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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest
event reported): July 2, 1999
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HARRIS CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-3863 34-0276860
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
1025 West NASA Blvd., Melbourne, FL 32919
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (407) 727-9100
No Change
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(Former name or former address, if changed since last
report.)
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Items 1-4. Not Applicable.
Item 5. Other Events.
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On July 6, 1999, Harris Corporation ("Harris" or the
"Company") announced that its wholly-owned subsidiary, Lanier Worldwide, Inc.,
has filed with the Securities and Exchange Commission a Registration Statement
relating to its previously announced spin-off.
The Registration Statement contains historical and pro forma
financial statements and information about Lanier's business, management and
financial position.
A copy of the press release is filed herewith as Exhibit 99
and is incorporated herein by reference.
Item 6. Not Applicable.
Item 7. Financial Statements and Exhibits.
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(a) Financial Statements.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
The following document is filed as an Exhibit to this
Report:
99. Press Release, dated July 6, 1999,
announcing that Harris' wholly-owned
subsidiary, Lanier Worldwide, Inc., has
filed a Registration Statement relating to
its previously announced spin-off.
Items 8-9. Not Applicable.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
HARRIS CORPORATION
By: /s/ Bryan R. Roub
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Name: Bryan R. Roub
Title: Senior Vice President &
Chief Financial Officer
Date: July 6, 1999
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EXHIBIT INDEX
Exhibit No.
Under Reg.
S-K, Item 601 Description
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99. Press Release, dated July 6, 1999,
announcing that Harris' wholly-owned
subsidiary, Lanier Worldwide, Inc., has
filed a Registration Statement relating
to its previously announced
spin-off.
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HARRIS CORPORATION'S LANIER WORLDWIDE, INC. SUBSIDIARY
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FILES SPIN-OFF REGISTRATION STATEMENT
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Melbourne, FL - Atlanta, GA, July 6, 1999 - Harris Corporation today
announced that its wholly owned subsidiary, Lanier Worldwide, Inc., has filed
with the Securities and Exchange Commission a Registration Statement relating to
its previously announced spin-off. The Form 10 Registration Statement contains
historical and pro forma financial statements and information about Lanier's
business, management, and financial position.
In the spin-off, which is expected to be formally approved by the
Harris Board of Directors in late August and completed in September, each Harris
stockholder will receive one share of Lanier common stock for each share of
Harris stock. Harris will retain approximately 10% of the outstanding shares of
Lanier. Harris will agree not to sell such shares for six months following the
spin-off, although it does intend to sell all such shares within two years of
the spin-off. Harris will use the cash from sales of Lanier shares to make
acquisitions in the communications equipment industry and for general working
capital purposes. Following the spin-off, it is expected that Lanier will have
approximately $700 million of indebtedness, which will be incurred in connection
with the payment to Harris of an equivalent amount in the form of a dividend and
the assumption of indebtedness.
Following the spin-off, it is expected that Lanier will pay quarterly
cash dividends, although the determination of the dividend rate has not yet been
established and will be subject to a number of factors, including Lanier's
financial condition, capital
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requirements, results of operations, future business prospects and other factors
Lanier's Board of Directors may determine relevant. Additionally, following the
spin-off, it is expected that Harris will continue to pay quarterly dividends,
but at a rate expected to be substantially below Harris's current annual
dividend rate of $ .96 per share.
The complete Registration Statement will be available at the SEC's web
site (HTTP:\\www.sec.gov.)
Harris Corporation (NYSE-HRS) is an international communications
equipment company focused on providing product, system, and service solutions
that take its customers to the next level. The company provides a wide range of
products and services for commercial and government communications markets such
as wireless, broadcast, government, and network support. The company has sales
and service facilities in nearly 90 countries.
This press release contains forward-looking statements made in reliance
upon the safe harbor provisions of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements reflect management's current
assumptions and estimates of future performance and economic conditions. Harris
cautions investors that any forward-looking statements are subject to risks and
uncertainties that may cause actual results and future trends and events to
differ materially from those matters expressed in or implied by such
forward-looking statements. Reference is made to Harris's filings with the
Securities and Exchange Commission and to Lanier's Registration Statement for a
discussion of such factors and risks.
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Media inquiries: Jim Burke at 407-727-9126 or [email protected].
Investor relations inquiries: Pamela Padgett at 407-727-9383.
