Summary
This 8-K filing from Harris Corporation (now L3Harris Technologies) on May 22, 2015, primarily serves to update investors on the progress of its previously announced merger with Exelis Inc. The key takeaway is the significant advancement towards closing the deal, with two major conditions now met. First, Harris received notification that the waiting period under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act has been terminated, clearing a significant regulatory hurdle. Second, Exelis shareholders overwhelmingly approved the merger agreement, demonstrating strong support for the transaction. These developments bring the merger significantly closer to completion, with an expected closing date of May 29, 2015. Investors should view this as a positive step, indicating that the integration of the two companies is on track. While customary closing conditions still need to be met, the satisfaction of these material conditions reduces uncertainty and provides greater clarity on the future structure of Harris Corporation.
Key Highlights
- 1Harris Corporation received termination of the Hart-Scott-Rodino (HSR) Act waiting period from the Department of Justice on May 21, 2015, removing a key antitrust regulatory obstacle.
- 2Exelis Inc. shareholders approved the Merger Agreement by a significant margin (over 97% of votes cast, representing over 79% of outstanding shares) on May 22, 2015.
- 3The satisfaction of the HSR Act waiting period and Exelis shareholder approval are two critical final conditions to the merger.
- 4The anticipated closing date for the merger between Harris and Exelis is now set for May 29, 2015, subject to remaining customary closing conditions.
- 5This filing provides a material update on the progress and expected timeline for the previously announced merger, reducing uncertainty for investors.
- 6The merger is proceeding as expected, with strong shareholder support from the target company, Exelis.