Item 7.01.
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Regulation FD Disclosure.
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As previously disclosed in its Current Report on Form 8-K filed on August 2, 2018, L3 Technologies, Inc. (the “Company”)
combined its Aerospace Systems segment with its Sensor Systems segment to form a new reporting segment named the Intelligence Surveillance & Reconnaissance Systems (“ISRS”) segment. Additionally, on September 17, 2018, the Company announced
the
realignment of the
: (1) Naval Power Systems businesses from the Electronic
Systems segment to the
Communication Systems segment and changed the segment name to Communications & Networked Systems (“C&NS”) segment
and
(2) Maritime Sensor Systems businesses from the former Sensor Systems segment to the C&NS segment.
On
September 28, 2018, the Company made available on its website at http://www.L3T.com the realigned reportable business segment results
and 2018 Segment Guidance provided on July 26, 2018
to conform to the new reporting structure and reconciled the historical presentation
and 2018 Segment Guidance provided on July 26, 2018
to the
realigned presentation.
The information furnished in the attached Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 7.01
contains segment information for the quarters ended June 29, 2018 and March 30, 2018, for each of the quarters of fiscal 2017, and for the years ended December 31, 2017 and December 31, 2016.
As the Company has not yet reported the realignment of its reportable segments in its periodic reporting, the information included on the Company’s website and this Form 8-K represent non-GAAP financial information.
The Company believes the non-GAAP financial information being furnished is useful to investors as it represents the current operating structure of the Company. In addition to the updates related to the realignment of its segments, the Company
has recast the Consolidated Statements of Operations and reportable business segment results for the quarters ended September 29, 2017 and December 31, 2017, and for the years ended December 31, 2017 and December 31, 2016 in accordance with the
new accounting standards as set forth in ASU 2017-07,
Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost
,
which the Company adopted on January 1, 2018 and was required to be retroactively applied. The Company has previously recast its financial results for the pension standard in the Company's Quarterly Reports on Form 10-Q for the quarters ended
June 29, 2018, March 30, 2018, June 30, 2017, and March 31, 2017.
The segment changes discussed above have no impact on the Company’s historical consolidated financial position, results of
operations, cash flows or the Company's July 26, 2018 consolidated financial guidance for the year ending December 31, 2018.
The recast financial statements and segment financial guidance provided
in Exhibit 99.1
to this Current Report on Form 8-K
do
not represent a restatement of previously issued financial statement
s
or a change to the consolidated financial guidance provided on July 26, 2018. The information in this
Item 7.01, including Exhibit 99.1, should be read in conjunction with the Company’s Quarterly Reports on Form 10-Q for the quarters ended June 29, 2018, March 30, 2018 and for each of the quarters of fiscal 2017 and the Company’s Annual
Report on For
m 10-K for the years ended December 31, 2017 and December 31, 2016.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 and in Exhibit 99.1 of this Current
Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other
document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.