-----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, CKXxUkCbZh3ipXYtBN09bfTWY/M8bpQaHRVvIFmV5z4B/PaKIFGmmqALm8KokBw9 obaziTy1jZNePAvUAjG+Mw== 0001299933-06-004620.txt : 20060710 0001299933-06-004620.hdr.sgml : 20060710 20060710145908 ACCESSION NUMBER: 0001299933-06-004620 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060703 ITEM INFORMATION: Other Events FILED AS OF DATE: 20060710 DATE AS OF CHANGE: 20060710 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARGON ST, Inc. CENTRAL INDEX KEY: 0000026537 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 381873250 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08193 FILM NUMBER: 06953669 BUSINESS ADDRESS: STREET 1: 8419 TERMINAL ROAD STREET 2: P O BOX 1869 CITY: NEWINGTON STATE: VA ZIP: 22122-1430 BUSINESS PHONE: (703)550-7000 MAIL ADDRESS: STREET 1: 8419 TERMINAL ROAD CITY: NEWINGTON STATE: VA ZIP: 22122-1430 FORMER COMPANY: FORMER CONFORMED NAME: SENSYTECH INC DATE OF NAME CHANGE: 20000118 FORMER COMPANY: FORMER CONFORMED NAME: SENSYS TECHNOLOGIES INC DATE OF NAME CHANGE: 19980615 FORMER COMPANY: FORMER CONFORMED NAME: DAEDALUS ENTERPRISES INC DATE OF NAME CHANGE: 19920703 8-K 1 htm_13589.htm LIVE FILING Argon ST, Inc. (Form: 8-K)  

 


UNITED STATES
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):   July 3, 2006

Argon ST, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 000-08193 38-1873250
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
12701 Fair Lakes Circle, Suite 800, Fairfax, Virginia   22033
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   703-322-0881

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 8.01 Other Events.

On July 6, 2006, Argon ST, Inc. (the ‘Company’) announced that it completed the acquisition of San Diego Research Center Incorporated (SDRC), effective July 3, 2006, for approximately $41 million in cash. SDRC expects to recognize approximately $20 million in revenues for the fiscal year ending September 30, 2006, and is expected to increase Argon’s fourth quarter revenue by approximately $5 million. The acquisition is expected to be accretive in fiscal year 2007. The Company’s press release, dated July 6, 2006, is attached as Exhibit 99.1






SIGNATURES

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.

         
    Argon ST, Inc.
          
July 10, 2006   By:   Victor F. Sellier
       
        Name: Victor F. Sellier
        Title: Vice President - Business Operations and Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release, dated July 6, 2006, issued by Argon ST, Inc.
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Exhibit 99.1

ARGON ST, INC.

12701 Fair Lakes Circle, Fairfax, VA 22033
703.322.0881 Fax 703.322.0885
www.argonst.com

NEWS RELEASE

Argon ST Acquires San Diego Research Center Incorporated (SDRC)

FAIRFAX. VA—July 6, 2006—Argon ST, Inc., (NASDAQ: STST), today announced that it completed the acquisition of San Diego Research Center Incorporated (SDRC), effective July 3, 2006, for approximately $41 million in cash. SDRC expects to realize approximately $20 million in revenues for the fiscal year ending September 30, 2006, and is expected to increase Argon’s fourth quarter revenue by approximately $5 million. The acquisition is expected to be accretive in fiscal year 2007.

Since the company’s founding in 2001, San Diego Research Center, Inc. has established itself as a leader in defense wireless communications by inventing, implementing, and integrating complete systems suited for the most challenging military environments. SDRC has utilized its competencies in systems engineering, waveforms, networks and management to build areas of expertise encompassing advanced modems, innovative networking, and systems solutions.

Over the last twelve months, the management and engineering teams at SDRC and Argon ST have come to know each other as they successfully combined their respective technologies to team on proposals and contracts. SDRC’s focus on innovative, disruptive technology is in keeping with the history of Argon ST’s success. The combination of the two companies will provide customers additional opportunities to leverage the complementary technologies to support real time tactical operations required in today’s environment.

Lindsey McClure, President of SDRC, commented that “the merger brings SDRC the benefit of a larger business presence, and infrastructure to support continued explosive growth, while further stimulating our abilities to invent and apply wireless technologies to new business opportunities that are made possible by Argon ST.”

Terry Collins, Argon ST’s President and CEO, commented that “SDRC has a strong management and technical staff as the fundamental basis for their growth. In addition, the combination of workforce skills, cultural fit, and technology will allow Argon ST to expand into new markets and to support SDRC’s expected rapid future growth as systems move into production.”

Headwaters MB, LLC acted as financial advisor to SDRC in this transaction.

Argon ST designs, develops, and produces systems and sensors for the Command and Control, Communications, Computers, Intelligence, Surveillance, and Reconnaissance (C4ISR) markets including SIGINT (signals intelligence), ESM (Electronic Support Measures), EW (Electronic Warfare), imaging, and acoustic systems serving domestic and worldwide markets.

     
CONTACT:
  Argon ST, Inc.
Victor F. Sellier, 703 995-4219
vic.sellier@argonst.com

URL www.argonst.com

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