8-K 1 a5766253.txt DRS TECHNOLOGIES, INC. 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): August 28, 2008 (August 27, 2008) DRS TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) Delaware 1-08533 13-2632319 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification Number) 5 Sylvan Way, Parsippany, New Jersey 07054 (Address of principal executive offices) (973) 898-1500 (Registrant's telephone number, including area code) 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 August 28, 2008, Finmeccanica S.p.A. ("Finmeccanica") and DRS Technologies, Inc. ("DRS") announced that the Department of Justice and Federal Trade Commission granted early termination of the waiting period, effective August 27, 2008, required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (HSR), for the proposed merger of DRS with Finmeccanica. Completion of the HSR review was one of the conditions for the consummation of the merger. The merger continues to be subject to, among other conditions, certain other regulatory approvals, as well as the approval of DRS's stockholders. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information furnished pursuant to this Current Report on Form 8-K shall be considered to be "filed" under the Securities Exchange Act of 1934, as amended. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits The following press release is included as an exhibit to this report: Exhibit No. Description ----------- ----------- 99.1 Finmeccanica S.p.A. and DRS Technologies, Inc. Press Release, dated August 28, 2008. DRS TECHNOLOGIES, INC. 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 thereunto duly authorized. DRS TECHNOLOGIES, INC. ---------------------- (Registrant) Date: August 28, 2008 By: /s/ NINA L. DUNN ---------------- Nina L. Dunn Executive Vice President, General Counsel and Secretary INDEX TO EXHIBITS Exhibit No. Description ----------- ----------- 99.1 Finmeccanica S.p.A. and DRS Technologies, Inc. Press Release, dated August 28, 2008.