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L3HARRIS TECHNOLOGIES, INC. /DE/ 8-K Report, Corporate Update (Jun 21, 2019)

Filed June 21, 2019For Securities:LHX

Summary

L3Harris Technologies, Inc. (LHX) announced on June 21, 2019, that it has received necessary regulatory approvals for its previously announced all-stock merger with L3 Technologies, Inc. This significant development clears a major hurdle for the transaction, which was initially announced on October 12, 2018. The U.S. Department of Justice (DOJ) has agreed to allow the merger to proceed, contingent upon the divestiture of Harris' Night Vision business. This divestiture agreement, along with separate clearances from Canadian and European authorities, effectively satisfies the antitrust requirements for the merger.

Key Highlights

  • 1Regulatory Approval Secured: The merger between Harris Corporation and L3 Technologies has received the necessary antitrust clearances from the U.S., Canada, and European authorities.
  • 2Divestiture of Night Vision Business: As a condition for regulatory approval, Harris Corporation will divest its Night Vision business to Elbit Systems of America, LLC for $350 million.
  • 3HSR Act Satisfied: The Hart-Scott-Rodino Act waiting period has been resolved following a 'Second Request' from the DOJ and the subsequent 'Hold Separate Stipulation and Order'.
  • 4Closing Date Set: L3Harris Technologies has announced a closing date for the merger of June 29, 2019.
  • 5Conditions Remain: The merger closing is still subject to the satisfaction of customary closing conditions.
  • 6Canadian Approval Obtained: The Canadian Competition Bureau has issued a no-action letter, subject to the Night Vision divestiture.
  • 7European Commission Clearance: The European Commission has cleared the merger, also contingent on the divestiture of the Night Vision business.

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