Form 424B5 TELEDYNE TECHNOLOGIES


The information contained in this preliminary prospectus supplement is not complete and is subject to change. This preliminary prospectus supplement and the accompanying prospectus form part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospectus supplement and the accompanying prospectus do not constitute an offer to sell such securities and they do not solicit an offer to buy such securities in any jurisdiction where the offer or sale is not. authorized.

Filed in accordance with Rule 424 (b) (5)
Registration number 333-253860

Subject to completion

Preliminary prospectus supplement dated March 8, 2021

Brochure supplement

(In the Prospectus dated March 4, 2021)

Teledyne Technologies Incorporated

$% Notes due 2023

$% Notes due 2024

$% Notes due 2026

$% Notes due 2028

$% Notes due 2031

Teledyne Technologies Incorporated offers our% Notes Due 2023 (the ?? 2023 Notes ??),% Notes Due 2024 (the ?? 2024 Notes ??),% Notes Due 2026 (the ?? 2026 Notes ??), % notes due in 2028 (the ?? 2028 notes ??), and% notes due in 2031 (the ?? 2031 notes ?? and, together with the 2023 notes, the 2024 notes, the 2026 notes and the 2028 notes, the ?? ??). Interest on the Notes will be payable semi-annually in arrears on and in each year, commencing in 2021. The Notes will mature on, 2023 in the case of the 2023 Notes, on, 2024 in the case of the 2024 Notes,, 2026 in in the case of 2026 notes,, 2028 in the case of 2028 notes, and, 2031 in the case of 2031 notes.

We may redeem the 2023 Notes at any time in whole, or from time to time in part, prior to maturity and the other Notes at any time in whole, or from time to time in part, prior to the applicable nominal redemption date on the applicable redemption price described on pages S-58 and S-59. From the applicable au pair call date for the 2024 Notes, 2026 Notes, 2028 Notes and 2031 Notes, such Notes will be redeemable, at our option, at any time in whole or from time to time in part, at a price equal to 100% of the principal amount of the notes to be reimbursed, plus accrued and unpaid interest on the notes to be reimbursed up to the date of reimbursement, but excluding.

We entered into a merger agreement and plan dated January 4, 2021 (the ?? Merger Agreement ??), with FLIR Systems, Inc., a Delaware corporation (?? FLIR ??), Firework Merger Sub I , Inc. and Firework Merger Sub II, LLC, which provides for two step merger which will make FLIR our wholly owned subsidiary (the “FLIR Acquisition ??). Subject to the terms and conditions of the Merger Agreement, each common share of FLIR, with a par value of $ 0.01 per share (?? FLIR Shares ??), issued and outstanding immediately prior to the effective date (as as defined in the Merger Agreement) will convert into a right to receive (i) $ 28.00 per share in cash and (ii) 0.0718 of a common share of Teledyne, par value of $ 0.01 per share. We intend to use the net proceeds from the sale of tickets to (i) fund a portion of the purchase price of the FLIR Acquisition, (ii) pay fees and expenses related to the FLIR Acquisition , and (iii) repay debt under our Amended and Restated Revolving Credit Agreement (as defined below), including the amount we intend to borrow to prepay approximately $ 500 million. of our outstanding Notes issued under prior Note Purchase Agreements (converted to approximately $ 464 million upon issuance), for which we have issued an irrevocable prepayment notice (as defined herein below). See ?? Product Use. ??

If the closing of the FLIR Acquisition has not occurred on or before (i) December 31, 2021 and (ii) the date on which the Merger Agreement, including any amendment thereto, is terminated in accordance with its terms, we will redeem the 2023 Notes, 2024 Notes, 2026 Notes and 2031 Notes as a whole at a special mandatory redemption price equal to 101% of the total principal amount of such Notes, plus accrued interest and unpaid on the principal amount of these tickets up to an amount beyond the special mandatory reimbursement date (as defined below). See ?? Description of the Securities ?? Special Mandatory Redemption. ??

The Notes will constitute our senior unsecured obligations and rank equally in right of payment as all of our existing and future senior unsecured indebtedness. The Notes will be effectively subordinated to one of our existing and future secured indebtedness up to the value of the collateral securing such indebtedness. The Notes are not guaranteed by any of our subsidiaries and will be effectively subordinated to all existing and future indebtedness and other liabilities of our subsidiaries. No later than 30 days after the completion of the FLIR Acquisition, to the extent that the FLIR Tickets (as defined below) are in circulation at that time, Teledyne FLIR, LLC will be required to simultaneously guarantee payment for the Tickets. , which will be guaranteed pari passu with the indebtedness of Teledyne FLIR, LLC under its own notes.

The Notes are new issues of securities with no established trading market. We do not intend to list the Notes on any stock exchange or automated quotation system.

Investing in the Notes involves risks. You should carefully read the entire attached Prospectus and this Prospectus Supplement and the documents incorporated by reference therein, including the section entitled “Risk Factors”. who starts on page S-18 of this prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved the Notes or determined whether this Prospectus Supplement or the accompanying Prospectus is true or complete. Any statement to the contrary is a criminal offense.

Public offer

Price (1)

Subscription
Discount

Comes back to us,

before expenses

by note

Total

by note

Total

by note

Total

% Notes due 2023

% $ % $ % $

% Notes due 2024

% $ % $ % $

% Notes due 2026

% $ % $ % $

% Notes due 2028

% $ % $ % $

% Notes due 2031

% $ % $ % $

Total:

$ $ $

(1)

Plus accrued interest from March 2021 if the delivery of the tickets takes place after that date.

The Underwriters expect to deliver the Notes only in book-entry form through The Depository Trust Company for the accounts of its participants, including Euroclear Bank SA / NV, as the system operator. Euroclear, and Clearstream Banking, SA, on or around March 2021.

Joint bookkeepers

BofA Titles JP Morgan US Bancorp

Prospectus supplement dated March 2021

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