<PAGE>
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
Date of Report (date of earliest event reported): March 16, 1999
ALLIANT TECHSYSTEMS INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-10582 41-1672694
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(State or other jurisdiction (Commission) (IRS Employer
of incorporation) File Number) Identification No.)
600 Second Street N.E., Hopkins, Minnesota 55343-8384
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (612) 931-6000
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
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On March 16, 1999, the Board of Directors of Alliant Techsystems Inc. (the
"Company") approved the Third Amendment (the "Amendment"), dated as of March 16,
1999, to the Rights Agreement, dated as of September 28, 1990, as amended (the
"Rights Agreement"), between the Company and The Chase Manhattan Bank (successor
to Chemical Bank and Manufacturers Hanover Trust Company), as Rights Agent. The
Company amended the Rights Agreement to increase the exercise price of the
Rights to $120.00 per one one-hundredth of a Preferred Share, subject to
adjustment.
The foregoing description of the Amendment is qualified in its entirety by
reference to the full text of the Amendment, which is attached as Exhibit 4 to
the Company's Registration Statement on Form 8-A/A filed March 23, 1999 and
incorporated herein by this reference. A summary description of the Rights is
set forth in Exhibit C to the Rights Agreement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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(a) Financial Statements of Business Acquired: N/A
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(b) Pro Forma Financial Information: None
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(c) Exhibits:
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Exhibit
Number Exhibit
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4 Third Amendment, dated as of March 16, 1999, to the Rights
Agreement, incorporated by reference to Exhibit 4 to the
Company's Registration Statement on Form 8-A/A filed March
23, 1999
99 Text of news release, dated March 18, 1999
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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.
ALLIANT TECHSYSTEMS INC.
By: /s/CHARLES H. GAUCK
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Name: Charles H. Gauck
Title: Vice President and
Secretary
Dated: March 23, 1999
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ALLIANT TECHSYSTEMS INC.
FORM 8-K
EXHIBIT INDEX
The following exhibits are filed herewith electronically or incorporated herein
by reference. The applicable Securities and Exchange Commission File Number is
1-10582.
<TABLE>
<CAPTION>
Exhibit
Number Description of Exhibit Method of Filing
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<S> <C> <C>
4 Third Amendment, dated as of March 16, 1999, to the Rights Incorporated by
Agreement.................................................. reference to Exhibit 4
to the Company's
Registration Statement
on Form 8-A/A filed
March 23, 1999
99 Text of News Release, dated March 18, 1999................. Filed herewith
electronically
</TABLE>
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Exhibit 99
FOR IMMEDIATE RELEASE
MEDIA CONTACT: INVESTOR CONTACT:
ROD BITZ RICHARD N. JOWETT
PHONE: 612-931-5413 PHONE: 612-931-6080
E-MAIL: [email protected] E-MAIL: [email protected]
ALLIANT TECHSYSTEMS BOARD OF DIRECTORS
APPROVES AMENDMENT TO STOCKHOLDER RIGHTS PLAN
MINNEAPOLIS, MARCH 18, 1999 - Alliant Techsystems (NYSE: ATK) said its
board of directors has approved an amendment to the company's stockholder rights
plan that will increase the exercise price for the rights issued pursuant to the
plan.
The stockholder rights plan, which was originally adopted in September
1990, provides stockholders the right to purchase in certain circumstances a
fractional share of preferred stock, subject to adjustment. The exercise price
per right was established at $80, based upon prevailing market prices at the
time the plan was adopted. The amendment to the plan, which was approved
unanimously by the board of directors, increases the exercise price to $120 in
recognition of the substantial increase in the company's stock price since the
plan was adopted. No other significant amendments were made to the plan, and
the rights currently cannot be exercised.
Paul Miller, chairman and chief executive officer, said the action was
taken after careful study, and is not in response to any pending takeover or
proposed change in control of the company.
"Since 1990, the market price of Alliant's common shares has increased
significantly, and further increases may impair the effectiveness of the
stockholder rights plan," said Miller. "The board of directors believes that
this amendment is appropriate to continue to protect the company and its
stockholders from potentially coercive takeover practices or takeover bids that
are inconsistent with the interests of the company and its stockholders."
Alliant Techsystems is a $1.1 billion aerospace and defense company with
approximately 6,300 employees. Headquartered in Hopkins, Minn., the company's
business groups are Conventional Munitions, Space and Strategic Systems, and
Defense Systems. Company news and information can be found on the Internet at
www.atk.com.
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