-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TwDKxsPzOUh+rJYdlnMQJG4GtIsRlDJuOPA7H/nunAWGwT47AvGq+LR71kOBOWXu aSJrPiyyxFy1fkNVvwcmvw== 0001209191-07-022394.txt : 20070404 0001209191-07-022394.hdr.sgml : 20070404 20070404162924 ACCESSION NUMBER: 0001209191-07-022394 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070402 FILED AS OF DATE: 20070404 DATE AS OF CHANGE: 20070404 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Harris Stratex Networks, Inc. CENTRAL INDEX KEY: 0001377789 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1025 WEST NASA BLVD. CITY: MELBOURNE STATE: FL ZIP: 32919 BUSINESS PHONE: 321 727 9100 MAIL ADDRESS: STREET 1: 1025 WEST NASA BLVD. CITY: MELBOURNE STATE: FL ZIP: 32919 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HARRIS CORP /DE/ CENTRAL INDEX KEY: 0000202058 STANDARD INDUSTRIAL CLASSIFICATION: SEARCH, DETECTION, NAVIGATION, GUIDANCE, AERONAUTICAL SYS [3812] STATE OF INCORPORATION: DE FISCAL YEAR END: 0629 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33278 FILM NUMBER: 07749111 BUSINESS ADDRESS: STREET 1: 1025 W NASA BLVD CITY: MELBOURNE STATE: FL ZIP: 32919 BUSINESS PHONE: 3217279100 MAIL ADDRESS: STREET 1: 1025 W NASA BLVD CITY: MELBOURNE STATE: FL ZIP: 32919 FORMER NAME: FORMER CONFORMED NAME: HARRIS SEYBOLD CO DATE OF NAME CHANGE: 19600201 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2007-04-02 0 0001377789 Harris Stratex Networks, Inc. HSTX 0000202058 HARRIS CORP /DE/ 1025 WEST NASA BOULEVARD MELBOURNE FL 32919 1 0 1 0 Preemptive Right (right to buy) 19.19 2007-04-02 4 A 0 572897 A 2007-04-02 2007-04-17 Class B Common Stock 572897 572897 D Class B Common Stock 2007-04-02 4 A 0 62412 A Class A Common Stock 62412 32913377 D Pursuant to the Investor Agreement, dated as of January 26, 2007 (the "Investor Agreement"), between Harris and Harris Stratex and Article VIII of the Amended and Restated Certificate of Incorporation of Harris Stratex, Harris has been granted preemptive rights to purchase shares of Class B Common Stock. The preemptive rights may be exercised 1:1 for shares of Class B Common Stock at an exercise price of $19.19 per share of Class B Common Stock. Each outstanding share of Class B Common Stock may be converted at the election of Harris into one share of Class A Common Stock, par value $0.01 per share ("Class A Common Stock") of Harris Stratex at any time and will convert automatically into one outstanding share of Class A Common Stock under certain circumstances, as more fully desribed in paragraph (F) of Article IV of the Amended and Restated Certificate of Incorporation of Harris Stratex. 1-for-1. Immediately exchangeable. In connection with the formation of Harris Stratex and based on the exchange ratio agreed between Harris and Stratex Networks, Inc. ("Stratex") related thereto, Harris should have received a total of 32,913,377 shares of Class B Common Stock as a result of the contribution of its Microwave Communications Division to Harris Stratex and the merger of a wholly owned subsidiary of Harris Stratex with and into Stratex. Because of bookkeeping error, only 32,850,965 shares of Class B Common Stock were issued to Harris. Accordingly, Harris is entitled to an additional 62,412 shares of Class B Common Stock. As the sole holder of Class B Common Stock, par value $0.01 per share ("Class B Common Stock") of Harris Stratex Networks, Inc. ("Harris Stratex"), Harris Corporation ("Harris") has the right to elect five of the nine directors of Harris Stratex separately as a class. Harris Corporation By: /s/ Scott T. Mikuen Vice President, Associate General Counsel and Corporate Secretary 2007-04-04 -----END PRIVACY-ENHANCED MESSAGE-----