We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
L3 Technologies, Inc. | NYSE:LLL | NYSE | Ordinary Share |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 245.17 | 0.00 | 01:00:00 |
Delaware
|
|
13-3937436
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification Number)
|
Large accelerated filer
☑
|
|
Accelerated filer ☐
|
Non-accelerated filer ☐
(Do not check if a smaller reporting company)
|
|
Smaller reporting company ☐
|
Emerging growth company ☐
|
CALCULATION OF REGISTRATION FEE | ||||||||||||||||
Title of securities to be registered
|
Amount to be
registered |
Proposed
maximum
offering
price per
share(2)
|
Proposed
maximum
aggregate offering
price |
Amount of
registration fee
|
||||||||||||
Deferred Compensation Obligations (1)
|
$
|
30,000,000
|
100
|
%
|
$
|
30,000,000
|
$
|
3,735
|
(1) |
Represents unsecured obligations of L3 Technologies, Inc. (the “Company”) to pay deferred compensation in accordance with the terms of the L3 Technologies, Inc. Supplemental Savings Plan II.
|
(2) |
Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(h)(1) under the Securities Act of 1933, as amended.
|
ITEM 3. |
INCORPORATION OF DOCUMENTS BY REFERENCE.
|
(a) |
Annual Report on Form 10-K of the Company for the year ended December 31, 2016;
|
(b) |
Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017, June 30, 2017 and September 29, 2017; and
|
(c) |
Current Reports on Form 8-K filed on January 3, 2017, January 25, 2017, February 23, 2017, May 10, 2017, July 20, 2017 and November 8, 2017 and the Current Report on Form 8-K/A filed on October 31, 2017.
|
ITEM 4. |
DESCRIPTION OF SECURITIES.
|
ITEM 5. |
INTERESTS OF NAMED EXPERTS AND COUNSEL.
|
ITEM 6. |
INDEMNIFICATION OF DIRECTORS AND OFFICERS.
|
ITEM 7. |
EXEMPTION FROM REGISTRATION CLAIMED.
|
ITEM 8. |
EXHIBITS.
|
Exhibit
Number
|
Description of Exhibit
|
|
L3 Technologies, Inc. Supplemental Savings Plan II.*
|
||
Opinion of Simpson Thacher & Bartlett LLP.* | ||
Consent of PricewaterhouseCoopers LLP.* | ||
23.2
|
Consent of Simpson Thacher & Bartlett LLP (reference is made to Exhibit 5 filed herewith).* | |
Power of Attorney.* |
ITEM 9. |
UNDERTAKINGS.
|
(a) |
The undersigned registrant hereby undertakes:
|
(1) |
To file, during any period in which offers or sales are being made, a post-effective amendment to this Registration Statement;
|
(i) |
To include any prospectus required by section 10(a)(3) of the Securities Act of 1933 (the “Securities Act”);
|
(ii) |
To reflect in the prospectus any facts or events arising after the effective date of the Registration Statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the Registration Statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement;
|
(iii) |
To include any material information with respect to the plan of distribution not previously disclosed in the Registration Statement or any material change to such information in the Registration Statement;
|
(2) |
That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial
bona fide
offering thereof.
|
(3) |
To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.
|
(b) |
The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act, each filing of the registrant’s annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the Registration Statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial
bona fide
offering thereof.
|
(c) |
Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.
|
L3 TECHNOLOGIES, INC.
|
||
By:
|
/s/ Ann D. Davidson
|
|
Name: Ann D. Davidson
|
||
Title: Senior Vice President, General Counsel and Corporate Secretary
|
*
|
Director
|
|
H. Hugh Shelton
|
||
*
|
Director
|
|
Arthur L. Simon
|
*By:
|
/s/ Ann D. Davidson
|
|
Ann D. Davidson
|
||
Attorney-in-Fact
|
1 Year L3 Technologies, Inc. Chart |
1 Month L3 Technologies, Inc. Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions