-----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, N4qS6nL1JwGpem36FaImxgFJXDs2BHjxH3XfGORoSOqocUBuMPUbDQAwK8kBeMGZ 9+8pp5+cxTQ3DTs88mosJQ== 0001275287-05-002147.txt : 20050611 0001275287-05-002147.hdr.sgml : 20050611 20050603192744 ACCESSION NUMBER: 0001275287-05-002147 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050603 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050606 DATE AS OF CHANGE: 20050603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RADYNE COMSTREAM INC CENTRAL INDEX KEY: 0000718573 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 112569467 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-11685 FILM NUMBER: 05878902 BUSINESS ADDRESS: STREET 1: 3138 E ELWOOD ST CITY: PHOENIX STATE: AZ ZIP: 85034 BUSINESS PHONE: 6024379620 MAIL ADDRESS: STREET 1: 3138 EAST ELWOOD STREET CITY: PHOENIX STATE: AZ ZIP: 85034 FORMER COMPANY: FORMER CONFORMED NAME: RADYNE CORP DATE OF NAME CHANGE: 19920703 8-K/A 1 rc2883.txt ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) June 3, 2005 RADYNE COMSTREAM INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-11685 11-2569467 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 3138 E. Elwood Street, Phoenix AZ 85034 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 602-437-9620 -------------------------------------------------------------- (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)) ================================================================================ EXPLANATORY NOTE: This Amendment No. 1 on Form 8-K/A is filed solely to report that the Form 8-K filed June 3, 2005, was filed erroneously under Item 2.02. Regulations mandate that this should have been reported under Item 5.03. ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR. On June 1, 2005, the registrant merged with a wholly owned subsidiary and changed its name from Radyne ComStream Inc., to Radyne Corporation pursuant to its filing of a Certificate of Ownership and Merger with the Delaware Secretary of State. This was the only change to the registrant's Certificate of Incorporation. The registrant will manufacture and sell satellite and microwave communications equipment using the Radyne brand, market broadcast encoders and decoders under its Tiernan brand; and its recently acquired Xicom subsidiary will sell high power amplifiers under the Xicom brand. Holders of stock certificates bearing the name "Radyne ComStream Inc." will be issued new certificates bearing the name "Radyne Corporation." Radyne will continue to trade on the NASDAQ under the RADN symbol. The CUSIP number for the registrant's common stock will not change. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS 99.1 Press Release dated June 3, 2005.* - ---------- * Previously filed. 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. RADYNE CORPORATION By: /s/ Malcolm C.Persen -------------------------- Malcolm C. Persen Vice President and Chief Financial Officer Date June 3, 2005 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------- -------------------------------------- *99.1 Press release dated as of June 3, 2005 - ---------- *Filed as Exhibit 99.1 to Form 8-K filed June 3, 2005. -----END PRIVACY-ENHANCED MESSAGE-----