As filed with the Securities and Exchange Commission on June 1, 2001.
Registration No. 333-48432
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
ON
FORM S-8
Registration Statement
Under
The Securities Act of 1933
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THERMO ELECTRON CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE 04-2209186
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
81 Wyman Street
Waltham, Massachusetts 02454-9046
(Address of Principal Executive Offices) (Zip Code)
2000 EMPLOYEES STOCK PURCHASE PLAN
(Full Title of the Plan)
Sandra L. Lambert, Secretary
Thermo Electron Corporation
81 Wyman Street
P. O. Box 9046
Waltham, Massachusetts 02454-9046
(Name and Address of Agent for Service)
(781) 622-1000
(Telephone Number, Including Area Code, of Agent For Service)
Copies to:
Seth H. Hoogasian, Esq., General Counsel
Thermo Electron Corporation
81 Wyman Street
P. O. Box 9046
Waltham, Massachusetts 02454-9046
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This Post-Effective Amendment No. 1 on Form S-8 is being filed by the Registrant
solely to correct the name of the plan registered hereunder. On October 23,
2000, the Registrant filed a Registration Statement on Form S-8 which
inadvertently referred to the plan registered hereunder as the "Thermo Electron
Corporation Amended and Restated Employees' Stock Purchase Plan." The correct
name of the plan is the "2000 Employees Stock Purchase Plan."
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Thermo Electron
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Waltham, Commonwealth of Massachusetts, on this 1st
day of June, 2001.
THERMO ELECTRON CORPORATION
By: /s/ Sandra L. Lambert
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Sandra L. Lambert
Its: Vice President, Secretary
POWER OF ATTORNEY
Each of the undersigned Directors and Officers of Thermo Electron
Corporation hereby appoints Theo Melas-Kyriazi, Kenneth J. Apicerno, Seth H.
Hoogasian and Sandra L. Lambert, and each of them, his true and lawful
attorneys-in-fact and agents, with full power of substitution, for him and in
his name, place and stead, in any and all capacities, to sign any and all
amendments (including post-effective amendments) to this Registration Statement,
and to file the same, with all exhibits thereto, and all documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite and necessary to be done in
and about the premises, as fully to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue thereof.
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:
Signature Title Date
Chief Executive Officer and
Director (Principal
/s/ Richard F. Syron* Executive Officer) June 1, 2001
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Richard F. Syron
President, Chief Operating
/s/ Marijn E. Dekkers* Officer and Director June 1, 2001
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Marijn E. Dekkers
Vice President and Chief
Financial Officer (Principal
/s/ Theo Melas-Kyriazi* Financial Officer) June 1, 2001
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Theo Melas-Kyriazi
Corporate Controller and
Chief Accounting
Officer (Principal
/s/ Peter E. Hornstra Accounting Officer) June 1, 2001
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Peter E. Hornstra
/s/ Samuel W. Bodman* Director June 1, 2001
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Samuel W. Bodman
/s/ Peter O. Crisp* Director June 1, 2001
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Peter O. Crisp
/s/ Frank Jungers* Director June 1, 2001
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Frank Jungers
/s/ Jim P. Manzi* Director June 1, 2001
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Jim P. Manzi
/s/ Robert A. McCabe* Director June 1, 2001
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Robert A. McCabe
/s/ Hutham S. Olayan* Director June 1, 2001
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Hutham S. Olayan
/s/ Robert W. O'Leary* Director June 1, 2001
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Robert W. O'Leary
*The undersigned Sandra L. Lambert, by signing her name hereto, does hereby
execute this Post-Effective Amendment No. 1 to Registration Statement on Form
S-3 (Reg. No. 333-48432) on behalf of the above-named signatories to the
Registration Statement pursuant to powers of attorney executed by such persons
and filed with the Securities and Exchange Commission.
By: /s/ Sandra L. Lambert
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Sandra L. Lambert
Attorney-in-Fact
EXHIBIT INDEX
Exhibit
Number Description
5* Opinion of Seth H. Hoogaisan Esq. regarding legality.
23.1 Consent of Arthur Andersen LLP
23.2 Consent of Seth H. Hoogasian, Esq. (contained in his opinion
filed as Exhibit 5).
24 Power of Attorney (see signature pages to this Registration
Statement).
* Previously filed.
Exhibit 23.1
Consent of Independent Public Accountants
As independent public accountants, we hereby consent to the incorporation
by reference in this Post-Effective Amendment No. 1 to Registration Statement on
Form S-8 of our report dated February 15, 2001, included in Thermo Electron
Corporation's Annual Report on Form 10-K for the year ended December 30, 2000,
and to all references to our Firm included in this Post-Effective Amendment.
Arthur Andersen LLP
Boston, Massachusetts
May 25, 2001