Summary
L3Harris Technologies, Inc. (formerly Harris Corporation) filed an 8-K on October 15, 2018, primarily to disclose its first-quarter fiscal year 2019 financial results and updated fiscal year 2019 guidance. The company reported its operational and financial condition, including key metrics like revenue, earnings per diluted share, and free cash flow, providing both GAAP and non-GAAP measures for investor clarity. Management emphasized that non-GAAP measures offer a useful perspective on operating trends by excluding certain items that can disproportionately impact results in a given period.
Key Highlights
- 1Announcement of Q1 FY2019 financial results for Harris Corporation.
- 2Provided updated full-year fiscal 2019 guidance for revenue, diluted EPS, and free cash flow.
- 3Disclosure includes both GAAP and non-GAAP financial measures, with a reconciliation for non-GAAP metrics.
- 4Management believes non-GAAP measures enhance investor understanding of operating trends and performance.
- 5Key event: Agreement and Plan of Merger entered into with L3 Technologies, Inc. on October 12, 2018, for an all-stock merger of equals.
- 6Upon closing, the combined company will be renamed L3 Harris Technologies, Inc.
- 7The merger is structured such that Harris shareholders will own approximately 54% and L3 shareholders will own approximately 46% of the new entity.
- 8Merger is subject to customary closing conditions, including regulatory and shareholder approvals.
Frequently Asked Questions
This 8-K filing serves two main purposes: to report Harris Corporation's financial results for the first quarter of fiscal year 2019 and to announce an Agreement and Plan of Merger with L3 Technologies, Inc., forming a new entity named L3 Harris Technologies, Inc.
The company provided updated guidance ranges for fiscal year 2019, including expected revenue, earnings per diluted share from continuing operations, and free cash flow.
The merger is an all-stock transaction of equals. L3 shareholders will receive 1.30 shares of Harris common stock for each share of L3 common stock. Post-merger, Harris will be renamed L3 Harris Technologies, Inc., and will be approximately 54% owned by former Harris shareholders and 46% owned by former L3 shareholders.
The filing indicates that both GAAP and non-GAAP financial measures are included. Non-GAAP measures, such as free cash flow and EBIT, are provided to offer insights into operating results separate from items that might disproportionately impact a particular period, and a reconciliation to the most directly comparable GAAP measures is included.