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
Date of Report (date of earliest event reported): October 19, 2001
RAYTHEON COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-13699 95-1778500
(State of Incorporation) (Commission File Number) (IRS Employer
Identification Number)
141 Spring Street
Lexington, Massachusetts 02421
(Address of principal executive offices (Zip Code)
Registrant's telephone number, including area code: (781) 862-6600
Item 5. Other Events.
On October 17, 2001, the Registrant announced financial results for its
fiscal quarter ended September 30, 2001. In connection with this
announcement, the Registrant issued a press release, a copy of which is
attached hereto as Exhibit 99.1 and is specifically incorporated herein
by reference.
On October 17, 2001, the Registrant announced that it had agreed to a
purchase price adjustment related to its 1997 merger with Hughes
Defense. The Registrant also announced that it plans to record a third
quarter charge of $693 million in connection with its commuter aircraft
business and $52 million related to used general aviation aircraft. In
connection with these announcements, the Registrant issued a press
release, a copy of which is attached hereto as Exhibit 99.2 and is
specifically incorporated herein by reference, and the foregoing
description is qualified in its entirety by reference to such press
release.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) The following exhibit is filed as part of this report:
99.1 Press release dated October 17, 2001.
99.2 Press release dated October 17, 2001.
99.3 Certificate of Amendment of Restated Certificate of
Incorporation of Raytheon Company to effect a reverse stock
split of the Registrant's Class A and Class B common stock.
99.4 Certificate of Amendment of Restated Certificate of
Incorporation of Raytheon Company to effect a forward stock
split of the Registrant's Class A and Class B common stock.
99.5 Certificate of Amendment of Restated Certificate of
Incorporation of Raytheon Company to reclassify the
Registrant's Class A and Class B common stock into a single
new class of common stock.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
Dated: October 19, 2001
RAYTHEON COMPANY
By: /s/ John W. Kapples
John W. Kapples
Vice President and
Secretary
EXHIBIT INDEX
Exhibit
Number Description
99.1 Press release dated October 17, 2001.
99.2 Press release dated October 17, 2001.
99.3 Certificate of Amendment of Restated Certificate of Incorporation of
Raytheon Company to effect a reverse stock split of the Registrant's
Class A and Class B common stock.
99.4 Certificate of Amendment of Restated Certificate of Incorporation of
Raytheon Company to effect a forward stock split of the Registrant's
Class A and Class B common stock.
99.5 Certificate of Amendment of Restated Certificate of Incorporation of
Raytheon Company to reclassify the Registrant's Class A and Class B
common stock into a single new class of common stock.