SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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): May 21, 2003
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L-3 COMMUNICATIONS HOLDINGS, INC.
L-3 COMMUNICATIONS CORPORATION
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(Exact Name of Registrants as Specified in Charter)
DELAWARE
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(State or Other Jurisdiction of Incorporation)
001-14141 13-3937434
333-46983 13-3937436
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(Commission File Number) (IRS Employer Identification No.)
600 THIRD AVENUE, NEW YORK, NEW YORK 10016
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(Address of Principal Executive Offices) (Zip Code)
(212) 697-1111
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(Registrants' Telephone Number, Including Area Code)
ITEM 5. OTHER EVENTS.
SENIOR SUBORDINATED NOTES OFFERING
L-3 Communications Holdings, Inc. announced on May 21, 2003 that L-3
Communications Corporation, its wholly owned subsidiary, has completed an
offering of $400.0 million principal amount of 6 1/8% Senior Subordinated Notes
due 2013, with interest payable semi-annually in cash. The notes were offered
within the United States only to qualified institutional investors pursuant to
Rule 144A under the Securities Act of 1933, and, outside the United States, only
to non-U.S. investors.
As previously announced, the proceeds of this offering will be used to
redeem L-3 Communications Corporation's outstanding $180.0 million aggregate
principal amount of 8 1/2% Senior Subordinated Notes due in 2008 and for general
corporate purposes.
The securities have not been registered under the Securities Act of
1933, as amended (the "Securities Act"), or any state securities laws, and
unless so registered, may not be offered or sold in the United States except
pursuant to an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable state securities
laws.
REDEMPTION OF NOTES
L-3 Communications Holdings, Inc. announced on May 21, 2003 that L-3
Communications Corporation, its wholly owned subsidiary, has initiated a full
redemption of all of its outstanding $180.0 million aggregate principal amount
of 8 1/2% Senior Subordinated Notes due 2008. All Notes will be redeemed on June
20, 2003 at a redemption price of 104.250% of the principal amount thereof, plus
accrued and unpaid interest to June 20, 2003. On or before June 20, 2003, the
Notes should be presented to The Bank of New York, as paying agent for the
redemption, at the address set forth in the Notice of Redemption, dated May 21,
2003, sent that day to all registered holders.
Interest on the Notes will cease to accrue on and after June 20, 2003,
and the only remaining right of holders of the Notes is to receive payment of
the redemption price upon surrender to the paying agent, plus accrued and unpaid
interest up to, but not including, June 20, 2003.
A copy of the press releases are attached hereto as Exhibits 99.1 and
99.2 and are incorporated herein by reference. Except for historical information
contained herein, the matters set forth in this news release are forward-looking
statements. The forward-looking statements set forth above involve a number of
risks and uncertainties that could cause actual results to differ materially
from any such statement, including the risks and uncertainties discussed in the
company's Safe Harbor Compliance Statement for Forward-looking Statements
included in the company's recent filings, including Form 10-K and 10-Q, with the
Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit
Number Title
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99.1 Press Release relating to Senior Subordinated Notes Offering
99.2 Press Release relating to Redemption
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
L-3 COMMUNICATIONS HOLDINGS, INC.
By: /s/ Christopher C. Cambria
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Name: Christopher C. Cambria
Title: Senior Vice President, Secretary and
General Counsel
L-3 COMMUNICATIONS CORPORATION
By: /s/ Christopher C. Cambria
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Name: Christopher C. Cambria
Title: Senior Vice President, Secretary and
General Counsel
Dated: May 21, 2003
EXHIBIT INDEX
Exhibit
Number Title
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99.1 Press Release relating to Senior Subordinated Notes Offering
99.2 Press Release relating to Redemption