UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) February 7, 2005
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ENGINEERED SUPPORT SYSTEMS, INC.
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(Exact Name of Registrant as Specified in Charter)
MISSOURI 0-13880 43-1313242
(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)
201 Evans Lane, St. Louis, Missouri 63121
(Address of principal executive officer) (Zip Code)
Registrant's telephone number including area code: (314) 553-4000
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 2.01 Completion of Acquisition or Disposition of Assets.
On February 7, 2005 Engineered Support Systems, Inc. (the
"Company") announced that it had completed its previously
announced acquisition of Spacelink International, LLC
("Spacelink"), a Dulles, Virginia-based firm involved in
the design, integration, operation and maintenance of
deployed satellite and wireless networks for the U.S.
Department of Defense (DoD), the U.S intelligence
community and other forward deployed federal agencies and
multinational organizations worldwide. The transaction
value of $151.5 million was comprised of $138.5 million in
cash paid at closing and the issuance of 228,292 shares of
restricted common stock valued at approximately $13
million, and is subject to certain post closing
adjustments. The Company acquired all of the outstanding
equity interests in Spacelink from Spacelink International
LTD., a Delaware corporation and SatComSolutions LLC, a
Delaware limited liability company. The Company financed
the transaction with borrowings under its new $200 million
unsecured credit facility, a copy of which was filed as
Exhibit 99 to the Company's Report on Form 8-K filed
February 2, 2005. Financial statements and proforma
financial information relating to this acquisition will be
subsequently filed within 71 calendar days after the date
this Form 8-K was required to be filed.
Item 9.01 Financial Statements and Exhibits.
(c) The following exhibit is filed as part of this report:
Exhibit Number Description
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2 Form of Purchase Agreement by and
between Engineered Support Systems,
Inc. and Spacelink International
LLC, Spacelink International LTD
and SatComSolutions LLC dated
December 9, 2004, which is
incorporated by reference from
Exhibit 10.7 of Form 10-K Annual
Report filed by the Company on
January 14, 2005
99 Press Release dated February 7,
2005, issued by Engineered Support
Systems, 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 hereunto duly authorized.
ENGINEERED SUPPORT SYSTEMS, INC.
Date: February 7, 2005 BY: /s/ Gary C. Gerhardt
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Gary C. Gerhardt
Vice Chairman and Chief
Financial Officer
EXHIBIT INDEX
Exhibit Number Description
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2 Form of Purchase Agreement by and
between Engineered Support Systems, Inc.
and Spacelink International LLC,
Spacelink International LTD and
SatComSolutions LLC dated December 9,
2004, which is incorporated by reference
from Exhibit 10.7 of Form 10-K Annual
Report filed by the Company on January
14, 2005
99 Press release dated February 7, 2005,
issued by Engineered Support Systems,
Inc.