1995 [File
No. 1-10573] and incorporated herein by reference).
10.85 Thermo TerraTech Inc. (formerly Thermo Process Systems
Inc.) Incentive Stock Option Plan (filed as Exhibit
10(h) to Thermo TerraTech's Registration Statement on
Form S-1 [Reg. No. 33-6763] and incorporated herein by
reference). (Maximum number of shares issuable in the
aggregate under this plan and the Thermo TerraTech
Nonqualified Stock Option Plan is 1,850,000 shares,
after adjustment to reflect share increases approved in
1987, 1989 and 1992, 6-for-5 stock splits effected in
July 1988 and March 1989 and 3-for-2 stock split
effected in September 1989).
31PAGE
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------- ------------------------------------------------------- ----
10.86 Thermo TerraTech Inc. (formerly Thermo Process Systems
Inc.) Nonqualified Stock Option Plan (filed as Exhibit
10(i) to Thermo TerraTech's Registration Statement on
Form S-1 [Reg. No. 33-6763] and incorporated herein by
reference). (Maximum number of shares issuable in the
aggregate under this plan and the Thermo TerraTech
Incentive Stock Option Plan is 1,850,000 shares, after
adjustment to reflect share increases approved in 1987,
1989 and 1992, 6-for-5 stock splits effected in July
1988 and March 1989 and 3-for-2 stock split effected in
September 1989).
10.87 Thermo TerraTech Inc. (formerly Thermo Process Systems
Inc.) Equity Incentive Plan [filed as Exhibit 10.63 to
Thermedics' Annual Report on Form 10-K for the fiscal
year ended January 1, 1994 [File No. 1-9567] and
incorporated herein by reference.) (Maximum number of
shares issuable is 1,750,000 shares, after adjustment to
reflect share increase approved in 1994).
10.88 Thermo TerraTech Inc. (formerly Thermo Process Systems
Inc.) - Thermo Remediation Inc. Nonqualified Stock
Option Plan (filed as Exhibit 10(l) to Thermo
TerraTech's Quarterly Report on Form 10-Q for the fiscal
quarter ended January 1, 1994 [File No. 1-9549] and
incorporated herein by reference).
10.89 Thermo Remediation Inc. Equity Incentive Plan (filed as
Exhibit 10.7 to Thermo Remediation's Registration
Statement on Form S-1 [Reg. No. 33-70544] and
incorporated herein by reference).
11 Statement re: Computation of earnings per share.
13 Annual Report to Shareholders for the year ended
December 30, 1995 (only those portions incorporated
herein by reference).
21 Subsidiaries of the Registrant.
23 Consent of Arthur Andersen LLP.
27 Financial Data Schedule.