-----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, VjYEDgld7MTYKE3FH0NQBLTZvARCPRVR07bwt0/g5ayqss7ILSSiT5/UrsBisy9L 8hvF28h1DDXf4PRLETYHLA== 0000054381-97-000019.txt : 19971118 0000054381-97-000019.hdr.sgml : 19971118 ACCESSION NUMBER: 0000054381-97-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971114 ITEM INFORMATION: FILED AS OF DATE: 19971117 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: KAMAN CORP CENTRAL INDEX KEY: 0000054381 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MACHINERY, EQUIPMENT & SUPPLIES [5080] IRS NUMBER: 060613548 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-01093 FILM NUMBER: 97722548 BUSINESS ADDRESS: STREET 1: 1332 BLUE HILLS AVE CITY: BLOOMFIELD STATE: CT ZIP: 06002 BUSINESS PHONE: 2032437100 MAIL ADDRESS: STREET 1: PO BOX 1 CITY: BLOOMFIELD STATE: CT ZIP: 06002 FORMER COMPANY: FORMER CONFORMED NAME: KAMAN AIRCRAFT CORP DATE OF NAME CHANGE: 19680403 8-K 1 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): November 14, 1997 KAMAN CORPORATION (Exact name of issuer as specified in its charter) Connecticut 0-1093 06-0613548 (State of (Commission (I.R.S. Incorporation) File Number) Employer Identification No.) 1332 Blue Hills Avenue Bloomfield, CT 06002 (Address of principal executive offices) Registrant's telephone number, including area code: (860) 243-7100 Not Applicable (Former name or former address, if changes since last report) Item 5. Other Events. On November 14, 1997, the Company announced that it had entered into a definitive agreement with ITT Industries, Inc. for the sale of Kaman Sciences Corporation, the Company's defense related sciences subsidiary, to ITT Industries for $135 million in cash. The transaction has been approved by the boards of directors of both companies and is subject to customary conditions, including the receipt of all required regulatory approvals. The Company expects to complete the transaction by year end. Item 7. Financial Statements and Exhibits (a) Financial Statements of Business Acquired. Not Applicable. (b) Pro Forma Financial Information. Not Applicable. (c) Exhibits. The following document is filed as an Exhibit to this Report: Exhibit 99 - Press Release of the Company, dated November 14, 1997. 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. KAMAN CORPORATION By: Robert M. Garneau Executive Vice President and Chief Financial Officer Dated: November 17, 1997 EXHIBIT INDEX Exhibit Description 99 Press Release of the Company, dated November 14, 1997 EX-99 2 KAMAN CORP. TO SELL SCIENCES UNIT TO ITT INDUSTRIES, INC. BLOOMFIELD, Connecticut (November 14, 1997) - (NASDAQ:KAMNA) Kaman Corp. and ITT Industries, Inc. (NYSE:IIN) announced today that they have entered into a definitive agreement for the sale of Kaman Sciences Corp. to ITT Industries for $135 million in cash. The transaction has been approved by the boards of directors of both companies and is subject to customary conditions, including the receipt of all required regulatory approvals. Kaman and ITT Industries expect to complete the transaction by year end. Kaman Corp. announced in late July that it was exploring the possible sale of Kaman Sciences, citing widespread consolidation in the defense sciences industry and the importance of increasing size in this particular segment of the defense market as key factors in the decision. Lazard Freres & Co. LLC advised Kaman Corp. in connection with the transaction. Kaman Sciences, based in Colorado Springs, Colo., provides software support, scientific research and advanced systems principally for the Air Force, Navy, Army and other government agencies. With revenues of $150 million, the company employs 1,200 in Colorado Springs, Alexandria, Va., and several other locations. In making the announcement, Charles H. Kaman, chairman and chief executive officer of Kaman Corp., said, "Having started Kaman Sciences as the original Kaman Nuclear division of Kaman Aircraft Corp. in 1957, Kaman is very proud of the outstanding accomplishments of the Sciences people and sees this new affiliation as a further enhancement to them." Kaman Corp., based here, is a $1 billion company with business activities in aerospace and industrial distribution markets. ITT Industries is a leading worldwide diversified manufacturing company, with 1996 sales of $8.4 billion from its three primary business segments: Automotive, Defense & Electronics and Fluid Technology. ### Contact: David Long (860) 243-6319 Email: dml-corp@kaman.com Homepage: www.kaman.com -----END PRIVACY-ENHANCED MESSAGE-----