Filed by Rockwell Collins, Inc.
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Filer: Rockwell Collins, Inc.
Subject Company: B/E Aerospace, Inc.
SEC File No.: 0-18348
SEC File No. of
Registration Statement on Form S-4 filed by
Rockwell Collins, Inc.: 333-214774
Date: January 20, 2017
UNITED STATES
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):
January 20, 2017
Rockwell Collins, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-16445 | 52-2314475 |
| (State or other jurisdiction | (Commission File Number) | (I.R.S. Employer |
| of incorporation or organization) | Identification No.) | |
| 400 Collins Road NE | ||
| Cedar Rapids, Iowa | 52498 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code: (319) 295-1000
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.
R | 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)) |
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 2.02. | Results of Operations and Financial Condition. | |
| Registrant’s press release dated January 20, 2017 regarding Rockwell Collins quarterly results is furnished herewith as Exhibit 99.1. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act. | ||
| Item 9.01. | Financial Statements and Exhibits. | |
| (d) Exhibits. | ||
| 99.1 Press release of registrant dated January 20, 2017. | ||
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.
| ROCKWELL COLLINS, INC. | |||
| (Registrant) | |||
| Dated: | January 20, 2017 | By | /s/ Patrick E. Allen |
| Patrick E. Allen | |||
| Senior Vice President and | |||
| Chief Financial Officer | |||
Exhibit Index
| 99.1 | Press release of registrant dated January 20, 2017. | ||