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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 25, 1999
NAI TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
NEW YORK 0-3704 11-1798773
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation or Identification No.)
organization)
282 NEW YORK AVENUE
HUNTINGTON, NEW YORK 11743
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(Address of principal executive offices)
Registrant's telephone number, including area code: (516) 271-5685
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On January 25, 1999 the Securities and Exchange Commission declared
effective DRS Technologies, Inc.'s Registration Statement on Form S-4 with
respect to the issuance, upon effectiveness of the merger of DRS Merger Sub,
Inc., a direct wholly-owned subsidiary of DRS Technologies, Inc., with and into
NAI Technologies, Inc. (the "Company" or "NAI"), with NAI being the surviving
corporation and continuing as a direct wholly-owned subsidiary of DRS, of shares
of DRS common stock, par value $0.01 per share, in exchange for shares of NAI
common stock, par value $0.10 per share, outstanding at the effective time of
the merger, including those shares of NAI common stock issuable upon conversion
of at least 90% of the aggregate principal amount of NAI 12% Convertible
Subordinated Promissory Notes due 2001 outstanding as of August 26, 1998.
Reference is made to Amendment No. 2 to Registration Statement on Form S-4
of DRS Technologies, Inc. which is attached hereto as Exhibit 1, which is
incorporated herein by reference for all its terms and conditions.
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.
NAI TECHNOLOGIES, INC.
By: /s/ RICHARD A. SCHNEIDER
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Richard A. Schneider
Title: Executive Vice President
and Chief Financial Officer
Date: January 29, 1999
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Amendment No. 2 to Registration Statement on Form S-4 of DRS
Technologies, Inc., effective as of January 25, 1999.