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): DECEMBER 19, 2003
MILTOPE GROUP INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-13433 11-2693062
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State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
3800 RICHARDSON ROAD SOUTH, HOPE HULL, AL 36043
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(Address of Principal Executive Offices) (Zip Code)
(Registrant's telephone number, including area code): (334) 284-8665
NOT APPLICABLE
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(Former name, former address and former fiscal year,
if changed since last report)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
Miltope Group Inc. ("MGI") (NasdaqSC: MILT) announced today that its
stockholders have approved the previously announced merger pursuant to which
Vision Technologies Kinetics will acquire MGI for $5.78 per share and one
contingent value right per share. The transaction is expected to close prior to
the end of the year.
On December 19, 2003, MGI issued a press release, titled "Miltope
Stockholders Approve Mergers" (attached to this Current Report as Exhibit 99.1).
NOTE REGARDING FORWARD LOOKING STATEMENTS. The matters discussed in
this Current Report on Form 8-K that are not historical facts are "forward
looking statements" within the meaning of the Private Securities Litigation
Reform Act of 1995 and MGI intends that such forward looking statements be
subject to the safe harbors created thereby. MGI warns that caution should be
taken in relying upon any forward looking statements contained herein, as they
involve a number of risks and uncertainties that may cause the actual results of
MGI to be materially different from any future results expressed or implied by
such forward looking statements. Examples of such risks and uncertainties
include, but are not limited to, the ability of MGI to consummate the sale of
MGI, future demand for MGI's products and services, general economic conditions,
actions of competitors, termination of contracts at the convenience of the
United States government, customer funding variations in connection with
multi-year contracts and follow-on options, and other risks and uncertainties.
Should one or more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from
those described herein as anticipated, believed, estimated or expected. MGI does
not undertake any obligation to update or revise any forward looking statement
made by it or on its behalf, whether as a result of new information, future
events or otherwise.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS. The following exhibit is filed with this report:
99.1 Press Release, dated December 19, 2003, titled
"Miltope Stockholders Approve Mergers"
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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.
MILTOPE GROUP INC.
(Registrant)
By: /s/ Tom B. Dake
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Name: Tom B. Dake
Title: Vice President Finance and
Chief Financial Officer
Date: December 19, 2003
EXHIBIT INDEX
EXHIBIT DESCRIPTION
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99.1 Press Release, dated December 19, 2003, titled "Miltope
Stockholders Approve Mergers"