<PAGE>
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) April 8, 1994
-------------
CUBIC CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-8931 95-1678055
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorportion) File Number) Identification No.)
9333 Balboa Avenue, San Diego, California 92123
- --------------------------------------------------------------------------------
(Address of principal executives offices) (Zip Code)
Registrant's telephone number, including area code (619) 277-6780
-----------------------------
Not Applicable
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 2. Acquisition of Assets.
On April 8, 1994, Cubic Applications, Inc., a California corporation and
wholly-owned subsidiary of Registrant, a Delaware corporation, acquired all of
the assets and assumed certain liabilities associated with and used by the
Applications division and the Titan Services International division of The Titan
Corporation, a Delaware corporation, for cash in the amount of $21,000,000. The
purchase price, which was determined by auction bid, is subject to an upward or
downward post-closing adjustment based on the net amount of assets less
liabilities as reflected in the Closing Balance Sheet. The purchase price was
paid from surplus cash of the Registrant. There was and is no material
relationship of any kind between Registrant and The Titan Corporation or their
respective associates, directors or officers.
Assets acquired included accounts receivable, contract rights, leases,
leasehold improvements, fixtures and equipment, books, records, proprietary
rights, computers and software, claims and causes of action, and supplies and
literature used by the Applications and Services International divisions of the
Titan Corporation in the performance of the business conducted by such
divisions. Registrant intends to devote the acquired assets to continuation of
the business of such divisions which involves training, applications and
operations for the United States Army.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial statements of businesses acquired.
There are no separate financial statements relating to the divisions
whose assets were acquired and it is impractical to provide the required
financial statements at the time of filing this report. Required
financial statements will be filed within 60 days from the date of this
filing.
(b) Pro Forma Financial Information.
It is impractical to provide required pro forma financial information
with this filing and such information will be provided within 60 days
from the date of this filing.
2
<PAGE>
(c) Exhibits.
None
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.
CUBIC CORPORATION
(Registrant)
By WILLIAM C. STEWART, JR.
_____________________________
William C. Stewart, Jr.
Secretary
Date: April 14, 1994.
3
