-----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, GddO8zkYYIlmuYlZmNwF0qX6eSyToRwSlqJ1kDrU5vhkpZd0Sbf3hNwoNzrifgch DVDIKrPU2gNc5ibUS9RMZg== 0001047469-98-008425.txt : 19980304 0001047469-98-008425.hdr.sgml : 19980304 ACCESSION NUMBER: 0001047469-98-008425 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980206 ITEM INFORMATION: FILED AS OF DATE: 19980303 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: IFR SYSTEMS INC CENTRAL INDEX KEY: 0000785546 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 480777904 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-14224 FILM NUMBER: 98556428 BUSINESS ADDRESS: STREET 1: 10200 W YORK ST CITY: WICHITA STATE: KS ZIP: 67215 BUSINESS PHONE: 3165224981 MAIL ADDRESS: STREET 1: 10200 WEST YORK STREET CITY: WICHITA STATE: KS ZIP: 67215 8-K/A 1 8-K/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 6, 1998 IFR SYSTEMS, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-14224 [48-1197645] (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 10200 West York, Wichita, Kansas 67215 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (316) 522-4981 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) The following financial statements of IFR-UK were filed with the Form 8-K being amended hereby (the "Form 8-K"): Condensed consolidated balance sheets at December 31, 1997 and 1996 (UK GAAP and unaudited). Condensed consolidated statements of income for the twelve months ended December 31, 1997 and 1996 (UK GAAP and unaudited). The remaining financial statements required to be filed with the Form 8-K will be filed by amendment no later than April 22, 1998. (b) The PRO FORMA financial statements required to be filed with this Form 8-K will be filed by amendment no later than April 22, 1998. (c) The following exhibits are filed with the form 8-K: Exhibit No. Description ------------------------------- 2.01 Share Sale and Purchase Agreement, dated February 6, 1998 among IFR Systems, Inc., IFR Systems Limited, and The General Electric Company p.l.c. 2.02 Deed of Tax Covenant, dated February 6, 1998, between The General Electric Company, p.l.c., as Covenantor, and IFR Systems Limited, as Purchaser 10.01 Credit Agreement, dated as of February 5, 1998, among IFR Systems, Inc., The First National Bank of Chicago, and various lenders. 10.02 Form of Security Agreement executed by Registrant and its United States subsidiaries. 10.03 Form of Guaranty executed by each of Registrants United States subsidiaries Exhibit No. Description ------------------------------- 10.04 Pledge Agreement between Registrant and First National Bank of Chicago. 10.05 Equitable Share Charge by Registrant to First National Bank of Chicago. 10.06 Form of Copyright Security Agreement executed by Registrant and each of its United States subsidiaries. 10.07 Form of Patent Security Agreements executed by Registrant and each of its United States subsidiaries. 10.08 Form of Trademark Security Agreement executed by Registrant and each of its United States subsidiaries. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Amendment No. 1 to Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized. IFR SYSTEMS, INC. By: /s/ Alfred H. Hunt, III --------------------------------------- Alfred H. Hunt, III President and Chief Executive Officer Date: March 2, 1998 -----END PRIVACY-ENHANCED MESSAGE-----