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): JULY 12, 2006
DHB INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-13112 11-3129361
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(State of Incorporation) (Commission File Number) (IRS Employer Identification
Number)
2102 SW 2ND STREET, POMPANO BEACH, FLORIDA 33069
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(Address of principal executive office) (Zip Code)
(954) 630-0900
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former Address, if changed since last report)
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 8.01. OTHER EVENTS.
On July 12, 2006, DHB Industries, Inc. (the "Company") signed a Memorandum of
Understanding ("MOU") to settle the class action securities lawsuit against the
Company and certain of its current and former directors and officers and others,
as well as the shareholder derivative suit brought by shareholder Alvin Viray,
both of which actions have been pending in the United States District Court for
the Eastern District of New York.
The MOU provides that the class action will be settled for $34.9 million in
cash, plus 3,184,713 shares of Company common stock. The derivative action will
be settled in consideration of the Company adopting certain corporate governance
provisions and paying $300,000 as attorneys' fees and expenses to lead counsel
in the derivative action. The settlement amounts are required to be paid into
escrow within ten business days of the MOU. All costs of the settlement and all
attorneys' fees and expenses of class plaintiffs' counsel will be paid from the
$34.9 million.
The proposed settlement is subject to, among other things, review and approval
of the Court. There can be no assurance that the Court will approve the proposed
settlement.
The press release issued by the Company on July 13, 2006 with respect to the MOU
is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by
reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
99.1 Press Release, dated July 13, 2006
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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.
DHB INDUSTRIES, INC.
By: /S/ LARRY ELLIS ______________
Larry Ellis, President, CAO and Acting CEO
Dated: July 13, 2006
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EXHIBIT INDEX
99.1 Press Release, July 13, 2006.
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